0000899243-16-018519.txt : 20160425 0000899243-16-018519.hdr.sgml : 20160425 20160425171646 ACCESSION NUMBER: 0000899243-16-018519 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160421 FILED AS OF DATE: 20160425 DATE AS OF CHANGE: 20160425 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VINCE HOLDING CORP. CENTRAL INDEX KEY: 0001579157 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-APPAREL & ACCESSORY STORES [5600] IRS NUMBER: 753264870 STATE OF INCORPORATION: DE FISCAL YEAR END: 0202 BUSINESS ADDRESS: STREET 1: 500 FIFTH AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10110 BUSINESS PHONE: 212-515-2600 MAIL ADDRESS: STREET 1: 500 FIFTH AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10110 FORMER COMPANY: FORMER CONFORMED NAME: Apparel Holding Corp. DATE OF NAME CHANGE: 20130626 FORMER COMPANY: FORMER CONFORMED NAME: Kellwood Holding Corp. DATE OF NAME CHANGE: 20130612 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sun Capital Advisors V, L.P. CENTRAL INDEX KEY: 0001456479 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36212 FILM NUMBER: 161589742 BUSINESS ADDRESS: STREET 1: C/O SCSF EQUITIES, LLC STREET 2: 5200 TOWN CENTER CIRCLE, SUITE 600 CITY: BOCA RATON STATE: FL ZIP: 33486 BUSINESS PHONE: 561 394-0550 MAIL ADDRESS: STREET 1: C/O SCSF EQUITIES, LLC STREET 2: 5200 TOWN CENTER CIRCLE, SUITE 600 CITY: BOCA RATON STATE: FL ZIP: 33486 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SUN CAPITAL PARTNERS V, LTD. CENTRAL INDEX KEY: 0001456482 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36212 FILM NUMBER: 161589743 BUSINESS ADDRESS: STREET 1: C/O SCSF EQUITIES, LLC STREET 2: 5200 TOWN CENTER CIRCLE, SUITE 600 CITY: BOCA RATON STATE: FL ZIP: 33486 BUSINESS PHONE: 561 394-0550 MAIL ADDRESS: STREET 1: C/O SCSF EQUITIES, LLC STREET 2: 5200 TOWN CENTER CIRCLE, SUITE 600 CITY: BOCA RATON STATE: FL ZIP: 33486 FORMER NAME: FORMER CONFORMED NAME: Sun Capital Partners V, Ltd DATE OF NAME CHANGE: 20090217 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SUN CAPITAL PARTNERS V LP CENTRAL INDEX KEY: 0001391476 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36212 FILM NUMBER: 161589744 BUSINESS ADDRESS: STREET 1: 5200 TOWN CENTER CIRCLE STREET 2: STE 600 CITY: BOCA RATON STATE: FL ZIP: 33486 BUSINESS PHONE: 561-394-0550 MAIL ADDRESS: STREET 1: 5200 TOWN CENTER CIRCLE STREET 2: STE 600 CITY: BOCA RATON STATE: FL ZIP: 33486 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-04-21 0 0001579157 VINCE HOLDING CORP. VNCE 0001391476 SUN CAPITAL PARTNERS V LP C/O SUN CAPITAL PARTNERS, INC. 5200 TOWN CIRCLE CENTER, SUITE 600 BOCA RATON FL 33486 0 0 1 0 0001456482 SUN CAPITAL PARTNERS V, LTD. C/O SUN CAPITAL PARTNERS, INC. 5200 TOWN CIRCLE CENTER, SUITE 600 BOCA RATON FL 33486 0 0 1 0 0001456479 Sun Capital Advisors V, L.P. C/O SUN CAPITAL PARTNERS, INC. 5200 TOWN CIRCLE CENTER, SUITE 600 BOCA RATON FL 33486 0 0 1 0 Common Stock, par value $0.01 2016-04-21 4 X 0 5743835 5.50 A 21211948 I See Footnote Common Stock, par value $0.01 2016-04-21 4 P 0 146747 5.50 A 21358695 I See Footnote Subscription Rights(Right to buy) 5.50 2016-04-21 4 X 0 15037793 0.00 D 2016-03-29 2016-04-21 Common Stock 5743835 0 I See Footnote Represents the exercise of subscription rights in the Vince Holding Corp. ("Vince") rights offering by Sun Cardinal, LLC ("Sun Cardinal"), with each right entitling the holder to purchase 0.3183 shares of Vince common stock, resulting in the purchase by Sun Cardinal of 5,743,835 shares of Vince common stock, including pursuant to the exercise of over-subscription rights. Represents the purchase by Sun Cardinal of 146,747 shares of Vince common stock pursuant to the rights offering backstop investment agreement by and among Vince, Sun Cardinal and SCSF Cardinal, LLC. 20,781,628 of the reported shares are owned of record by Sun Cardinal. 20,928,375 of the reported shares are owned of record by Sun Cardinal. Sun Capital Partners V, L.P. ("SCP V") owns all of the ownership interests in Sun Cardinal. 430,320 of the reported shares are owned of record by SK Financial Services, LLC ("SK Financial"), which is jointly owned by Sun Capital Partners V, L.P. ("SCP V"), Sun Capital Securities Offshore Fund, Ltd. ("SCSF Offshore") and Sun Capital Securities Fund, L.P. ("SCSF LP"). Sun Capital Partners V, Ltd. is the general partner of Sun Capital Advisors V, L.P., which is the general partner of SCP V. As a result, each of SCP V, Sun Capital Partners V, Ltd. and Sun Capital Advisors V, L.P. (collectively, the "Indirect Sun Owners") may be deemed to have indirect beneficial ownership of the securities owned of record by Sun Cardinal and SK Financial. Each Indirect Sun Owner expressly disclaims beneficial ownership of any securities in which it does not have a pecuniary interest. The Form 4 for SCSF Offshore and SCSF LP is filed separately. /s/ Todd Buchman, by power of attorney for Sun Capital Partners V, L.P. 2016-04-22 /s/ Todd Buchman, by power of attorney for Sun Capital Advisors V, L.P. 2016-04-22 /s/ Todd Buchman, by power of attorney for Sun Capital Partners V, Ltd. 2016-04-22