0001140361-17-021566.txt : 20170519 0001140361-17-021566.hdr.sgml : 20170519 20170519163125 ACCESSION NUMBER: 0001140361-17-021566 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20170517 FILED AS OF DATE: 20170519 DATE AS OF CHANGE: 20170519 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Fogo de Chao, Inc. CENTRAL INDEX KEY: 0001627487 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 455353489 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 14881 QUORUM DRIVE STREET 2: SUITE 750 CITY: DALLAS STATE: TX ZIP: 75254 BUSINESS PHONE: (214) 960-9533 MAIL ADDRESS: STREET 1: 14881 QUORUM DRIVE STREET 2: SUITE 750 CITY: DALLAS STATE: TX ZIP: 75254 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Swenson Jeff T. CENTRAL INDEX KEY: 0001627131 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37450 FILM NUMBER: 17858281 MAIL ADDRESS: STREET 1: C/O THOMAS H. LEE PARNTERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Haber Douglas A. CENTRAL INDEX KEY: 0001627130 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37450 FILM NUMBER: 17858282 MAIL ADDRESS: STREET 1: C/O THOMAS H. LEE PARNTERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ABBRECHT TODD M CENTRAL INDEX KEY: 0001260937 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37450 FILM NUMBER: 17858283 MAIL ADDRESS: STREET 1: C/O THOMAS H. LEE PARTNERS, L.P. STREET 2: 100 FEDERAL STREET, 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 4 1 form4.xml FORM 4 X0306 4 2017-05-17 0001627487 Fogo de Chao, Inc. FOGO 0001260937 ABBRECHT TODD M C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 true 0001627130 Haber Douglas A. C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 true 0001627131 Swenson Jeff T. C/O THOMAS H. LEE PARTNERS, L.P. 100 FEDERAL STREET, 35TH FLOOR BOSTON MA 02110 true Common Stock 2017-05-17 4 S 0 4500000 14 D 17824323 I See footnotes See Exhibit 99.1 for text of footnote (1). See Exhibit 99.1 for text of footnote (2). See Exhibit 99.1 for text of footnote (3). See Exhibit 99.1 for text of footnote (4). See Exhibit 99.1 for text of footnote (5). Exhibit 99.1 and Exhibit 99.2 (Joint Filer Information), incorporated herein by reference. /s/ Todd M. Abbrecht 2017-05-19 EX-99.1 2 ex99_1.htm EXHIBIT 99.1
Exhibit 99.1


Name and Address of Reporting Person:
Todd M. Abbrecht
 
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Issuer Name and Ticker or Trading Symbol:
Fogo de Chao, Inc. [FOGO]

Date of Earliest Transaction
Required to be Reported
(Month/Day/Year):
May 17, 2017

Footnotes to Form 4

(1) The shares of the Issuer reported are beneficially owned by:  Thomas H. Lee Advisors, LLC (“THL Advisors”), Thomas H. Lee Equity Fund VI, L.P. (“THL Equity VI”), Thomas H. Lee Parallel Fund VI, L.P. (“Parallel Fund VI”), Thomas H. Lee Parallel (DT) Fund VI, L.P. (“DT Fund VI”), THL Coinvestment Partners, L.P. (“THL Coinvestment”), THL Operating Partners, L.P. (“THL Operating”), THL Equity Fund VI Investors (Fogo), LLC (“THL Fogo”), THL Equity Fund VI Investors (Fogo) II, LLC (“THL Fogo II,” and together with THL Equity VI, Parallel Fund VI, DT Fund VI, THL Coinvestment, THL Operating, THL Fogo and THL Fogo II, the “THL Funds”) as well as Great-West Investors, L.P. (“Great West”) and Putnam Investments Employees’ Securities Company III LLC (“Putnam III”).

Each of the Reporting Persons is a Managing Director of Thomas H. Lee Partners, L.P., which in turn is the general partner of THL Coinvestment and the sole member of THL Equity Advisors VI, LLC, which in turn is the general partner of the THL Equity VI, Parallel Fund VI, DT Fund VI, THL Operating and the sole manager of THL Fogo and THL Fogo II.  THL Advisors is attorney-in-fact of Great West and Putnam Investments, LLC, which is the managing member of Putnam Investments Holdings, LLC, which in turn is the managing member of Putnam III.

(2) Represents shares of the Issuer sold by the following entities: 2,430,067 shares sold by THL Equity VI; 1,645,514 shares sold by Parallel Fund VII; 287,439 shares sold by DT Fund VI; 83,829 shares sold by THL Coinvestment; 14,713 shares sold by THL Operating; 11,875 shares sold by THL Fogo; 1,319 shares sold by THL Fogo II; 12,645 shares sold by Great West; and 12,599 shares sold by Putnam III.

(3) This amount represents the $14.00 secondary public offering price per share of the Issuer’s common stock.

(4) Represents shares of the Issuer directly held by the following entities following the transaction:  9,625,409 shares held by THL Equity VI; 6,517,814 shares held by Parallel Fund VI; 1,138,536 shares held by DT Fund VI; 332,041 shares held by THL Coinvestment; 58,277 shares held by THL Operating; 47,036 shares held by THL Fogo; 5,223 shares held by THL Fogo II; 50,085 shares held by Great West; and 49,902 shares held by Putnam III.

(5) Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein, except to the extent of his pecuniary interest.
 
 

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 EX-99.2 3 ex99_2.htm EXHIBIT 99.2
Exhibit 99.2

Joint Filer Information


Name of Joint Filer:
Douglas A. Haber
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
Director
   
Issuer Name and Ticker or Trading Symbol:
Fogo de Chao, Inc. [FOGO]
   
Date of Earliest Transaction
  
Required to be Reported
  
(Month/Day/Year):
May 17, 2017
   
Designated Filer:
Todd M. Abbrecht


Signature:



/s/ Douglas A. Haber
  
Douglas A. Haber
  


Dated:  May 19, 2017

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Exhibit 99.2

Joint Filer Information


Name of Joint Filer:
Jeff T. Swenson
   
Address of Joint Filer:
c/o Thomas H. Lee Partners, L.P.
 
100 Federal Street, 35th Floor
 
Boston, MA  02110
   
Relationship of Joint Filer to Issuer:
Director
   
Issuer Name and Ticker or Trading Symbol:
Fogo de Chao, Inc. [FOGO]
   
Date of Earliest Transaction
  
Required to be Reported
  
(Month/Day/Year):
May 17, 2017
   
Designated Filer:
Todd M. Abbrecht


Signature:



/s/ Jeff T. Swenson
  
Jeff T. Swenson
  


Dated:  May 19, 2017
 
 

 
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