Form 4: Roark Capital Partners III AIV LP Exits Driven Brands Holdings Inc. Following Internal Reorganization

Roark Capital Partners III AIV LP files an exit report indicating it is no longer subject to Section 16 after an internal reorganization involving the contribution of its interests in RC Driven Holdco LLC to RC III Portfolio Holdings LP.

Summary

• This Form 4 filing indicates that Roark Capital Partners III AIV LP is no longer subject to Section 16 reporting requirements.
• The change is due to an internal reorganization within Roark's holding structure.
• Roark Capital Partners III AIV LP contributed its interests in RC Driven Holdco LLC to RC III Portfolio Holdings LP for no consideration.
• As a result, Roark Capital Partners III AIV LP no longer has beneficial ownership of the shares of Driven Brands Holdings Inc. common stock held by Driven Equity Sub LLC.
• Driven Equity Sub LLC directly holds 68,832,571 shares of Driven Brands Holdings Inc.
• Driven Equity Sub LLC is controlled through a chain of entities including Driven Equity LLC, RC Driven Holdco LLC, RC III Portfolio Holdings LP, Roark Capital GenPar III Cayman AIV Sub LLC, and Roark Capital GenPar III LLC.
• Neal K. Aronson controls Roark Capital GenPar III LLC.
• The Driven Equity Entities and Mr. Aronson may be deemed to have voting and dispositive power over the shares held by Driven Equity Sub LLC but disclaim beneficial ownership except to the extent of any pecuniary interest.
• The Driven Equity Entities are part of a 10% group that includes Neal K. Aronson and the RC IV Entities, whose shares are not reflected in this report.

Sentiment

Score: 6

Explanation: The document is a routine regulatory filing related to an internal reorganization. It doesn't contain overtly positive or negative information about Driven Brands' performance, but the continued holding of a large number of shares suggests ongoing confidence.

Positives

• The document indicates a simplification of Roark's holding structure, which could lead to increased operational efficiency.
• No shares were sold during the reorganization, suggesting continued confidence in Driven Brands Holdings Inc.

Future Outlook

The document does not contain specific forward-looking statements regarding Driven Brands Holdings Inc.'s future performance.

Industry Context

Private equity firms frequently reorganize their holdings for various strategic and operational reasons, including tax efficiency, simplification of management structures, and preparation for potential exits. This filing reflects such a reorganization within Roark Capital's portfolio.

Comparison to Industry Standards

• Private equity firms like Roark Capital often manage multiple portfolio companies and utilize complex holding structures.
• Internal reorganizations are a common practice among private equity firms to optimize their investments and prepare for future transactions, such as IPOs or sales to strategic buyers.
• The size of Driven Equity Sub LLC's holding (68,832,571 shares) is significant, indicating a substantial investment by Roark Capital in Driven Brands Holdings Inc.

Related Party Transactions

• The internal reorganization involves related parties within the Roark Capital structure, specifically the transfer of interests between Roark Capital Partners III AIV LP and RC III Portfolio Holdings LP.

Stakeholder Impact

• The reorganization itself is unlikely to have a direct impact on Driven Brands' stakeholders (shareholders, employees, customers, suppliers, creditors) as it is an internal matter within the ownership structure.
• However, the continued significant ownership by Roark Capital suggests ongoing support for Driven Brands' strategy and operations.

Key Dates