0001104659-22-034091.txt : 20220315 0001104659-22-034091.hdr.sgml : 20220315 20220315195132 ACCESSION NUMBER: 0001104659-22-034091 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220311 FILED AS OF DATE: 20220315 DATE AS OF CHANGE: 20220315 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital, LP CENTRAL INDEX KEY: 0001372939 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40208 FILM NUMBER: 22742893 BUSINESS ADDRESS: STREET 1: 245 PARK AVENUE STREET 2: 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: 212 600-9600 MAIL ADDRESS: STREET 1: 245 PARK AVENUE STREET 2: 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10167 FORMER NAME: FORMER CONFORMED NAME: CCMP Capital, LLC DATE OF NAME CHANGE: 20060816 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Investors III, L.P. CENTRAL INDEX KEY: 0001569775 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40208 FILM NUMBER: 22742891 BUSINESS ADDRESS: STREET 1: C/O CCMP CAPITAL ADVISORS, LLC STREET 2: 245 PARK AVENUE, 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: (212) 600-9657 MAIL ADDRESS: STREET 1: C/O CCMP CAPITAL ADVISORS, LLC STREET 2: 245 PARK AVENUE, 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10167 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Investors III (Employee), L.P. CENTRAL INDEX KEY: 0001581003 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40208 FILM NUMBER: 22742890 BUSINESS ADDRESS: STREET 1: C/O CCMP CAPITAL ADVISORS, LLC STREET 2: 245 PARK AVENUE, 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: (212) 600-9600 MAIL ADDRESS: STREET 1: C/O CCMP CAPITAL ADVISORS, LLC STREET 2: 245 PARK AVENUE, 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10167 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital GP, LLC CENTRAL INDEX KEY: 0001674350 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40208 FILM NUMBER: 22742892 BUSINESS ADDRESS: STREET 1: 200 PARK AVENUE, SUITE 1700 CITY: NEW YORK STATE: NY ZIP: 10166 BUSINESS PHONE: 212-600-9600 MAIL ADDRESS: STREET 1: 200 PARK AVENUE, SUITE 1700 CITY: NEW YORK STATE: NY ZIP: 10166 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Associates III GP, LLC CENTRAL INDEX KEY: 0001718029 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40208 FILM NUMBER: 22742888 BUSINESS ADDRESS: STREET 1: C/O CCMP CAPITAL ADVISORS, LP STREET 2: 277 PARK AVENUE, 27TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10172 BUSINESS PHONE: 2126009600 MAIL ADDRESS: STREET 1: C/O CCMP CAPITAL ADVISORS, LP STREET 2: 277 PARK AVENUE, 27TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10172 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Associates III, L.P. CENTRAL INDEX KEY: 0001718034 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40208 FILM NUMBER: 22742889 BUSINESS ADDRESS: STREET 1: C/O CCMP CAPITAL ADVISORS, LP STREET 2: 277 PARK AVENUE, 27TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10172 BUSINESS PHONE: 2126009600 MAIL ADDRESS: STREET 1: C/O CCMP CAPITAL ADVISORS, LP STREET 2: 277 PARK AVENUE, 27TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10172 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Hayward Holdings, Inc. CENTRAL INDEX KEY: 0001834622 STANDARD INDUSTRIAL CLASSIFICATION: REFRIGERATION & SERVICE INDUSTRY MACHINERY [3580] IRS NUMBER: 822060643 BUSINESS ADDRESS: STREET 1: 400 CONNELL DRIVE, SUITE 6100 CITY: BERKELEY HEIGHTS STATE: NJ ZIP: 07922 BUSINESS PHONE: 908-354-5400 MAIL ADDRESS: STREET 1: 400 CONNELL DRIVE, SUITE 6100 CITY: BERKELEY HEIGHTS STATE: NJ ZIP: 07922 4 1 tm229408-1_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-03-11 0 0001834622 Hayward Holdings, Inc. HAYW 0001372939 CCMP Capital, LP C/O CCMP CAPITAL ADVISORS, LP 200 PARK AVENUE, SUITE 1700 NEW YORK NY 10166 0 0 1 0 0001674350 CCMP Capital GP, LLC C/O CCMP CAPITAL ADVISORS, LP 200 PARK AVENUE, SUITE 1700 NEW YORK NY 10166 0 0 1 0 0001569775 CCMP Capital Investors III, L.P. C/O CCMP CAPITAL ADVISORS, LP 200 PARK AVENUE, SUITE 1700 NEW YORK NY 10166 0 0 1 0 0001581003 CCMP Capital Investors III (Employee), L.P. C/O CCMP CAPITAL ADVISORS, LP 200 PARK AVENUE, SUITE 1700 NEW YORK NY 10166 0 0 1 0 0001718034 CCMP Capital Associates III, L.P. C/O CCMP CAPITAL