0001181431-11-042121.txt : 20110722 0001181431-11-042121.hdr.sgml : 20110722 20110722153741 ACCESSION NUMBER: 0001181431-11-042121 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110722 FILED AS OF DATE: 20110722 DATE AS OF CHANGE: 20110722 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MURRAY STEPHEN CENTRAL INDEX KEY: 0001096949 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 11982529 MAIL ADDRESS: STREET 1: CCMP CAPITAL ADVISORS, LLC STREET 2: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10067 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brenneman Greg Dean CENTRAL INDEX KEY: 0001482243 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 11982530 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Francesca's Holdings CORP CENTRAL INDEX KEY: 0001399935 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-APPAREL & ACCESSORY STORES [5600] IRS NUMBER: 208874704 BUSINESS ADDRESS: STREET 1: 3480 WEST 12TH STREET CITY: Houston STATE: TX ZIP: 77008 BUSINESS PHONE: 713-864-1358 MAIL ADDRESS: STREET 1: 3480 WEST 12TH STREET CITY: Houston STATE: TX ZIP: 77008 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ZANNINO RICHARD F CENTRAL INDEX KEY: 0001189770 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 11982536 MAIL ADDRESS: STREET 1: C/O IAC/INTERACTIVECORP STREET 2: 555 WEST 18TH STREET CITY: NEW YORK STATE: NY ZIP: 10011 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital, LLC CENTRAL INDEX KEY: 0001372939 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 11982535 BUSINESS ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: 212 600-9600 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Associates GP, LLC CENTRAL INDEX KEY: 0001372940 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 11982531 BUSINESS ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: 212 600-9600 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Associates, L.P. CENTRAL INDEX KEY: 0001372941 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 11982532 BUSINESS ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: 212 600-9600 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Investors II, L.P. CENTRAL INDEX KEY: 0001372942 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 11982534 BUSINESS ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: 212 600-9600 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CCMP Capital Investors (Cayman) II, L.P. CENTRAL INDEX KEY: 0001373028 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35239 FILM NUMBER: 11982533 BUSINESS ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 BUSINESS PHONE: 212 600-9600 MAIL ADDRESS: STREET 1: 245 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10167 3 1 rrd318121.xml FORM 3 X0203 3 2011-07-22 0 0001399935 Francesca's Holdings CORP FRAN 0001372939 CCMP Capital, LLC 245 PARK AVENUE NEW YORK NY 10167 1 0 1 0 0001372942 CCMP Capital Investors II, L.P. 245 PARK AVENUE NEW YORK NY 10167 0 0 1 0 0001373028 CCMP Capital Investors (Cayman) II, L.P. C/O WALKERS SERVICES LTD, WALKER HOUSE 87 MARY STREET, GEORGE TOWN GRAND CAYMAN E9 KY1-9005 CAYMAN ISLANDS 0 0 1 0 0001372941 CCMP Capital Associates, L.P. 245 PARK AVENUE NEW YORK NY 10167 0 0 1 0 0001372940 CCMP Capital Associates GP, LLC 245 PARK AVENUE NEW YORK NY 10167 0 0 1 0 0001482243 Brenneman Greg Dean C/O CCMP CAPITAL, LLC 245 PARK AVENUE, NEW YORK NY 10167 1 0 1 0 0001096949 MURRAY STEPHEN C/O CCMP CAPITAL, LLC 245 PARK AVENUE, NEW YORK NY 10167 0 0 1 0 0001189770 ZANNINO RICHARD F C/O CCMP CAPITAL, LLC 245 PARK AVENUE NEW YORK NY 10167 1 0 1 0 Common Stock 34048435 D Common Stock 30043896 D Common Stock 4004539 D See Exhibit 99. The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by CCMP Capital Investors II, L.P. The amount shown represents the beneficial ownership of shares of the Issuer's Common Stock owned by CCMP Capital Investors (Cayman) II, L.P. Exhibit 99 CCMP Capital, LLC /s/ Stephen P. Murray, President and CEO 2011-07-22 CCMP Capital Investors II, L.P., By: CCMP Capital Associates, L.P., its general partner, By: CCMP Capital Associates GP, LLC, its general partner /s/ Stephen P. Murray, President and CEO 2011-07-22 CCMP Capital Investors (Cayman) II, L.P., By: CCMP Capital Associates, L.P., its general partner, By: CCMP Capital Associates GP, LLC, its general partner /s/ Stephen P. Murray, President and CEO 2011-07-22 CCMP Capital Associates, L.P., By CCMP Capital Associates GP, LLC, its general partner /s/ Stephen P. Murray, President and CEO 2011-07-22 CCMP Capital Associates GP, LLC /s/ Stephen P. Murray, President and CEO 2011-07-22 /s/ Greg D. Brenneman 2011-07-22 /s/ Stephen P. Murray 2011-07-22 /s/ Richard Zannino 2011-07-22 EX-99. 2 rrd285262_322035.htm JOINT FILER INFORMATION rrd285262_322035.html 
EXHIBIT 99

This Form 3 is being filed by (i) CCMP Capital Investors II, L.P. ("CCMP Capital
Investors"), (ii) CCMP Capital Investors (Cayman) II, L.P. ("CCMP Cayman" and
together with CCMP Capital Investors, the "CCMP Capital Funds"), (iii) CCMP
Capital Associates, L.P. ("CCMP Capital Associates"), the general partner of the
CCMP Capital Funds, (iv) CCMP Capital Associates GP, LLC ("CCMP Capital
Associates GP"), the general partner of CCMP Capital Associates, (v) CCMP
Capital, LLC ("CCMP Capital"), the owner of CCMP Capital Associates GP, and (vi)
each of Greg Brenneman, Richard Zannino and Stephen Murray (together with the
CCMP Capital Funds, CCMP Capital Associates and CCMP Capital Associates GP, the
"Reporting Persons"), in his capacity as a member of the CCMP Capital investment
committee that makes voting and disposition decisions with respect to the Issuer's
common stock beneficially owned by CCMP Capital. Each of CCMP Capital Associates,
CCMP Capital Associates GP and CCMP Capital may be deemed, pursuant to Rule 13d-3
under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to
beneficially own the Issuer's common stock reported herein held by the CCMP
Capital Funds. The actual pro rata portion of beneficial ownership of any such
shares held by the CCMP Capital Funds that may be deemed attributable to CCMP
Capital Associates, CCMP Capital Associates GP and CCMP Capital is not readily
determinable because it is subject to several variables, including the internal
rate of return and vesting of interests within CCMP Capital Associates and the
CCMP Capital Funds. As a consequence of being members of a CCMP Capital
investment committee, Greg Brenneman, Richard Zannino and Stephen Murray may be
deemed, pursuant to Rule 13d-3 under the Exchange Act, to beneficially own all
of the listed shares. The actual pro-rata portion of beneficial ownership of any
shares that may be deemed attributable to Messrs. Brenneman, Zannino and Murray
is not readily determinable because it is subject to several variables,
including the internal rate of return and vesting of interests within CCMP
Capital Associates and the CCMP Capital Funds. Messrs. Brenneman and Zannino are
members of the Issuer's board of directors. The Reporting Persons disclaim
beneficial ownership of the securities to the extent it exceeds their pecuniary
interest therein and the inclusion of the shares in this report shall not be
deemed to be an admission of beneficial ownership of the reported shares for the
purposes of Section 16 or otherwise. The amount shown represents the beneficial
ownership of the Issuer's common stock held by the Reporting Persons as a group.