Amended Statement of Ownership (sc 13g/a)
19 1월 2023 - 6:26AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under
the Securities Exchange Act of 1934
(Amendment
No. 6)*
| Party
City Holdco Inc. |
(Name
of Issuer)
|
| Common
Stock, Par Value: $0.01/share |
(Title
of Class of Securities)
|
| 702149105 |
(CUSIP
Number)
|
| January
11, 2023 |
(Date
of Event Which Requires Filing of this Statement)
|
Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
| |
☐ |
Rule
13d-1(b) |
| |
|
|
| |
☒ |
Rule
13d-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 the disclosures provided in a prior cover
page.
The
information required in 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. |
702149105 |
|
Page
2 of 11 |
| 1 |
NAME
OF REPORTING PERSONS
CAS Investment Partners, LLC
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) EIN: 46-0901365 |
|
| 2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a)
☐
(b)
☐ |
| 3 |
SEC
USE ONLY |
|
| 4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware,
United States of America |
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
5 |
SOLE
VOTING
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
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES |
☐ |
| 11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% |
|
| 12 |
TYPE
OF REPORTING PERSON
IA,
OO |
|
| |
|
|
|
|
| CUSIP
No. |
702149105 |
|
Page
3 of 11 |
| 1 |
NAME
OF REPORTING PERSONS
Sosin Master, LP
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) EIN: 46-0970829 |
|
| 2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a)
☐
(b)
☐ |
| 3 |
SEC
USE ONLY |
|
| 4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware,
United States of America |
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
5 |
SOLE
VOTING
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
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES |
☐ |
| 11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% |
|
| 12 |
TYPE
OF REPORTING PERSON
PN |
|
| |
|
|
|
|
| CUSIP
No. |
702149105 |
|
Page
4 of 11 |
| 1 |
NAME
OF REPORTING PERSONS
CSWR Partners, LP
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) EIN: 83-3990390 |
|
| 2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a)
☐
(b)
☐ |
| 3 |
SEC
USE ONLY |
|
| 4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware,
United States of America |
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
5 |
SOLE
VOTING
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
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES |
☐ |
| 11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% |
|
| 12 |
TYPE
OF REPORTING PERSON
PN |
|
| |
|
|
|
|
| CUSIP
No. |
702149105 |
|
Page
5 of 11 |
| 1 |
NAME
OF REPORTING PERSONS
Clifford Sosin
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) EIN: |
|
| 2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP |
(a)
☐
(b)
☐ |
| 3 |
SEC
USE ONLY |
|
| 4 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America |
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH: |
5 |
SOLE
VOTING
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
BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES |
☐ |
| 11 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0% |
|
| 12 |
TYPE
OF REPORTING PERSON
IN |
|
| |
|
|
|
|
| CUSIP
No. |
702149105 |
|
Page
6 of 11 |
| Item
1(a). |
Name
of Issuer: |
| |
Party
City Holdco Inc. |
| |
|
| Item
1(b). |
Address
of Issuer’s Principal Executive Offices: |
| |
80
Grasslands Road, Elmsford, NY 10523 |
| |
|
| Item
2(a). |
Name
of Person Filing:
This
Schedule 13G/A is being filed with respect to shares of Common Stock of the Issuer which are beneficially owned by CAS Investment
Partners, LLC, Sosin Master, LP, CSWR Partners, LP and Clifford Sosin. As of January 11, 2023, Sosin Master, LP (the “Fund”)
and CSWR Partners, LP owned 0 shares of Common Stock of the Issuer. |
| |
|
| Item
2(b). |
Address
of Principal Business Office or, if None, Residence: |
| |
135
E 57th Street, Suite 18-108
New York, NY 10022 |
| |
|
| Item
2(c). |
Citizenship: |
| |
See
Item 4 on the cover pages hereto. |
| |
|
| Item
2(d). |
Title
of Class of Securities: |
| |
Common
Stock, Par Value: $0.01/share (“Common Stock”) |
| |
|
| Item
2(e). |
CUSIP
Number: 702149105 |
| Item
3. |
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: |
| |
|
| |
(a) |
☐ |
Broker
or dealer registered under Section 15 of the Act (15 U.S.C. 78o). |
| |
|
|
|
| |
(b) |
☐ |
Bank
as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c). |
| |
|
|
|
| |
(c) |
☐ |
Insurance
company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c). |
| |
|
|
|
| |
(d) |
☐ |
Investment
company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
| |
|
|
|
| |
(e) |
☐ |
An
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
|
| |
(f) |
☐ |
An
employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
|
| |
(g) |
☐ |
A
parent holding company or control person in accordance with §240.13d-1(b)(ii)(G);
|
| |
(h) |
☐ |
A
savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
| |
(i) |
☐ |
A
church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15
U.S.C. 80a-3);
|
| |
(j) |
☐ |
Group,
in accordance with §240.13d-1(b)(1)(ii)(J). |
| CUSIP No.
