0000769993-14-000684.txt : 20141219
0000769993-14-000684.hdr.sgml : 20141219
20141219181226
ACCESSION NUMBER: 0000769993-14-000684
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20141217
FILED AS OF DATE: 20141219
DATE AS OF CHANGE: 20141219
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Aramark
CENTRAL INDEX KEY: 0001584509
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812]
IRS NUMBER: 208236097
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 1101 MARKET STREET
CITY: PHILADELPHIA
STATE: PA
ZIP: 19107
BUSINESS PHONE: 215-238-3000
MAIL ADDRESS:
STREET 1: 1101 MARKET STREET
CITY: PHILADELPHIA
STATE: PA
ZIP: 19107
FORMER COMPANY:
FORMER CONFORMED NAME: ARAMARK Holdings Corp
DATE OF NAME CHANGE: 20130815
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP INC
CENTRAL INDEX KEY: 0000886982
STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36223
FILM NUMBER: 141300966
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 2129021000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
FORMER NAME:
FORMER CONFORMED NAME: GOLDMAN SACHS GROUP INC/
DATE OF NAME CHANGE: 20010104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOLDMAN, SACHS MANAGEMENT GP GMBH
CENTRAL INDEX KEY: 0001232073
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36223
FILM NUMBER: 141300957
BUSINESS ADDRESS:
STREET 1: MESSERTURM
STREET 2: FRIEDRICH-EBERT-ANLAGE 49
CITY: FRANKFURT AM MAIN, 2M 60323
STATE: 2M
ZIP: 00000
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: MESSERTURM
STREET 2: FRIEDRICH-EBERT-ANLAGE 49
CITY: FRANKFURT AM MAIN, 2M 60323
STATE: 2M
ZIP: 00000
FORMER NAME:
FORMER CONFORMED NAME: GOLDMAN SACHS MANAGEMENT GP GMBH
DATE OF NAME CHANGE: 20030509
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GS CAPITAL PARTNERS V INSTITUTIONAL, L.P.
CENTRAL INDEX KEY: 0001322225
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36223
FILM NUMBER: 141300962
BUSINESS ADDRESS:
STREET 1: 85 BROAD ST
CITY: NEW YORK
STATE: NY
ZIP: 10004
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 85 BROAD ST
CITY: NEW YORK
STATE: NY
ZIP: 10004
FORMER NAME:
FORMER CONFORMED NAME: GS Capital Partners V Institutional L P
DATE OF NAME CHANGE: 20050329
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GSCP V OFFSHORE ADVISORS, L.L.C.
CENTRAL INDEX KEY: 0001359610
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36223
FILM NUMBER: 141300959
BUSINESS ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
FORMER NAME:
FORMER CONFORMED NAME: GSCP V OFFSHORE ADVISORS LLC
DATE OF NAME CHANGE: 20060417
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GS CAPITAL PARTNERS V OFFSHORE FUND, L.P.
CENTRAL INDEX KEY: 0001359612
STATE OF INCORPORATION: E9
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36223
FILM NUMBER: 141300963
BUSINESS ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
FORMER NAME:
FORMER CONFORMED NAME: GS CAPITAL PARTNERS V OFFSHORE FUND LP
DATE OF NAME CHANGE: 20060417
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GS ADVISORS V, L.L.C.
CENTRAL INDEX KEY: 0001359614
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36223
FILM NUMBER: 141300958
BUSINESS ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
FORMER NAME:
FORMER CONFORMED NAME: GS ADVISORS V LLC
DATE OF NAME CHANGE: 20060417
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GS CAPITAL PARTNERS V GMBH & CO. KG
CENTRAL INDEX KEY: 0001359670
STATE OF INCORPORATION: 2M
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36223
FILM NUMBER: 141300961
BUSINESS ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
FORMER NAME:
FORMER CONFORMED NAME: GS CAPITAL PARTNERS V GmbH & CO KG
DATE OF NAME CHANGE: 20060417
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOLDMAN SACHS & CO
CENTRAL INDEX KEY: 0000769993
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1127
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36223
FILM NUMBER: 141300965
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
STREET 2: C/O GOLDMAN SACHS & CO
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 2129021000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GS CAPITAL PARTNERS V FUND, L.P.
CENTRAL INDEX KEY: 0001359613
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36223
FILM NUMBER: 141300964
BUSINESS ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
FORMER NAME:
FORMER CONFORMED NAME: GS CAPITAL PARTNERS V FUND LP
DATE OF NAME CHANGE: 20060417
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GSCP V ADVISORS, L.L.C.
