13D Filing: Great Hill Investors LLC and Yogaworks Inc (YOGA)

 

General

 

The Reporting Persons acquired the securities described in this Schedule 13D for investment purposes and they intend to review their investments in the Issuer on a continuing basis. Any actions the Reporting Persons might undertake will be dependent upon the Reporting Persons review of numerous factors, including, but not limited to: an ongoing evaluation of the Issuers business, financial condition, operations and prospects; price levels of the Issuers securities; general market, industry and economic conditions; the relative attractiveness of alternative business and investment opportunities; and other future developments.

 

The Reporting Persons may, at any time and from time to time, acquire additional securities of the Issuer, or retain or sell all or a portion of the securities then held, in the open market or in privately negotiated transactions. In addition, the Reporting Persons or their designees to the Issuers board of directors may engage in discussions with management, the board of directors, and shareholders of the Issuer and other relevant parties or encourage such persons to consider or explore extraordinary corporate transactions, such as: a merger; sales or acquisitions of assets or businesses; changes to the capitalization or dividend policy of the Issuer; or other material changes to the Issuers business or corporate structure.

 

Other than as described above, none of the Reporting Persons currently has any plans or proposals that relate to, or would result in, any of the matters listed in Items 4(a)(j) of Schedule 13D, although, depending on the factors discussed herein, the Reporting Persons may change their purpose or formulate different plans or proposals with respect thereto at any time.

 

Item 5. Interest in Securities of the Issuer

 

(a)  (b)

 

The following sets forth the aggregate number and percentage of shares of Shares beneficially owned by each of the Reporting Persons, as well as the number of shares of Shares as to which each Reporting Person has the sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition of as of August 28, 2017, based on 16,209,081 shares of Common Stock outstanding as of August 11, 2017.

 

Reporting Person(1)		Amount beneficially owned		Percent of class		Sole power to vote or to direct the vote		Shared power to vote or to direct the vote		Sole power to dispose or to direct the disposition of		Shared power to dispose or to direct the disposition of
Great Hill Investors, LLC		38,699		0.2	%	0		38,699		0		38,699
Great Hill Equity Partners V, L.P.		11,589,865		71.5	%	0		11,589,865		0		11,589,865
Great Hill Partners GP V, L.P.		11,589,865		71.5	%	0		11,589,865		0		11,589,865
GHP V, LLC		11,589,865		71.5	%	0		11,589,865		0		11,589,865
Christopher S. Gaffney		11,628,564		71.7	%	0		11,628,564		0		11,628,564
John G. Hayes		11,628,564		71.7	%	0		11,628,564		0		11,628,564
Michael A. Kumin		11,628,564		71.7	%	0		11,628,564		0		11,628,564
Mark D. Taber		11,628,564		71.7	%	0		11,628,564		0		11,628,564
Matthew D. Vettel		11,628,564		71.7	%	0		11,628,564		0		11,628,564

 

GHI is the record holder 38,699 Shares. GHEP V, LP is the record holder of 11,589,865 Shares.  The Controlling Persons are the managers of GHI and GHP V LLC.  GHP V LLC is the managing member of GHP V GP, which is the general partner of GHEP V, LP. As such, each of the Controlling Persons, GHP V LLC, GHP V GP may be deemed to beneficially own the Shares held of record by GHEP V, LP, and the Controlling Persons may be deemed to beneficially own the Shares held of record by GHI.  Each of the Controlling Persons, GHP V LLC and GHP V GP disclaims beneficial ownership of such shares, and the filing of this Schedule 13D

 

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