SEC Form 4 · accession 0000899243-17-027393
Advanced Disposal Services, Inc. · ADSW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Highstar Capital LP
10% Owner
Star Atlantic Waste Holdings, L.P.
10% Owner
Star Atlantic GP, Inc.
10% Owner
Period of report
May 23, 2017
Accepted (ET)
Nov 24, 2017 · 4:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001585790
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F1,F3 | May 23, 2017 | S | 13,998,544 | $21.50 | D | 27,987,453 | I | See Footnotes |
| Common StockF4,F1,F3 | Nov 21, 2017 | S | 6,000,000 | $22.40 | D | 21,987,453 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This Form 4 is filed jointly by Highstar Capital LP ("Highstar"), Star Atlantic GP Inc. ("Star Atlantic GP") and Star Atlantic Waste Holdings, L.P. ("Star Atlantic"). Highstar is a registered investment adviser. PineBridge Highstar (SPE) LLC serves as the general partner of Star Atlantic GP and has delegated management authority for Star Atlantic GP to Highstar. Highstar also serves as the investment manager for Star Atlantic. Star Atlantic is the direct holder of the Issuer's Common Stock reported in Table I.
- F2This sale was made pursuant to an S-3 registration statement filed on May 11, 2017, that became effective on May 15, 2017, as previously reported in a Form 8-K filed by the Issuer on May 23, 2017, to permit the resale of 17,825,000 shares of the Issuer's Common Stock in a secondary public offering, 13,998,544 of which were previously held by Star Atlantic and sold on May 23, 2017 for cash consideration of $21.50 per share.
- F3By virtue of the foregoing relationships, each of the Reporting Persons may be deemed to have voting and investment power over the Shares held of record by Star Atlantic and as a result may be deemed to have beneficial ownership of such Shares for purposes of Rule 13d-3 under the Exchange Act. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act except to the extent of its pecuniary interest therein. Highstar is controlled by Christopher Lee, Bret Budenbender, Scott Litman, Emmett McCann and Andrew Nevin. These individuals expressly disclaim beneficial ownership of any of the Shares held of record by Star Atlantic. This report shall not be deemed an admission that the Reporting Persons or any other person named herein is a beneficial owner for purposes of Section 16 of the Exchange Act or for any other purpose.
- F4This sale was made pursuant to an S-3 registration statement filed on November 16, 2017, and prospectus supplement dated November 16, 2017, to permit the resale of 6,751,860 shares of the Issuer's Common Stock in a secondary public offering, 6,000,000 of which were previously held by Star Atlantic and sold on November 21, 2017, for cash consideration of $22.40 per share.