Sec Form 4 Filing - LUBERT-ADLER GROUP VI-B, LLC @ Albertsons Companies, Inc. - 2020-06-30

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
LUBERT-ADLER GROUP VI-B, LLC
2. Issuer Name and Ticker or Trading Symbol
Albertsons Companies, Inc. [ ACI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks.
(Last) (First) (Middle)
2400 MARKET STREET, SUITE 301,
3. Date of Earliest Transaction (MM/DD/YY)
06/30/2020
(Street)
PHILADELPHIA, PA19103-3033
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A common stock, par value $0.01 per share 06/30/2020 S 1,468,900 D $ 15.2716 12,515,316 I See footnotes ( 1 ) ( 2 )
Class A common stock, par value $0.01 per share 06/30/2020 S 55,640 D $ 15.2716 474,065 I See footnotes ( 2 ) ( 3 )
Class A common stock, par value $0.01 per share 06/30/2020 S 854,518 D $ 15.2716 7,280,654 I See footnotes ( 2 ) ( 4 )
Class A common stock, par value $0.01 per share 06/30/2020 S 506,443 D $ 15.2716 4,314,996 I See footnotes ( 2 ) ( 5 )
Class A common stock, par value $0.01 per share 06/30/2020 S 3,891,650 D $ 15.2716 33,157,624 I See footnotes ( 2 ) ( 6 )
Class A common stock, par value $0.01 per share 06/30/2020 S 45,316 D $ 15.2716 386,099 I See footnotes ( 2 ) ( 7 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LUBERT-ADLER GROUP VI-B, LLC
2400 MARKET STREET, SUITE 301
PHILADELPHIA, PA19103-3033
X See Remarks.
L-A SATURN ACQUISITION, L.P.
THE FMC TOWER
2929 WALNUT STREET, SUITE 1530
PHILADELPHIA, PA19104
X See Remarks
L-A GROUP SATURN, LLC
THE FMC TOWER
2929 WALNUT STREET, SUITE 1530
PHILADELPHIA, PA19104
X
L-A ASSET MANAGEMENT SERVICES, L.P.
435 DEVON PARK DRIVE, BUILDING 500
WAYNE, PA19087
X See Remarks
LUBERT-ADLER GP - WEST, LLC
435 DEVON PARK DRIVE, BUILDING 500
WAYNE, PA19087
X
LUBERT IRA M
2400 MARKET STREET, SUITE 301
PHILADELPHIA, PA19103-3033
X
Ronon Gerald A
2400 MARKET STREET, SUITE 301,
PHILADELPHIA, PA19103-3033
X
Signatures
Lubert-Adler Group VI-B, LLC, by /s/ R. Eric Emrich, its Chief Financial Officer, Principal and Treasurer 07/01/2020
Signature of Reporting Person Date
L-A Saturn Acquisition, L.P., by L-A Group Saturn, LLC, by /s/ R. Eric Emrich, its Chief Financial Officer, Principal and Treasurer 07/01/2020
Signature of Reporting Person Date
L-A Group Saturn, LLC, by /s/ R. Eric Emrich, its Chief Financial Officer, Principal and Treasurer 07/01/2020
Signature of Reporting Person Date
L-A Asset Management Services, L.P., by Lubert-Adler GP - West, LLC, by /s/ R. Eric Emrich, its Chief Financial Officer, Principal and Treasurer 07/01/2020
Signature of Reporting Person Date
Lubert-Adler GP - West, LLC, by /s/ R. Eric Emrich, its Chief Financial Officer, Principal and Treasurer 07/01/2020
Signature of Reporting Person Date
/s/ R. Eric Emrich, as attorney-in-fact for Ira M. Lubert 07/01/2020
Signature of Reporting Person Date
/s/ R. Eric Emrich, as attorney-in-fact for Gerald A. Ronon 07/01/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported shares of Class A common stock are owned directly by L-A V ABS, LLC ("L-A V ABS"). L-A V ABS is managed by its members, Dean S. Adler and Gerald A. Ronon, who can be removed and replaced by Lubert-Adler Real Estate Fund V, L.P. ("L-A RE Fund V"), the controlling member of L-A V ABS, with the consent of ABS Opportunities, LLC. As a result, Mr. Adler, Mr. Ronon and L-A RE Fund V may be deemed to share beneficial ownership of the reported shares.
( 2 )Each of the reporting persons expressly disclaims beneficial ownership of the reported shares except to the extent of his or its pecuniary interest therein.
( 3 )The reported shares of Class A common stock are owned directly by L-A RE Fund V. L-A RE Fund V's general partner is Lubert-Adler Group V, L.P ("L-A Group V"). L-A Group V's general partner is Lubert-Adler Group V, LLC ("L-A Group V LLC"). Ira M. Lubert and Dean S. Adler are the members of L-A Group V LLC. As a result, L-A Group V, L-A Group V LLC, Mr. Lubert and Mr. Adler may be deemed to share beneficial ownership of the reported shares.
( 4 )The reported shares include 665,747 shares of Class A common stock sold by Lubert-Adler Real Estate Fund VI, L.P. (the "L-A RE Fund VI") and 188,771 shares of Class A common stock sold by Lubert-Adler Real Estate Fund VI-A, L.P. (the "L-A RE Fund VI-A"), and 5,672,291 shares of Class A common stock owned directly by L-A RE Fund VI and 1,608,363 shares of Class A common sock owned directly by L-A RE Fund VI-A following the reported transactions. The general partner of L-A RE Fund VI and L-A RE Fund VI-A is Lubert-Adler Group VI, L.P. ("L-A Group VI"). L-A Group VI's general partner is Lubert-Adler Group VI, LLC ("L-A Group VI LLC"). Ira M. Lubert and Dean S. Adler are the members of L-A Group VI LLC. As a result, L-A Group VI, L-A Group VI LLC, Mr. Lubert and Mr. Adler may be deemed to share beneficial ownership of the reported shares.
( 5 )The reported shares of Class A common stock are owned directly by Lubert-Adler Real Estate Fund VI-B, L.P. ("L-A RE Fund VI-B"). L-A RE Fund VI-B's general partner is Lubert-Adler Group VI-B, L.P ("L-A Group VI-B"). L-A Group VI-B's general partner is Lubert-Adler Group VI-B, LLC ("L-A Group VI-B LLC"). Ira M. Lubert and Dean S. Adler are the members of L-A Group VI-B LLC. As a result, L-A Group VI-B, L-A Group VI-B LLC, Mr. Lubert and Mr. Adler may be deemed to share beneficial ownership of the reported shares.
( 6 )The reported shares of Class A common stock are owned directly by L-A Saturn Acquisition, L.P. ("L-A Saturn"). L-A Saturn's general partner is L-A Group Saturn, LLC ("L-A Group Saturn"). Ira M. Lubert and Dean S. Adler are the managers of L-A Group Saturn. As a result, L-A Group Saturn, Mr. Lubert and Mr. Adler may be deemed to share beneficial ownership of the reported shares.
( 7 )The repor ted shares of Class A common stock are owned directly by L-A Asset Management Services, L.P. ("L-A Asset Management Services"). L-A Asset Management Services' general partner is Lubert-Adler GP - West, LLC ("L-A GP - West"). Ira M. Lubert and Dean S. Adler are the members of L-A GP - West. As a result, L-A GP - West, Mr. Lubert and Mr. Adler may be deemed to share beneficial ownership of the reported shares

