0000919574-19-006205.txt : 20191003 0000919574-19-006205.hdr.sgml : 20191003 20191003171526 ACCESSION NUMBER: 0000919574-19-006205 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191001 FILED AS OF DATE: 20191003 DATE AS OF CHANGE: 20191003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Berkshire Partners Holdings LLC CENTRAL INDEX KEY: 0001597786 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36557 FILM NUMBER: 191136601 BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 227-0050 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BPSP, L.P. CENTRAL INDEX KEY: 0001597787 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36557 FILM NUMBER: 191136602 BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: (617) 227-0050 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Berkshire Partners LLC CENTRAL INDEX KEY: 0001312988 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36557 FILM NUMBER: 191136603 BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-227-0050 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER NAME: FORMER CONFORMED NAME: Berkshire Partners LLC (d/b/a Stockbridge Investors) DATE OF NAME CHANGE: 20120313 FORMER NAME: FORMER CONFORMED NAME: Berkshire Partners LLC DATE OF NAME CHANGE: 20041229 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Stockbridge Partners LLC CENTRAL INDEX KEY: 0001505183 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36557 FILM NUMBER: 191136604 BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617 227-0050 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 FORMER NAME: FORMER CONFORMED NAME: Stockbridge Partners LLC (D/B/A Stockbridge Investors) DATE OF NAME CHANGE: 20120313 FORMER NAME: FORMER CONFORMED NAME: Stockbridge Partners LLC DATE OF NAME CHANGE: 20101108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Berkshire Fund IX, L.P. CENTRAL INDEX KEY: 0001658315 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36557 FILM NUMBER: 191136605 BUSINESS ADDRESS: STREET 1: C/O NINTH BERKSHIRE ASSOCIATES LLC STREET 2: 200 CLARENDON STREET CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-227-0050 MAIL ADDRESS: STREET 1: C/O NINTH BERKSHIRE ASSOCIATES LLC STREET 2: 200 CLARENDON STREET CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Berkshire Fund IX-A, L.P. CENTRAL INDEX KEY: 0001658319 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36557 FILM NUMBER: 191136606 BUSINESS ADDRESS: STREET 1: C/O NINTH BERKSHIRE ASSOCIATES LLC STREET 2: 200 CLARENDON STREET CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-227-0050 MAIL ADDRESS: STREET 1: C/O NINTH BERKSHIRE ASSOCIATES LLC STREET 2: 200 CLARENDON STREET CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Stockbridge Fund, L.P. CENTRAL INDEX KEY: 0001501625 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36557 FILM NUMBER: 191136607 BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617-227-0050 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Stockbridge Absolute Return Fund, L.P. CENTRAL INDEX KEY: 0001505182 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36557 FILM NUMBER: 191136608 BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617 227-0050 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Berkshire Investors III LLC CENTRAL INDEX KEY: 0001505184 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36557 FILM NUMBER: 191136609 BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617 227-0050 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Berkshire Investors IV LLC CENTRAL INDEX KEY: 0001505185 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36557 FILM NUMBER: 191136610 BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617 227-0050 MAIL ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: 35TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ADVANCED DRAINAGE SYSTEMS, INC. CENTRAL INDEX KEY: 0001604028 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS FOAM PRODUCTS [3086] IRS NUMBER: 510105665 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 4640 TRUEMAN BOULEVARD CITY: HILLIARD STATE: OH ZIP: 43026 BUSINESS PHONE: 614-658-0050 MAIL ADDRESS: STREET 1: 4640 TRUEMAN BOULEVARD CITY: HILLIARD STATE: OH ZIP: 43026 4 1 ownership.xml X0306 4 2019-10-01 0 0001604028 ADVANCED DRAINAGE SYSTEMS, INC. WMS 0001597786 Berkshire Partners Holdings LLC 200 CLARENDON STREET 35TH FLOOR BOSTON MA 02116 0 0 1 0 0001597787 BPSP, L.P. 200 CLARENDON STREET 35TH FLOOR BOSTON MA 02116 0 0 1 0 0001312988 Berkshire Partners LLC 200 CLARENDON STREET 35TH FLOOR BOSTON MA 02116 0 0 1 0 0001505183 Stockbridge Partners LLC 200 CLARENDON STREET 35TH FLOOR BOSTON MA 02116 0 0 1 0 0001658315 Berkshire Fund IX, L.P. 200 CLARENDON STREET 35TH