UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
BOJANGLES’, INC.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
097488100
(CUSIP Number)
Bryan Dornfried, Advent International, 800 Boylston Street, Boston, MA 02199
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
January 28, 2019
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule13d-1(b)
☐ Rule13d-1(c)
☒ Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 097488100 | 13G/A | Page 2 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent International Corporation | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
CO, IA | |||||
| CUSIP No. 097488100 | 13G/A | Page 3 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent International LLC | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
OO | |||||
| CUSIP No. 097488100 | 13G/A | Page 4 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent-Bojangles’ Acquisition Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 5 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent-Bojangles’ GP LLC | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
OO | |||||
| CUSIP No. 097488100 | 13G/A | Page 6 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
GPE VI GP Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 7 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
GPE VI GP (Delaware) Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 8 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent Partners GPE VI 2008 Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 9 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent Partners GPE VI 2009 Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 10 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent Partners GPE VI 2010 Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 11 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent Partners GPEVI-A 2010 Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 12 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent Partners GPEVI-A Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 13 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent International GPE VI Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 14 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent International GPE VI-A Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 15 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent International GPEVI-B Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 16 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent International GPEVI-C Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 17 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent International GPEVI-D Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 18 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent International GPEVI-E Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 19 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent International GPEVI-F Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 20 of 29 |
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Advent International GPEVI-G Limited Partnership | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ☐ (b) ☒ | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER
0 | ||||
| 6. | SHARED VOTING POWER
0 | |||||
| 7. | SOLE DISPOSITIVE POWER
0 | |||||
| 8. | SHARED DISPOSITIVE POWER
0 | |||||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
| |||||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0% | |||||
| 12. | TYPE OF REPORTING PERSON (see instructions)
PN | |||||
| CUSIP No. 097488100 | 13G/A | Page 21 of 29 |
Item 1.
| (a) | Name of Issuer |
Bojangles’, Inc.
| (b) | Address of Issuer’s Principal Executive Offices |
9432 Southern Pine Boulevard Charlotte, North Carolina 28273 (704)527-2675
Item 2.
| (a) | Name of Person Filing |
| (b) | Address of Principal Business Office |
| (c) | Citizenship |
This statement is being filed on behalf of the following Reporting Persons:
Advent International Corporation, a Delaware corporation;
Advent International LLC, a Massachusetts LLC;
Advent-Bojangles’ Acquisition Limited Partnership, a Delaware limited partnership;
Advent-Bojangles’ GP LLC, a Delaware LLC;
GPE VI GP Limited Partnership, a Cayman Islands limited partnership
GPE VI GP (Delaware) Limited Partnership, a Delaware limited partnership;
Advent Partners GPE VI 2008 Limited Partnership, a Delaware limited partnership;
Advent Partners GPE VI 2009 Limited Partnership, a Delaware limited partnership;
Advent Partners GPE VI 2010 Limited Partnership, a Delaware limited partnership;
Advent Partners GPEVI-A 2010 Limited Partnership, a Delaware Islands limited partnership;
Advent Partners GPEVI-A Limited Partnership, a Delaware limited partnership;
Advent International GPE VI Limited Partnership, a Cayman Islands limited partnership;
Advent International GPEVI-A Limited Partnership, a Cayman Islands limited partnership;
Advent International GPEVI-B Limited Partnership, a Cayman Islands limited partnership;
Advent International GPEVI-C Limited Partnership, a Delaware limited partnership;
Advent International GPEVI-D Limited Partnership, a Delaware limited partnership;
Advent International GPEVI-E Limited Partnership, a Delaware limited partnership;
Advent International GPEVI-F Limited Partnership, a Cayman Islands limited partnership; and
Advent International GPEVI-G Limited Partnership, a Cayman Islands limited partnership.
Advent International Corporation is the manager of Advent International LLC, which in turn is the general partner of GPE VI GP Limited Partnership, GPE VI GP (Delaware) Limited Partnership, Advent Partners GPE VI 2008 Limited Partnership, Advent Partners GPE VI 2009 Limited Partnership, Advent Partners GPE VI 2010 Limited Partnership, Advent Partners GPEVI-A 2010 Limited Partnership, and Advent Partners GPEVI-A Limited Partnership. GPE VI GP Limited Partnership is the general partner of Advent International GPE VI Limited Partnership, Advent International GPEVI-A Limited Partnership, Advent International GPEVI-B Limited Partnership, Advent International GPEVI-F Limited Partnership and Advent International GPEVI-G
| CUSIP No. 097488100 | 13G/A | Page 22 of 29 |
Limited Partnership. GPE VI GP (Delaware) Limited Partnership is the general partner of Advent International GPEVI-C Limited Partnership, Advent International GPEVI-D Limited Partnership and Advent International GPEVI-E Limited Partnership. Advent-Bojangles’ GP LLC is a general partner of Advent-Bojangles’ Acquisition Limited Partnership. Advent Partners GPE VI 2008 Limited Partnership, Advent Partners GPE VI 2009 Limited Partnership, Advent Partners GPE VI 2010 Limited Partnership, Advent Partners GPEVI-A 2010 Limited Partnership, Advent Partners GPEVI-A Limited Partnership, Advent International GPE VI Limited Partnership, Advent International GPEVI-A Limited Partnership, Advent International GPEVI-B Limited Partnership, Advent International GPEVI-G Limited PartnershipAdvent International GPEVI-C Limited Partnership, Advent International GPEVI-D Limited Partnership and Advent International GPEVI-E Limited Partnershipare members of Advent-Bojangles’ GP LLC.
