Ranpak (PACK) Form 3 Ranpak / Strategic Opportunity Associates L.L.C. Blackstone ownership change

SEC Form 3

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^*

Blackstone Holdings I L.P.

(Last) (First) (Middle)

C/O THE BLACKSTONE GROUP L.P.

345 PARK AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/03/2019

3. Issuer Name and Ticker or Trading Symbol
Ranpak Holdings Corp. [ PACK ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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)
Class A Common Stock	3,891,500	I	See Footnotes(1)(3)(4)(6)
Class A Common Stock	633,500	I	See Footnotes(2)(3)(4)(6)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Warrants (right to buy)	(5)	(5)	Class A Common Stock	2,201,600	11.5	I	See Footnotes(1)(3)(4)(6)
Warrants (right to buy)	(5)	(5)	Class A Common Stock	358,400	11.5	I	See Footnotes(2)(3)(4)(6)

1. Name and Address of Reporting Person^*

Blackstone Holdings I L.P.

(Last) (First) (Middle)

C/O THE BLACKSTONE GROUP L.P.

345 PARK AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BSOF Master Fund L.P.

(Last) (First) (Middle)

C/O THE BLACKSTONE GROUP L.P.

345 PARK AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BSOF Master Fund II L.P.

(Last) (First) (Middle)

C/O THE BLACKSTONE GROUP L.P.

345 PARK AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Blackstone Strategic Opportunity Associates L.L.C.

(Last) (First) (Middle)

C/O THE BLACKSTONE GROUP L.P.

345 PARK AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Blackstone Alternative Solutions L.L.C.

(Last) (First) (Middle)

C/O THE BLACKSTONE GROUP L.P.

345 PARK AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Blackstone Holdings II L.P.

(Last) (First) (Middle)

C/O THE BLACKSTONE GROUP L.P.

345 PARK AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Blackstone Holdings I/II GP Inc

(Last) (First) (Middle)

C/O THE BLACKSTONE GROUP L.P.

345 PARK AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Blackstone Group L.P.

(Last) (First) (Middle)

345 PARK AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Blackstone Group Management L.L.C.

(Last) (First) (Middle)

C/O THE BLACKSTONE GROUP L.P

345 PARK AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SCHWARZMAN STEPHEN A

(Last) (First) (Middle)

C/O THE BLACKSTONE GROUP L.P.

345 PARK AVENUE, 28TH FLOOR

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

Explanation of Responses:

1. Reflects securities of Ranpak Holdings Corp. (f.k.a. One Madison Corporation, the "Issuer") directly held by BSOF Master Fund L.P. ("BSOF").

2. Reflects securities of the Issuer directly held by BSOF Master Fund II L.P. ("BSOF II", and together with BSOF, the "BSOF Funds").

3. Blackstone Strategic Opportunity Associates L.L.C. ("BSOA") is the general partner of each of the BSOF Funds. Blackstone Holdings II L.P. ("Holdings II") is the sole member of BSOA. Blackstone Alternative Solutions L.L.C. ("BAS") is the investment manager of each of the BSOF Funds. Blackstone Holdings I L.P. ("Holdings I") is the sole member of BAS. Blackstone Holdings I/II GP Inc. ("Holdings GP") is the general partner of each of Holdings I and Holdings II. The Blackstone Group L.P. ("Blackstone") is the controlling shareholder of Holdings GP. Blackstone Group Management L.L.C. ("Blackstone Management") is the general partner of Blackstone. Blackstone Management is wholly owned by its senior managing directors and controlled by its founder, Stephen A. Schwarzman.

4. (continued from footnote 3) Each such Reporting Person may be deemed to exercise voting and investment power over the securities of the Issuer directly held by the BSOF Funds directly or indirectly controlled by it or him and thus may be deemed to beneficially own such securities. Each of the Reporting Persons (other than BSOF I and BSOF II to the extent each directly holds securities of the Issuer), disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of the Reporting Persons (other than BSOF I and BSOF II to the extent each directly holds securities of the Issuer) is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

5. The warrants to purchase shares of Class A Common Stock of the Issuer are exercisable 30 days after June 3, 2019 and will expire five years after June 3, 2019 or earlier upon redemption or liquidation.

6. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

Remarks:

The Reporting Persons' aggregate percentage of beneficial ownership of Class A Common Stock of the Issuer was diluted below 10% of the outstanding shares of Class A Common Stock due to new issuances of Class A Common Stock, after which due to transactions that took place upon and due to the effect of the consummation of the business combination pursuant to a Stock Purchase Agreement by and among the Issuer, Rack Holdings L.P. ("Seller"), and Rack Holdings, Inc., a direct wholly owned subsidiary of Seller, which closed on June 3, 2019, such aggregate percentage of beneficial ownership of the Reporting Persons again exceeded 10% of the outstanding shares of Class A Common Stock.

	BLACKSTONE HOLDINGS I L.P., By: Blackstone Holdings I/II GP, Inc., its general partner, Name: /s/ Peter Koffler, Title: Authorized Person	06/11/2019
	BSOF MASTER FUND L.P., By: Blackstone Strategic Opportunity Associates L.L.C., its general partner, Name: /s/ Peter Koffler, Title: Authorized Person	06/11/2019
	BSOF MASTER FUND II L.P., By: Blackstone Strategic Opportunity Associates L.L.C., its general partner, Name: /s/ Peter Koffler, Title: Authorized Person	06/11/2019
	BLACKSTONE STRATEGIC OPPORTUNITY ASSOCIATES L.L.C., Name: /s/ Peter Koffler, Title: Authorized Person	06/11/2019
	BLACKSTONE ALTERNATIVE SOLUTIONS L.L.C, Name: /s/ Peter Koffler, Title: Authorized Person	06/11/2019
	BLACKSTONE HOLDINGS II L.P., By: Blackstone Holdings I/II GP Inc., its general partner, Name: /s/ Peter Koffler, Title: Authorized Person	06/11/2019
	BLACKSTONE HOLDINGS I/II GP INC., Name: /s/ Peter Koffler, Title: Authorized Person	06/11/2019
	THE BLACKSTONE GROUP L.P., By: Blackstone Group Management L.L.C., its general partner, Name: /s/ Stephen A. Schwarzman, Title: Chairman and Chief Executive Officer	06/11/2019
	BLACKSTONE GROUP MANAGEMENT, L.L.C., Name: /s/ Stephen A. Schwarzman, Title: Chairman and Chief Executive Officer	06/11/2019
	/s/ STEPHEN A. SCHWARZMAN	06/11/2019
	** Signature of Reporting Person	Date
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