Remarks:
Each of L-A V ABS, L-A RE Fund V, L-A RE Fund VI, L-A RE Fund VI-A, L-A RE Fund VI-B, L-A Group Saturn and L-A Asset Management Services has entered into a stockholders agreement, dated June 25, 2020 (the "Stockholders Agreement"), among Albertsons Companies, Inc. (the "Company") and certain other holders of Company Class A common stock (together with L-A V ABS, L-A RE Fund V, L-A RE Fund VI, L-A RE Fund VI-A, L-A RE Fund VI-B, L-A Group Saturn and L-A Asset Management Services, the "Sponsors"). Pursuant to the Stockholders Agreement, the Sponsors have agreed to act in concert and vote together on certain matters relating to the Company. As a result, the Sponsors in the aggregate may be deemed to beneficially own more than 10% of the outstanding shares of Company Class A common stock. However, the reporting persons and their affiliates do not have a pecuniary interest in the securities of the Company held by the other Sponsors.This Form 4 is being filed in two parts due to the large number of reporting persons. This filing is being filed by Lubert-Adler Group VI-B, LLC, L-A Saturn Acquisition, L.P., L-A Group Saturn, LLC, L-A Asset Management Services, L.P., Lubert-Adler GP - West, LLC, Ira M. Lubert and Gerald A. Ronon. An accompanying filing is being filed on the date hereof by L-A V ABS, LLC, Lubert-Adler Real Estate Fund V, L.P., Lubert-Adler Group V, L.P., Lubert-Adler Group V, LLC, Lubert-Adler Real Estate Fund VI, L.P., Lubert-Adler Real Estate Fund VI-A, L.P., Lubert-Adler Group VI, L.P., Lubert-Adler Group VI, LLC, Lubert-Adler Real Estate Fund VI-B, L.P. and Lubert-Adler Group VI-B, L.P. Both filings relate to the same holdings described above. (filing 2 of 2)

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