SCHEDULE 13G
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Under the Securities Exchange Act of 1934
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(Amendment No. 1)* |
MILACRON HOLDINGS CORP.
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(Name of Issuer)
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COMMON STOCK, PAR VALUE $0.01 PER SHARE
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(Title of Class of Securities)
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59870L106
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(CUSIP Number)
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DECEMBER 31, 2016
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(Date of Event Which Requires Filing of this Statement)
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1
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NAMES OF REPORTING PERSONS
CCMP CAPITAL INVESTORS II, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [ ]
(b) [x]
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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36,483,301*
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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36,483,301*
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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36,483,301*
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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[ ]
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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53.6%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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1
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NAMES OF REPORTING PERSONS
CCMP CAPITAL INVESTORS (CAYMAN) II, L.P.
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [ ]
(b) [x]
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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4,862,827*
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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4,862,827*
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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4,862,827*
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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[ ]
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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7.1%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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1
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NAMES OF REPORTING PERSONS
CCMP CAPITAL ASSOCIATES, L.P.
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [ ]
(b) [x]
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3
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SEC USE ONLY
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||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0
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6
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SHARED VOTING POWER
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41,346,128*
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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41,346,128*
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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41,346,128*
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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[ ]
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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60.7%*
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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1
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NAMES OF REPORTING PERSONS
CCMP CAPITAL ASSOCIATES GP, LLC
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [ ]
(b) [x]
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3
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SEC USE ONLY
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||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
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0
|
6
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SHARED VOTING POWER
|
41,346,128*
|
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7
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SOLE DISPOSITIVE POWER
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0
|
|
8
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SHARED DISPOSITIVE POWER
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41,346,128*
|
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
41,346,128*
|
|
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
[ ]
|
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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60.7%*
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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1
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NAMES OF REPORTING PERSONS
CCMP CAPITAL, LP
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||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [ ]
(b) [x]
|
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3
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SEC USE ONLY
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||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
0
|
6
|
SHARED VOTING POWER
|
41,346,128*
|
|
7
|
SOLE DISPOSITIVE POWER
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0
|
|
8
|
SHARED DISPOSITIVE POWER
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41,346,128*
|
|
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
41,346,128*
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
[ ]
|
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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60.7%*
|
|
12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
PN
|
1
|
NAMES OF REPORTING PERSONS
CCMP CAPITAL GP, LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
(a) [ ]
(b) [x]
|
|
3
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SEC USE ONLY
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||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
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0
|
6
|
SHARED VOTING POWER
|
41,346,128*
|
|
7
|
SOLE DISPOSITIVE POWER
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0
|
|
8
|
SHARED DISPOSITIVE POWER
|
41,346,128*
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
41,346,128*
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
[ ]
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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60.7%*
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12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
OO
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Item 1(a).
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Name of Issuer
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Milacron Holdings Corp.
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Item 1(b).
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Address of Issuer's Principal Executive Offices
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10200 Alliance Road, Suite 200
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Cincinnati, OH 45209
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Item 2.
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(a) Name of Person
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This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the "Reporting Persons":
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(i) CCMP Capital Investors II, L.P. ("CCMP Capital Investors");
(ii) CCMP Capital Investors (Cayman) II, L.P. ("CCMP Cayman" and together with CCMP Capital Investors, the "CCMP Capital Funds");
(iii) CCMP Capital Associates, L.P. ("CCMP Capital Associates");
(iv) CCMP Capital Associates GP, LLC ("CCMP Capital Associates GP");
(v) CCMP Capital, LP ("CCMP Capital"); and
(vi) CCMP Capital GP, LLC ("CCMP Capital GP")
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(b) Address of Principal Business Office or, if none, Residence
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All Reporting Persons except CCMP Cayman:
c/o CCMP Capital Advisors, LP
277 Park Avenue
New York, NY 10172
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CCMP Cayman
c/o Intertrust Corporate Services (Cayman) Limited
190 Elgin Avenue
George Town, Grand Cayman KY 1-9005
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(c) Citizenship
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All reporting Persons except CCMP Cayman: Delaware
CCMP Cayman: Cayman Islands
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(d) Title of Class of Securities
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Common Stock, par value $0.01 per share
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(e) CUSIP Number
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59870L106
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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[ ]
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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[ ]
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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[ ]
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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[ ]
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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[ ]
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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[ ]
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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[ ]
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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[ ]
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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[ ]
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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[ ]
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A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
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[ ]
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A group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:
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Item 4.
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Ownership
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(a) Amount beneficially owned:
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(b) Percent of Class:
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(c) Number of Shares as to which such Person has:
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(i) Sole power to vote or to direct the vote: The responses of the Reporting Persons to Row 5 of each of the cover pages to this Schedule 13G are hereby incorporated by reference.