|
702149105 |
|
Page 7 of 11 |
| |
Provide the
following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
| |
(a) |
Amount
beneficially owned: |
| |
|
See Item 9
on the cover page(s) hereto. |
| |
|
|
| |
(b) |
Percent
of class: |
| |
|
See Item 11
on the cover page(s) hereto. |
| |
(c) |
Number of shares as to which such person has: |
| |
|
| |
| |
|
(i) |
Sole power
to vote or to direct the vote: |
| |
|
|
See Item 5
on the cover page(s) hereto. |
| |
|
|
|
| |
|
|
|
| |
|
(ii) |
Shared power
to vote or to direct the vote: |
| |
|
|
See Item 6
on the cover page(s) hereto. |
| |
|
|
|
| |
|
|
|
| |
|
(iii) |
Sole power
to dispose or to direct the disposition of: |
| |
|
|
See Item 7
on the cover page(s) hereto. |
| |
|
|
|
| |
|
|
|
| |
|
(iv) |
Shared power
to dispose or to direct the disposition of: |
| |
|
|
See Item 8
on the cover page(s) hereto. |
| CUSIP No.
|
702149105 |
|
Page 8 of 11 |
| 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 five percent of the class of securities, check the following ☒ |
| |
|
| Item 6. |
Ownership of More than
Five Percent on Behalf of Another Person. |
| |
Not
applicable. |
| |
|
| Item 7. |
Identification and
Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| |
Not applicable |
| |
|
| Item 8. |
Identification and
Classification of Members of the Group. |
| |
Not applicable. |
| |
|
| Item 9. |
Notice of Dissolution
of Group. |
| |
Not applicable |
| CUSIP No.
|
702149105 |
|
Page 9 of 11 |
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.
| |
CAS INVESTMENT
PARTNERS, LLC |
| |
Date: January
18, 2023 |
| |
|
| |
|
| |
By: |
/s/
Clifford Sosin |
| |
Name: |
Clifford Sosin |
| |
Title: |
Managing Member |
| |
|
| |
|
| |
SOSIN MASTER,
LP |
| |
Date: January
18, 2023 |
| |
|
| |
|
| |
By: |
Sosin, LLC |
| |
|
its General Partner |
| |
By: |
/s/
Clifford Sosin |
| |
Name: |
Clifford Sosin |
| |
Title: |
Managing
Member of CAS Investment Partners, LLC,
investment
adviser of Sosin Partners, LP |
| |
|
| |
|
| |
CSWR PARTNERS,
LP |
| |
Date: January
18, 2023 |
| |
|
| |
|
| |
|
Sosin, LLC |
| |
|
its General Partner |
| |
By: |
/s/
Clifford Sosin |
| |
Name: |
Clifford Sosin |
| |
Title: |
Managing
Member of CAS Investment Partners, LLC,
investment
adviser of CSWR Partners, LP |
| |
|
|
| |
|
|
| |
|
/s/
Clifford Sosin |
| |
|
Clifford Sosin |
Page
10 of 11
EXHIBIT
INDEX
EXHIBIT
1: Joint Filing Agreement (filed herewith):
Party City Holdco (NYSE:PRTY)
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부터 12월(12) 2024 으로 1월(1) 2025
Party City Holdco (NYSE:PRTY)
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부터 1월(1) 2024 으로 1월(1) 2025