ADVISORS, LP 200 PARK AVENUE, SUITE 1700 NEW YORK NY 10166 0 0 1 0 0001718029 CCMP Capital Associates III GP, LLC C/O CCMP CAPITAL ADVISORS, LP 200 PARK AVENUE, SUITE 1700 NEW YORK NY 10166 0 0 1 0 Common Stock 2022-03-11 4 J 0 3842794 19.80 D 60998124 I By CCMP Capital Investors III, L.P. Common Stock 2022-03-11 4 J 0 237206 19.80 D 3765265 I By CCMP Capital Investors III (Employee), L.P. Represents shares acquired by the Issuer in a privately negotiated transaction as part of the Issuer's stock repurchase program as was previously disclosed on the Issuer's Current Report on Form 8-K dated January 25, 2022. As noted in such Form 8-K, the repurchase and price per share were separately approved by an independent committee of the Issuer's board of directors and the above price per share is the same at which the reporting persons sold shares on January 24, 2022 in a block trade in compliance with Rule 144. The repurchase was subject to the satisfaction of certain conditions which occurred on March 11, 2022. CCMP Capital Associates III, L.P. ("CCMP Capital Associates") is the general partner of each of CCMP Capital Investors III, L.P. ("CCMP Capital Investors"), and CCMP Capital Investors III (Employee), L.P. ("CCMP Employee" and together with CCMP Capital Investors, the "CCMP Investors"). The general partner of CCMP Capital Associates is CCMP Capital Associates III GP, LLC ("CCMP Capital Associates GP"). CCMP Capital Associates GP is wholly owned by CCMP Capital, LP. The general partner of CCMP Capital, LP is CCMP Capital GP, LLC. CCMP Capital GP, LLC ultimately exercises voting and dispositive power over the shares of common stock of Hayward Holdings, Inc. held by the CCMP Investors. As a result, each of CCMP Capital Associates, CCMP Capital Associates GP, CCMP Capital, LP and CCMP Capital GP, LLC may be deemed to share beneficial ownership with respect to certain of the shares of common stock of Hayward Holdings, Inc. held by the CCMP Investors. Each of the reporting persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. In connection with the consummation of the initial public offering of the Issuer's common stock, par value $0.001 per share ("Common Stock"), the CCMP Investors have entered into an Amended and Restated Stockholders' Agreement ("Stockholders' Agreement") with the Issuer and certain affiliates of MSD Partners, L.P. ("MSD") and Alberta Investment Management Corporation ("AIMCo") pursuant to which the CCMP Investors and MSD have agreed to coordinate with respect to the timing and manner of disposition of shares of the Common Stock held by them, and AIMCo has also agreed to certain restrictions on the transfer of its shares of Common Stock. By virtue of the Stockholders' Agreement, the CCMP Investors, MSD and AIMCo may be deemed to be members of a group for the purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Act"). In addition, each reporting person may be deemed to be a member of a group for the purposes of Section 13(d) of the Act. Each reporting person disclaims any pecuniary interest in any shares of Common Stock held by the group with MSD and AIMCo except as reported as beneficially owned by the reporting persons in this Form 4. CCMP CAPITAL, LP, By: CCMP Capital GP, LLC, its general partner By: /s/ Mark McFadden Name: Mark McFadden Title: Managing Director 2022-03-15 CCMP CAPITAL GP, LLC By: /s/ Mark McFadden Name: Mark McFadden Title: Managing Director 2022-03-15 CCMP CAPITAL INVESTORS III, L.P., By: CCMP Capital Associates III, L.P., its general partner, By: CCMP Capital Associates III GP, LLC, its general partner, By: /s/ Mark McFadden Name: Mark McFadden Title: Managing Director 2022-03-15 CCMP CAPITAL INVESTORS III (EMPLOYEE), L.P., By: CCMP Capital Associates III, L.P., its general partner, By: CCMP Capital Associates III GP, LLC, its general partner, By: /s/ Mark McFadden Name: Mark McFadden Title: Managing Director 2022-03-15 CCMP CAPITAL ASSOCIATES III, L.P., By: CCMP Capital Associates III GP, LLC, its general partner, By: /s/ Mark McFadden Name: Mark McFadden Title: Managing Director 2022-03-15 CCMP CAPITAL ASSOCIATES III GP, LLC By: /s/ Mark McFadden Name: Mark McFadden Title: Managing Director 2022-03-15