(ii) Shared power to vote or to direct the vote: The responses of the Reporting Persons to Row 6 of each of the cover pages to this Schedule 13G are hereby incorporated by reference. See also Item 4(a) above.
(iii) Sole power to dispose or to direct the disposition of: The responses of the Reporting Persons to Row 7 of each of the cover pages to this Schedule 13G are hereby incorporated by reference.
(iv) Shared power to dispose or to direct the disposition of: The responses of the Reporting Persons to Row 8 of each of the cover pages to this Schedule 13G are hereby incorporated by reference. See also Item 4(a) above.
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Item 5.
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [ ].
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
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Not Applicable
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
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Not Applicable
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Item 8.
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Identification and Classification of Members of the Group
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Item 9.
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Notice of Dissolution of Group
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Item 10.
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Certifications
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Not Applicable
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CCMP CAPITAL INVESTORS II, L.P.
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By:
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CCMP Capital Associates, L.P., its General Partner
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By:
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CCMP Capital Associates GP,
LLC, its General Partner |
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By:
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/s/Richard G. Jansen
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Name:
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Richard G. Jansen
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Title:
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General Counsel and Managing Director
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CCMP CAPITAL INVESTORS (CAYMAN) II, L.P.
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By:
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CCMP Capital Associates, L.P., its General Partner
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By:
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CCMP Capital Associates GP,
LLC, its General Partner |
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By:
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/s/Richard G. Jansen
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Name:
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Richard G. Jansen
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Title:
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General Counsel and Managing Director
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CCMP CAPITAL ASSOCIATES, L.P.
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By:
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CCMP Capital Associates, GP, LLC its General Partner
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By:
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/s/Richard G. Jansen
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Name:
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Richard G. Jansen
|
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Title:
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General Counsel and Managing Director
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CCMP CAPITAL ASSOCIATES GP, LLC
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By:
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/s/Richard G. Jansen
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Name:
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Richard G. Jansen
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Title:
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General Counsel and Managing Director
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CCMP CAPITAL, LP
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By:
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CCMP Capital GP, LLC, its
General Partner |
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By:
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/s/Richard G. Jansen
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Name:
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Richard G. Jansen
|
||
Title:
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General Counsel and Managing Director
|
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CCMP CAPITAL GP, LLC
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|||
By:
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/s/Richard G. Jansen
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Name:
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Richard G. Jansen
|
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Title:
|
General Counsel and Managing Director
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Exhibit No.
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1
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Joint Filing Agreement, dated January 27, 2017, among CCMP Capital Investors II, L.P., CCMP Capital Investors (Cayman) II, L.P., CCMP Capital Associates, L.P., CCMP Capital Associates GP, LLC, CCMP Capital, LP and CCMP Capital GP, LLC.
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CCMP CAPITAL INVESTORS II, L.P.
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By:
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CCMP Capital Associates, L.P., its General Partner
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By:
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CCMP Capital Associates GP,
LLC, its General Partner |
||
By:
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/s/Richard G. Jansen
|
||
Name:
|
Richard G. Jansen
|
||
Title:
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General Counsel and Managing Director
|
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CCMP CAPITAL INVESTORS (CAYMAN) II, L.P.
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|||
By:
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CCMP Capital Associates, L.P., its General Partner
|
||
By:
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CCMP Capital Associates GP,
LLC, its General Partner |
||
By:
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/s/Richard G. Jansen
|
||
Name:
|
Richard G. Jansen
|
||
Title:
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General Counsel and Managing Director
|
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CCMP CAPITAL ASSOCIATES, L.P.
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|||
By:
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CCMP Capital Associates, GP, LLC its General Partner
|
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By:
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/s/Richard G. Jansen
|
||
Name:
|
Richard G. Jansen
|
||
Title:
|
General Counsel and Managing Director
|
||
CCMP CAPITAL ASSOCIATES GP, LLC
|
|||
By:
|
/s/Richard G. Jansen
|
||
Name:
|
Richard G. Jansen
|
||
Title:
|
General Counsel and Managing Director
|
CCMP CAPITAL, LP
|
|||
By:
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CCMP Capital GP, LLC, its
General Partner |
||
By:
|
/s/Richard G. Jansen
|
||
Name:
|
Richard G. Jansen
|
||
Title:
|
General Counsel and Managing Director
|
||
CCMP CAPITAL GP, LLC
|
|||
By:
|
/s/Richard G. Jansen
|
||
Name:
|
Richard G. Jansen
|
||
Title:
|
General Counsel and Managing Director
|