FLOOR BOSTON MA 02116 0 0 1 0 0001658319 Berkshire Fund IX-A, L.P. 200 CLARENDON STREET 35TH FLOOR BOSTON MA 02116 0 0 1 0 0001501625 Stockbridge Fund, L.P. 200 CLARENDON STREET 35TH FLOOR BOSTON MA 02116 0 0 1 0 0001505182 Stockbridge Absolute Return Fund, L.P. 200 CLARENDON STREET 35TH FLOOR BOSTON MA 02116 0 0 1 0 0001505184 Berkshire Investors III LLC 200 CLARENDON STREET 35TH FLOOR BOSTON MA 02116 0 0 1 0 0001505185 Berkshire Investors IV LLC 200 CLARENDON STREET 35TH FLOOR BOSTON MA 02116 0 0 1 0 Common Stock 2019-10-01 4 P 0 88115 32.2652 A 12323693 I See Footnote Common Stock 2019-10-01 4 P 0 1300 32.9815 A 12324993 I See Footnote Common Stock 2019-10-02 4 P 0 140458 31.5723 A 12465451 I See Footnote Common Stock 143356 D Common Stock 134841 D Represents shares that may be deemed to be indirectly beneficially owned by Berkshire Partners Holdings LLC ("BPH"), BPSP, L.P. ("BPSP"), Stockbridge Partners LLC ("SP") and Berkshire Partners LLC ("BP"). Berkshire Fund IX, L.P. ("BF IX") holds 6,015,089 shares of the Issuer's common stock, and Berkshire Fund IX-A, L.P. ("BF IX-A") holds 2,464,069 shares of the Issuer's common stock. Ninth Berkshire Associates LLC ("9BA") is the general partner of BF IX and BF IX-A. Stockbridge Fund, L.P. (f/k/a Stockbridge Special Situations Fund, L.P.) ("SF") holds 3,248,261 shares of the Issuer's common stock, Stockbridge Absolute Return Fund, L.P. ("SARF") holds 9,898 shares of the Issuer's common stock, and SP holds 728,134 shares of the Issuer's common stock on behalf of certain other accounts. Stockbridge Associates LLC ("SA") is the general partner of SF and SARF. (Continued from Footnote 1) BPH is the general partner of BPSP, which is the managing member of each of SP, the registered investment adviser of SF, SARF and certain other accounts holding shares of the Issuer, and BP, the registered investment adviser of BF IX and BF IX-A. As the managing member of SP and BP, BPSP may be deemed to beneficially own shares of common stock that are beneficially owned by SP and BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of common stock that are beneficially owned by BPSP. BPH, BPSP, BP, SP, 9BA and SA are under common control and may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Act"). Each of BPH, BPSP, BP, SP, 9BA and SA disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein. Represents shares held directly by Berkshire Investors III LLC. Berkshire Investors III LLC may be deemed to be, but does not admit to being, a member of a group holding over 10% of the outstanding common stock of the Issuer for purposes of Section 13(d)(3) of the Act. Represents shares held directly by Berkshire Investors IV LLC. Berkshire Investors IV LLC may be deemed to be, but does not admit to being, a member of a group holding over 10% of the outstanding common stock of the Issuer for purposes of Section 13(d)(3) of the Act. The purchase reported on this Form 4 was effective pursuant to a Rule 10b5-1 trading plan adopted by SF and SARF on September 13, 2019. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions within the range of $31.9700 to $32.9699. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions within the range of $32.9700 to $32.9900. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions within the range of $31.3800 to $31.9700. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. /s/ Kenneth S. Bring, Managing Director of Berkshire Partners Holdings LLC 2019-10-03 /s/ Kenneth S. Bring, Managing Director of Berkshire Partners Holdings LLC, the general partner of BPSP, L.P. 2019-10-03 /s/ Kenneth S. Bring, Managing Director of BPSP, L.P., the managing member of Berkshire Partners LLC, and Managing Director of Berkshire Partners Holdings LLC, the general partner of BPSP, L.P. 2019-10-03 /s/ Kenneth S. Bring, Managing Director of BPSP, L.P., the managing member of Stockbridge Partners LLC, and Managing Director of Berkshire Partners Holdings LLC, the general partner of BPSP, L.P. 2019-10-03 /s/ Kenneth S. Bring, Managing Director of Ninth Berkshire Associates LLC, the general partner of Berkshire Fund IX, L.P. 2019-10-03 /s/ Kenneth S. Bring, Managing Director of Ninth Berkshire Associates LLC, the general partner of Berkshire Fund IX-A, L.P. 2019-10-03 /s/ Kenneth S. Bring, Managing Director of Stockbridge Associates LLC, the general partner of Stockbridge Fund, L.P. 2019-10-03 /s/ Kenneth S. Bring, Managing Director of Stockbridge Associates LLC, the general partner of Stockbridge Absolute Return Fund, L.P. 2019-10-03 /s/ Kenneth S. Bring, Managing Director of Berkshire Investors III LLC 2019-10-03 /s/ Kenneth S. Bring, Managing Director of Berkshire Investors IV LLC 2019-10-03