13D Filing: Waud Capital Partners Ii, L.p. and Acadia Healthcare Company Inc. (NASDAQ:ACHC)

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SCHEDULE 13D/A

CUSIP No. 00404A109 Page
20
of 26

The Statement on Schedule 13D originally filed with the Securities and Exchange Commission
(the Commission) on February 17, 2015, by the persons named therein and as amended by Amendments No. 1, No. 2, No. 3 and No. 4 to Schedule 13D filed with the Commission on August 18,
2015, July 15, 2016, September 16, 2016 and November 2, 2016, respectively (the Statement), is hereby amended and supplemented by this Amendment No. 5 to Schedule 13D (the
Amendment). Capitalized terms used herein and not otherwise defined have the meanings assigned to such terms in the Statement. Except as otherwise provided herein, each Item of the Statement remains unchanged. All of the
percentages calculated in this Amendment are based upon an aggregate of 87,553,024 shares of Common Stock outstanding as of February 24, 2017, as disclosed in the Companys Annual Report on Form 10-K, as filed with the Commission.

Information with respect to each Reporting Person is given solely by such Reporting Person and no Reporting Person assumes responsibility for
the accuracy or completeness of the information furnished by another Reporting Person. The Reporting Persons expressly disclaim that they have agreed to act as a group other than as described herein.

Item 4. Purpose of the Transaction.

    Item 4 of the Statement is hereby amended and supplemented by adding the following:

On March 15, 2017, the following Reporting Persons sold an aggregate of 3,024,891 shares under Rule 144 under the Securities Act:
(i) 570,710 shares by Waud Capital Partners II, L.P. (WCP II); (ii) 1,043,349 shares by Waud Capital Partners QP II, L.P. (Waud QP II); (iii) 159,233 shares by WCP FIF II (Acadia), L.P.
(WCP FIF II); (iv) 163,082 shares by Waud Capital Affiliates II, L.L.C. (Waud Affiliates II); (v) 83,694 shares by Waud Capital Affiliates III, L.L.C. (Waud Affiliates III);
(vi) 227,336 shares by WCP FIF III (Acadia), L.P. (WCP FIF III); (vii) 518,001 shares by Waud Capital Partners QP III, L.P. (Waud QP III); (viii) 91,603 shares by Waud Capital Partners III, L.P.
(WCP III); (ix) 75,000 shares by the Halcyon Exempt Family Trust (the Halcyon Trust); (x) 41,765 shares by Waud Family Partners, L.P. (WFP LP); and (xi) 51,118 by Reeve B. Waud.

Item 5. Interest in Securities of the Issuer.

    Item 5(a), (b), (c) and (e) of the Statement are hereby amended and restated in their entirety as
follows:

(a) Amount beneficially owned as of the date hereof: In the aggregate, the Reporting Persons beneficially own 4,298,733 shares of Common Stock. The shares are held of record as follows: (i) 570,710 shares by WCP II;
(ii) 1,043,348 shares by Waud QP II; (iii) 159,233 shares by WCP FIF II; (iv) 163,082 shares by Waud Affiliates II; (v) 83,694 shares by Waud Affiliates III; (vi) 227,335 shares by WCP FIF III; (vii) 518,000 shares by
Waud QP III; (viii) 91,603 shares by WCP III; (ix) 531,113 shares by the Halcyon Trust; (x) 41,765 shares by WFP LP; (xi) 4,555 shares by Reeve B. Waud; (xii) 795,667 shares by Crystal Cove LP (Crystal
Cove
); (xiii) 33,333 shares by Melissa W. Waud, Mr. Wauds wife; and (xiv) 35,296 shares by Waud Capital Partners, L.L.C. (Waud Capital Partners). The 4,555 shares held of record by Mr. Waud, are
held for the benefit of Waud Capital Partners. Waud Capital Partners Management II, L.P. (WCPM II), as the general partner of WCP II, Waud QP II and WCP FIF II and the manager of Waud Affiliates II, and Waud Capital Partners II,
L.L.C. (Waud II LLC), as the general partner of WCPM II, may be deemed to share beneficial ownership of the shares of Common Stock held of record by such Reporting Persons. Waud Capital Partners Management III, L.P. (WCPM
III
), as the general partner of WCP FIF III, Waud QP III and WCP III and the manager of Waud Affiliates III, and Waud Capital Partners III, L.L.C. (Waud III LLC), as the general partner of WCPM III, may be deemed to
share beneficial ownership of the shares of Common Stock held of record by such Reporting Persons. Mr. Waud may be deemed to beneficially own the shares by virtue of his (A) making decisions for the limited partner committee of each of
WCPM II and WCPM III, (B) being the manager of Waud II LLC and Waud III LLC, (C) being the general partner of WFP LP and Crystal Cove, (D) being the investment advisor of the Halcyon Trust, (E) being married to Ms. Waud and
(E) being the sole manager of Waud Capital Partners.

Percent of class: In the aggregate, the Reporting Persons
beneficially own 4,298,733 shares of Common Stock, or 4.9%, of the total number of shares of Common Stock outstanding.

(b) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: See Item 7 on the cover pages hereto.

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