0001766150-19-000030.txt : 20190802
0001766150-19-000030.hdr.sgml : 20190802
20190802142817
ACCESSION NUMBER: 0001766150-19-000030
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190603
FILED AS OF DATE: 20190802
DATE AS OF CHANGE: 20190802
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Levin Easterly Partners LLC
CENTRAL INDEX KEY: 0001766150
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34249
FILM NUMBER: 19995496
BUSINESS ADDRESS:
STREET 1: 595 MADISON AVENUE
STREET 2: 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 2122590800
MAIL ADDRESS:
STREET 1: 595 MADISON AVENUE
STREET 2: 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LE Partners Holdings LLC
CENTRAL INDEX KEY: 0001773034
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34249
FILM NUMBER: 19995497
BUSINESS ADDRESS:
STREET 1: 138 CONANT STREET
CITY: BEVERLY
STATE: MA
ZIP: 01915
BUSINESS PHONE: 6467128332
MAIL ADDRESS:
STREET 1: 138 CONANT STREET
CITY: BEVERLY
STATE: MA
ZIP: 01915
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LE Partners Holdings II LLC
CENTRAL INDEX KEY: 0001773035
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34249
FILM NUMBER: 19995498
BUSINESS ADDRESS:
STREET 1: 138 CONANT STREET
CITY: BEVERLY
STATE: MA
ZIP: 01915
BUSINESS PHONE: 6467128332
MAIL ADDRESS:
STREET 1: 138 CONANT STREET
CITY: BEVERLY
STATE: MA
ZIP: 01915
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LE Partners Holdings III LLC
CENTRAL INDEX KEY: 0001773036
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34249
FILM NUMBER: 19995499
BUSINESS ADDRESS:
STREET 1: 138 CONANT STREET
CITY: BEVERLY
STATE: MA
ZIP: 01915
BUSINESS PHONE: 6467128332
MAIL ADDRESS:
STREET 1: 138 CONANT STREET
CITY: BEVERLY
STATE: MA
ZIP: 01915
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LE Partners Holdings IV LLC
CENTRAL INDEX KEY: 0001773037
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34249
FILM NUMBER: 19995500
BUSINESS ADDRESS:
STREET 1: 138 CONANT STREET
CITY: BEVERLY
STATE: MA
ZIP: 01915
BUSINESS PHONE: 6467128332
MAIL ADDRESS:
STREET 1: 138 CONANT STREET
CITY: BEVERLY
STATE: MA
ZIP: 01915
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Crate Darrell W
CENTRAL INDEX KEY: 0001201028
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34249
FILM NUMBER: 19995501
MAIL ADDRESS:
STREET 1: 138 CONANT STREET
CITY: BEVERLY
STATE: MA
ZIP: 01915
FORMER NAME:
FORMER CONFORMED NAME: CRATE DARRELL W
DATE OF NAME CHANGE: 20021024
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kalichstein Avshalom
CENTRAL INDEX KEY: 0001344074
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34249
FILM NUMBER: 19995502
MAIL ADDRESS:
STREET 1: 138 CONANT STREET
CITY: BEVERLY
STATE: MA
ZIP: 01915
FORMER NAME:
FORMER CONFORMED NAME: Kalichstein Avshalom Y
DATE OF NAME CHANGE: 20051110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Murphy John W
CENTRAL INDEX KEY: 0001773400
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34249
FILM NUMBER: 19995503
MAIL ADDRESS:
STREET 1: 595 MADISON AVENUE
STREET 2: 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LEVIN CAPITAL STRATEGIES, L.P.
CENTRAL INDEX KEY: 0001354821
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34249
FILM NUMBER: 19995504
BUSINESS ADDRESS:
STREET 1: 595 MADISON AVENUE
STREET 2: 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-259-0800
MAIL ADDRESS:
STREET 1: 595 MADISON AVENUE
STREET 2: 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: FARMER BROTHERS CO
CENTRAL INDEX KEY: 0000034563
STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FOOD PREPARATIONS & KINDRED PRODUCTS [2090]
IRS NUMBER: 950725980
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: 1912 FARMER BROTHERS DRIVE
CITY: NORTHLAKE
STATE: TX
ZIP: 76262
BUSINESS PHONE: 888 998 2468
MAIL ADDRESS:
STREET 1: P O BOX 77057
CITY: FORT WORTH
STATE: TX
ZIP: 76177
4/A
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4/A
2019-06-03
2019-06-05
0
0000034563
FARMER BROTHERS CO
FARM
0001766150
Levin Easterly Partners LLC
595 MADISON AVENUE
17TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001773034
LE Partners Holdings LLC
138 CONANT STREET
BEVERLY
MA
01915
0
0
1
0
0001773035
LE Partners Holdings II LLC
138 CONANT STREET
BEVERLY
MA
01915
0
0
1
0
0001773036
LE Partners Holdings III LLC
138 CONANT STREET
BEVERLY
MA
01915
0
0
1
0
0001773037
LE Partners Holdings IV LLC
138 CONANT STREET
BEVERLY
MA
01915
0
0
1
0
0001201028
Crate Darrell W
138 CONANT STREET
BEVERLY
MA
01915
0
0
1
0
0001344074
Kalichstein Avshalom
138 CONANT STREET
BEVERLY
MA
01915
0
0
1
0
0001773400
Murphy John W
595 MADISON AVENUE
17TH FLOOR
NEW YORK
NY
10022
0
0
1
0
0001354821
LEVIN CAPITAL STRATEGIES, L.P.