The principal business address of each Reporting Person is c/o Advent International Corporation, 800 Boylston Street, Boston, MA 02199.
| (d) | Title of Class of Securities |
Common stock, par value $0.01 per share
| (e) | CUSIP Number |
097488100
Item 3.
Not Applicable
Item 4. Ownership
| Number of Shares Beneficially Owned | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Percentage of Common Stock Outstanding | |||||||||||||||||||
Advent International Corporation | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent International LLC | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent-Bojangles’ Acquisition Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent-Bojangles’ GP LLC | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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GPE VI GP Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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GPE VI GP (Delaware) Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent Partners GPE VI 2008 Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent Partners GPE VI 2009 Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent Partners GPE VI 2010 Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent Partners GPEVI-A 2010 Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent Partners GPEVI-A Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent International GPE VI Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent International GPEVI-A Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent International GPEVI-B Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent International GPEVI-C Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent International GPEVI-D Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent International GPEVI-E Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent International GPEVI-F Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Advent International GPEVI-G Limited Partnership | 0 | 0 | — | 0 | — | 0 | % | |||||||||||||||||
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Item 5. Ownership of Five Percent or Less of a Class
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 ☒ .
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not Applicable.
| CUSIP No. 097488100 | 13G/A | Page 23 of 29 |
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
Not Applicable.
Item 8. Identification and Classification of Members of the Group
See Exhibit 2.
Item 9. Notice of Dissolution of Group
Not Applicable
Item 10. Certification
Not Applicable
| CUSIP No. 097488100 | 13G/A | Page 24 of 29 |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
January 29, 2019 Date |
Advent International GPE VI Limited Partnership Advent International GPEVI-A Limited Partnership Advent International GPEVI-B Limited Partnership Advent International GPEVI-F Limited Partnership Advent International GPEVI-G Limited Partnership By: GPE VI GP Limited Partnership, General Partner By: Advent International LLC, General Partner By: Advent International Corporation, Manager By: Bryan Dornfried, Authorized Signatory |
| /s/ Bryan Dornfried,Attorney-in-Fact |
| Signature |
Advent International GPEVI-C Limited Partnership Advent International GPEVI-D Limited Partnership Advent International GPEVI-E Limited Partnership By: GPE VI GP (Delaware) Limited Partnership, General Partner By: Advent International LLC, General Partner By: Advent International Corporation, Manager By: Bryan Dornfried, Authorized Signatory |
| /s/ Bryan Dornfried,Attorney-in-Fact |
| Signature |
Advent Partners GPE VI 2008 Limited Partnership Advent Partners GPE VI 2009 Limited Partnership Advent Partners GPE VI 2010 Limited Partnership Advent Partners GPE VI – A Limited Partnership Advent Partners GPE VI – A 2010 Limited Partnership By: Advent International LLC, General Partner By: Advent International Corporation, Manager By: Bryan Dornfried , Authorized Signatory |
| /s/ Bryan Dornfried,Attorney-in-Fact |
| Signature |
GPE VI GP Limited Partnership By: Advent International LLC, General Partner By: Advent International Corporation, Manager By: Bryan Dornfried, Authorized Signatory |
| /s/ Bryan Dornfried,Attorney-in-Fact |
| Signature |
| CUSIP No. 097488100 | 13G/A | Page 25 of 29 |
GPE VI GP (Delaware) Limited Partnership By: Advent International LLC, General Partner By: Advent International Corporation, Manager By: Bryan Dornfried, Authorized Signatory |
| /s/ Bryan Dornfried,Attorney-in-Fact |
| Signature |
Advent International LLC By: Advent International Corporation, Manager By: Bryan Dornfried, Authorized Signatory |
| /s/ Bryan Dornfried,Attorney-in-Fact |
| Signature |
Advent International Corporation By: Bryan Dornfried, Authorized Signatory |
| /s/ Bryan Dornfried,Attorney-in-Fact |
| Signature |
Advent-Bojangles’ Acquisition Limited Partnership By: Advent-Bojangles’ GP LLC, General Partner By: Michael Ristaino, President |
| /s/ Michael Ristaino |
| Signature |
Advent-Bojangles’ GP LLC By: Michael Ristaino, President |
| /s/ Michael Ristaino |
| Signature |
| CUSIP No. 097488100 | 13G/A | Page 26 of 29 |
EXHIBIT INDEX
| Exhibit 1. | Joint Filing Agreement as required by Rule13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. | |
| Exhibit 2. | List of Members of a Group | |
