0001123292-21-000611.txt : 20210414
0001123292-21-000611.hdr.sgml : 20210414
20210414163141
ACCESSION NUMBER: 0001123292-21-000611
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210413
FILED AS OF DATE: 20210414
DATE AS OF CHANGE: 20210414
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MSD Partners, L.P.
CENTRAL INDEX KEY: 0001514334
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40208
FILM NUMBER: 21826068
BUSINESS ADDRESS:
STREET 1: 645 FIFTH AVENUE
STREET 2: 21ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 303-1650
MAIL ADDRESS:
STREET 1: 645 FIFTH AVENUE
STREET 2: 21ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER NAME:
FORMER CONFORMED NAME: MSDC Management, L.P.
DATE OF NAME CHANGE: 20110302
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MSD Aqua Partners, LLC
CENTRAL INDEX KEY: 0001851085
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40208
FILM NUMBER: 21826067
BUSINESS ADDRESS:
STREET 1: 645 FIFTH AVENUE, 21ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-303-1650
MAIL ADDRESS:
STREET 1: 645 FIFTH AVENUE, 21ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Hayward Holdings, Inc.
CENTRAL INDEX KEY: 0001834622
STANDARD INDUSTRIAL CLASSIFICATION: REFRIGERATION & SERVICE INDUSTRY MACHINERY [3580]
IRS NUMBER: 822060643
BUSINESS ADDRESS:
STREET 1: 400 CONNELL DRIVE, SUITE 6100
CITY: BERKELEY HEIGHTS
STATE: NJ
ZIP: 07922
BUSINESS PHONE: 908-354-5400
MAIL ADDRESS:
STREET 1: 400 CONNELL DRIVE, SUITE 6100
CITY: BERKELEY HEIGHTS
STATE: NJ
ZIP: 07922
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2021-04-13
0001834622
Hayward Holdings, Inc.
HAYW
0001514334
MSD Partners, L.P.
645 FIFTH AVENUE, 21ST FLOOR
NEW YORK
NY
10022
1
0
1
0
0001851085
MSD Aqua Partners, LLC
645 FIFTH AVENUE, 21ST FLOOR
NEW YORK
NY
10022
1
0
1
0
Common Stock
2021-04-13
4
S
0
1120044
16.065
D
71538085
I
See Footnotes
Represents price net of underwriting discounts.
This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners") and MSD Aqua Partners, LLC ("MSD Aqua Partners"). MSD Aqua Partners is the record and direct beneficial owner of the shares of the issuer's common stock reported herein. MSD Partners is the manager of MSD Aqua Partners and may be deemed to beneficially own securities owned by MSD Aqua Partners. MSD Partners (GP), LLC ("MSD GP", and together with MSD Partners and MSD Aqua Partners, the "MSD Parties") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Each of John Phelan, Marc R. Lisker and Brendan Rogers is a manager of MSD GP and may be deemed to beneficially own securities owned by MSD GP. Each of Messrs. Phelan, Lisker and Rogers disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein
In connection with the consummation of the initial public offering of the issuer's common stock, MSD Aqua Partners will enter into an Amended and Restated Stockholders' Agreement ("Stockholders' Agreement") with the issuer and certain affiliates of CCMP Capital Advisors, LP ("CCMP") and Alberta Investment Management Corporation ("AIMCo") pursuant to which MSD Aqua Partners and CCMP have agreed to coordinate with respect to the with respect to the timing and manner of disposition of shares of the issuer's common stock held by them, and AIMCo has also agreed to certain restrictions on the transfer of its shares of common stock. [cont.]
By virtue of the Stockholders' Agreement, the MSD Parties, CCMP and AIMCo may be deemed to be members of a group for the purposes of Section 13(d) of the Securities Exchange Act of 1934 (the "Act"). In addition, each reporting person and each of Messrs. Phelan, Lisker and Rogers may be deemed to be a member of a group for the purposes of Section 13(d) of the Act. Each reporting person and each of Messrs. Phelan, Lisker and Rogers disclaims any pecuniary interest in any shares of the issuer's common stock held by the group with CCMP and AIMCo except as reported in this Form 4.
MSD PARTNERS, L.P. By: MSD Partners (GP), LLC Its: General Partner By: /s/ Marc R. Lisker Name: Marc R. Lisker Title: Manager
2021-04-14
MSD AQUA PARTNERS, LLC By: MSD Partners, L.P. Its: Manager By: MSD Partners (GP), LLC Its: General Partner By: /s/ Marc R. Lisker Name: Marc R. Lisker Title: Manager
2021-04-14