595 MADISON AVENUE
17TH FLOOR
NEW YORK
NY
10022
0
0
1
0
Common Stock
2019-06-03
4
P
0
63
18.1751
A
2555777
I
By: Managed Accounts of Levin Easterly Partners LLC
Common Stock
2019-06-03
4
P
0
267
18.2
A
2556044
I
By: Managed Accounts of Levin Easterly Partners LLC
Common Stock
1115
I
By: Managed Accounts of Levin Easterly Partners LLC
This Form 4 is being jointly filed by Levin Easterly Partners LLC ("Levin Easterly"), LE Partners Holdings LLC ("LEPH"), LE Partners Holdings II LLC ("LEPH II"), LE Partners Holdings III LLC ("LEPH III"), LE Partners Holdings IV LLC ("LEPH IV"), Darrell Crate ("Mr. Crate"), Avshalom Kalichstein ("Mr. Kalichstein"), John Murphy ("Mr. Murphy"), and Levin Capital Strategies, LP ("LCS") (collectively, the "Reporting Persons").
The Reporting Persons are voluntarily filing this Form 4 as a result of acquiring over 10% of the Issuer's outstanding shares of Common Stock. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be construed as an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any of the securities reported herein under Section 16 or otherwise. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that are not directly owned by such Reporting Person, except to the extent of their pecuniary interest therein.
Shares held in certain separately managed accounts (the "LEP Managed Accounts"). Levin Easterly, as the investment manager to the LEP Managed Accounts, may be deemed to beneficially own such shares. Levin Easterly does not have a reportable pecuniary interest under Section 16a-1(a)(2) of the Exchange Act in the shares held in the LEP Managed Accounts as Levin Easterly receives an asset-based management fee for serving as investment manager to the LEP Managed Accounts, except that with respect to 44,366 shares held in the LEP Managed Accounts, Levin Easterly receives a performance-based incentive fee. The performance-based incentive fee Levin Easterly receives also does not constitute a reportable pecuniary interest under Section 16a-1(a)(2) of the Exchange Act, as such fee is based on the performance of the overall account, over a period of one year or more, and the shares of the Issuer held in such accounts constitute nor more than 10% of the market value thereof.
For the reasons set forth above in footnote 3, none of LEPH, LEPH II, LEPH III, LEPH IV, Mr. Crate, Mr. Kalichstein and Mr. Murphy have a reportable pecuniary interest in the shares held in the LEP Managed Accounts.
Shares held in a certain separately managed account (the "LCS Managed Account"). LCS, as the investment manager to the LCS Managed Account, may be deemed to beneficially own such shares. LCS does not have a reportable pecuniary interest under Section 16a-1(a)(2) of the Exchange Act in the shares held in the LCS Managed Account as LCS receives an asset-based management fee for serving as investment manager to the LCS Managed Account. Amount includes only those Shares of the Issuer held in an account managed by Mr. Murphy for whom LCS acts as investment manager and does not include any other Shares of the Issuer beneficially owned by LCS for which Mr. Murphy does not have investment discretion or voting power.
For the reasons set forth above in footnote 5, Mr. Murphy does not have a reportable pecuniary interest in the shares held in the LCS Managed Account.
This amended Form 4 is being filed to (i) disclose one additional acquisition of 63 shares inadvertently not reported in the original Form 4 filed on June 5, 2019, and (ii) to correct the amount of securities beneficially owned by the Levin Easterly Partners LLC managed accounts following the June 3, 2019 acquisitions, which amount included a typographical error.
Levin Easterly Partners LLC; By: /s/ Darrell Crate, Chairman
2019-08-02
LE Partners Holdings LLC; By: /s/ Darrell Crate, Managing Director
2019-08-02
LE Partners Holdings II LLC; By: /s/ Darrell Crate, Managing Director
2019-08-02
LE Partners Holdings III LLC; By: /s/ Darrell Crate, Managing Director
2019-08-02
LE Partners Holdings IV LLC; By: /s/ Darrell Crate, Managing Director
2019-08-02
/s/ Darrell Crate
2019-08-02
/s/ Avshalom Kalichstein
2019-08-02
/s/ John Murphy
2019-08-02
Levin Capital Strategies, LP; By /s/ John A. Levin, Chief Executive Officer
2019-08-02