Filing Details

Accession Number:
0001104659-21-103716
Form Type:
4
Zero Holdings:
No
Publication Time:
2021-08-11 21:40:33
Reporting Period:
2021-08-11
Accepted Time:
2021-08-11 21:40:33
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1856236 European Wax Center Inc. EWCZ () DE
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1467926 General Atlantic Genpar, L.p. C/O General Atlantic Service Co., L.p.
55 East 52Nd Street, 33Rd Floor
New York NY 10055
Yes No Yes No
1793940 General Atlantic (Spv) Gp, Llc C/O General Atlantic Service Co., L.p.
55 East 52Nd Street, 33Rd Floor
New York NY 10055
Yes No Yes No
1872624 General Atlantic Genpar (Ew), L.p. C/O General Atlantic Service Co., L.p.
55 East 52Nd Street, 33Rd Floor
New York NY 10055
Yes No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Disposition 2021-08-11 676,002 $17.00 19,180,186 No 4 S Indirect See footnotes
Class B Common Stock Disposition 2021-08-11 509,293 $0.00 14,279,561 No 4 D Indirect See footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See footnotes
No 4 D Indirect See footnotes
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Common units of EWC Ventures, LLC Disposition 2021-08-11 509,293 $0.00 509,293 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
14,279,561 No 4 D Indirect
Footnotes
  1. Reflects 657,332 shares of Class A common stock held directly by GA AIV-1 B Interholdco (EW), L.P., a Delaware limited partnership ("GA AIV-1 B Interholdco EW") and 18,670 shares of Class A common stock held directly by GAPCO AIV Interholdco (EW), L.P., a Delaware limited partnership ("GAPCO AIV Interholdco EW").
  2. The shares held by GA AIV-1 B Interholdco EW, GAPCO AIV Interholdco EW and General Atlantic Partners AIV (EW), L.P., a Delaware limited partnership ("GAP AIV EW"), are indirectly held and shared by the following investment funds (the "GA Funds"): General Atlantic Partners AIV-1 A, L.P., a Delaware limited partnership ("GAP AIV-1 A"), General Atlantic Partners AIV-1 B, L.P., a Delaware limited partnership ("GAP AIV-1 B"), GAP Coinvestments CDA, L.P., a Delaware limited partnership ("GAPCO CDA"), GAP Coinvestments III, LLC, a Delaware limited liability company ("GAPCO III"), GAP Coinvestments IV, LLC, a Delaware limited liability company ("GAPCO IV"), and GAP Coinvestments V, LLC, a Delaware limited liability company ("GAPCO V"
  3. The general partner of GAP AIV EW is General Atlantic GenPar (EW), L.P., a Delaware limited partnership ("GA GenPar EW"). The general partner of GA GenPar EW, GA AIV-1 B Interholdco EW and GAPCO AIV Interholdco EW is General Atlantic (SPV) GP, LLC, a Delaware limited liability company ("GA SPV"). The general partner of GAP AIV-1 A and GAP AIV-1 B is General Atlantic GenPar, L.P., Delaware limited partnership ("GA GenPar"). The general partner of GA GenPar is General Atlantic, L.P., a Delaware limited partnership ("GA, L.P."). GA, L.P. is the sole member of GA SPV, the managing member of GAPCO III, GAPCO IV and GAPCO V and the general partner of GAPCO CDA. There are nine members of the management committee of GA, L.P. (the "GA Management Committee"). Each of the members of the GA Management Committee disclaims ownership of the shares except to the extent he has a pecuniary interest therein.
  4. Shares of Class B common stock of the Issuer have one vote per share but no economic rights (including rights to dividends and distributions upon liquidation) and are issued in an equal amount to the number of common units of EWC Ventures, LLC ("EWC Ventures Units") held.
  5. Pursuant to the terms of the Exchange Agreement, effective as of August 4, 2021, by and among the Issuer, EWC Ventures, LLC and the equityholders of EWC Ventures, LLC (the "Exchange Agreement"), EWC Ventures Units, together with a corresponding number of shares of Class B common stock, may be exchanged for shares of Class A common stock of the Issuer, which have one vote per share and economic rights (including rights to dividends and distributions upon liquidation), on a one-for-one basis at the discretion of the holder. The exchange rights under the Exchange Agreement do not expire.
  6. The Issuer sold an additional 913,998 shares of Class A common stock of the Issuer, pursuant to the underwriters' exercise in full of the over-allotment option the Issuer granted to the underwriters in connection with its recently closed initial public offering of 10,600,000 shares of Class A common stock. The Issuer used a portion of the net proceeds from the offering of the additional 913,998 shares of Class A common stock to purchase EWC Ventures Units and corresponding shares of Class B common stock. The purchase price per EWC Ventures Unit and share of Class B common stock was $17.00, the same price per share received by the Issuer from the underwriters in the initial public offering.
  7. Reflects 2,483,148 shares of Class B common stock held directly by GAPCO AIV Interholdco EW and 11,796,413 shares of Class B common stock held directly by GAP AIV EW.