CENTRAL INDEX KEY: 0001359609
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36223
FILM NUMBER: 141300960
BUSINESS ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
FORMER NAME:
FORMER CONFORMED NAME: GSCP V ADVISORS, LLC
DATE OF NAME CHANGE: 20060417
4
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ownershipdoc12132014104044.xml
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2014-12-17-05:00
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GOLDMAN SACHS GROUP INC
200 WEST STREET
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200 WEST STREET
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0001232073
GOLDMAN, SACHS MANAGEMENT GP GMBH
200 WEST STREET
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Common Stock, par value $0.01 per share
2014-12-17-05:00
4
S
false
8293490
27.02
D
26539082.0527
I
See footnotes
This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman, Sachs & Co. ("Goldman Sachs"), GSCP V Advisors, L.L.C. ("GSCP V Advisors"), GSCP V Offshore Advisors, L.L.C. ("GSCP V Offshore Advisors"), GS Advisors V, L.L.C. ("GS Advisors V"), Goldman, Sachs Management GP GmbH ("GS GmbH"), GS Capital Partners V Fund, L.P. ("GS Capital V"), GS Capital Partners V GmbH & Co. KG ("GS Germany V"), GS Capital Partners V Institutional, L.P. ("GS V Institutional"), GS Capital Partners V Offshore Fund, L.P. ("GS V Offshore," and, together with GS Capital V, GS Germany V and GS V Institutional, the "Funds"). GS Group, Goldman Sachs, GSCP V Advisors, GSCP V Offshore Advisors, GS Advisors V, GS GmbH and the Funds are defined collectively, as the "Reporting Persons".
In connection with the public offering (the "Offering") of common stock, par value $0.01 per share (the "Common Stock") of Aramark (the "Company") by certain selling stockholders pursuant to an underwriting agreement (the "Underwriting Agreement") and final prospectus supplement, each dated December 11, 2014, the Funds, as selling stockholders, sold 7,211,730 shares of Common Stock of the Company at $27.02 per share, which represents the $28.00 Offering price per share of Common Stock, less the underwriting discount of $0.98 per share of Common Stock. The Offering closed on December 17, 2014.
Pursuant to the Underwriting Agreement and in connection with the Offering, the underwriters exercised their option ("Over-Allotment Option") to purchase additional shares of Common Stock from the selling stockholders. Goldman Sachs is one of several underwriters under the Underwriting Agreement. The Over-Allotment Option closed concurrently with the Offering on December 17, 2014. The Funds sold an additional 1,081,760 shares of Common Stock pursuant to the underwriters' exercise of the Over-Allotment Option.
GS Group may be deemed to beneficially own 6,322.0527 shares of Common Stock pursuant to the ARAMARK Holdings Corporation 2013 Stock Incentive Plan (the "Plan"), consisting of 6,252 deferred stock units ("Deferred Shares") granted to Sanjeev K. Mehra, a managing director of Goldman Sachs, and 70.0527 dividend equivalent rights accrued to Mr. Mehra, each in his capacity as a director of the Company and pursuant to the Plan. The dividend equivalent rights accrued in connection with a quarterly cash dividend on Common Stock paid by the Company on the Deferred Shares that were granted to Mr. Mehra. The Deferred Shares vest one year from the grant date. The dividend equivalent rights vest on the same schedules as the underlying Deferred Shares. The Deferred Shares, if vested, will be settled in shares of Common Stock six months following the director's departure from the board. Mr. Mehra has an understanding with GS Group pursuant to which he holds such shares for the benefit of GS Group.
As of December 17, 2014, as a result of the Offering and the exercise of the Over-Allotment Option, Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 26,532,760 shares of Common Stock by reason of the direct beneficial ownership of such shares by the Funds because affiliates of Goldman Sachs and GS Group are the general partner, managing general partner, managing partner, managing member or member of the Funds. Goldman Sachs is the investment manager of certain of the Funds.
As of December 17, 2014, as a result of the Offering and the exercise of the Over-Allotment Option, GS Capital V may be deemed to beneficially own directly 13,971,091 shares of Common Stock, which may be deemed to be beneficially owned indirectly by its general partner, GSCP V Advisors. GS V Offshore may be deemed to beneficially own directly 7,216,884 shares of Common Stock, which may be deemed to be beneficially owned indirectly by its general partner, GSCP V Offshore Advisors. GS V Institutional may be deemed to beneficially own directly 4,790,888 shares of Common Stock, which may be deemed to be beneficially owned indirectly by its general partner, GS Advisors V. GS Germany V may be deemed to beneficially own directly 553,897 shares of Common Stock, which may be deemed to be beneficially owned indirectly by its general partner, GS GmbH.
Each of the Reporting Persons and Mr. Mehra disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Persons or individual, as applicable, is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
/s/ Kevin P. Treanor, Attorney-in-fact
2014-12-19-05:00
/s/ Kevin P. Treanor, Attorney-in-fact
2014-12-19-05:00
/s/ Kevin P. Treanor, Attorney-in-fact
2014-12-19-05:00
/s/ Kevin P. Treanor, Attorney-in-fact
2014-12-19-05:00
/s/ Kevin P. Treanor, Attorney-in-fact
2014-12-19-05:00
/s/ Kevin P. Treanor, Attorney-in-fact
2014-12-19-05:00
/s/ Kevin P. Treanor, Attorney-in-fact
2014-12-19-05:00
/s/ Kevin P. Treanor, Attorney-in-fact
2014-12-19-05:00
/s/ Kevin P. Treanor, Attorney-in-fact
2014-12-19-05:00
/s/ Kevin P. Treanor, Attorney-in-fact
2014-12-19-05:00