| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 05/17/2018 |
3. Issuer Name and Ticker or Trading Symbol
ESSENDANT INC [ ESND ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 4,203,631 | I | See Footnotes(1)(2)(3) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Shares of common stock, par value $0.10 per share (the "Common Stock") of Essendant Inc. that are directly held by Emu Investments LLC, a Delaware limited liability company ("Emu"). |
| 2. In addition to Emu, this Form 3 is being filed jointly by Staples, Inc., a Delaware corporation ("Staples"), Arch Investors L.P., a Delaware limited partnership ("Arch LP"), SP GP (Cayman) Ltd., a Cayman Islands company ("SP GP"), Sycamore Partners II, L.P., a Cayman Islands limited partnership ("Sycamore"), Sycamore Partners II GP, L.P., a Cayman Islands limited partnership ("Sycamore GP"), Sycamore Partners II GP, Ltd., a Cayman Islands company ("Sycamore Ltd"), and Stefan L. Kaluzny, an individual ("Mr. Kaluzny" and, together with Emu, Staples, Arch LP, SP GP, Sycamore, Sycamore GP and Sycamore Ltd, the "Reporting Persons"). |
| 3. Each of Staples, Arch LP, SP GP, Sycamore, Sycamore GP, Sycamore Ltd. and Mr. Kaluzny, in their respective capacities (i) as the sole member of Emu, (ii) the indirect parent of Staples, (iii) the general partner of Arch LP, (iv) the sole member of SP GP, (v) the general partner of Sycamore, (vi) the general partner of Sycamore GP and (vii) the director of Sycamore Ltd., may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) the Common Stock. Each of the Reporting Persons disclaims beneficial ownership of such shares of Common Stock, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. |
| Remarks: |
| EMU INVESTMENTS LLC, By: /s/ Stefan L. Kaluzny, Chief Executive Officer | 05/25/2018 | |
| STAPLES, INC., By: /s/ Stefan L. Kaluzny, Director | 05/25/2018 | |
| ARCH INVESTORS L.P., By: SP GP (Cayman) Ltd., its General Partner, By: /s/ Stefan L. Kaluzny, Director | 05/25/2018 | |
| SP GP (CAYMAN) LTD., By: /s/ Stefan L. Kaluzny, Director | 05/25/2018 | |
| SYCAMORE PARTNERS II, L.P., By: Sycamore Partners II GP, L.P., its General Partner, By: Sycamore Partners II GP, Ltd., its General Partner, By: /s/ Stefan L. Kaluzny, Director | 05/25/2018 | |
| SYCAMORE PARTNERS II GP, L.P., By: Sycamore Partners II GP, Ltd., its General Partner, By: /s/ Stefan L. Kaluzny, Director | 05/25/2018 | |
| SYCAMORE PARTNERS II GP, LTD., By: /s/ Stefan L. Kaluzny, Director | 05/25/2018 | |
| /s/ STEFAN L. KALUZNY | 05/25/2018 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||