Sec Form 13G Filing - CVC European Equity V Ltd @ BJ's Wholesale Club Holdings Inc.

Insider filing report for Changes in Beneficial Ownership

Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.

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United States

Securities and Exchange Commission

Washington, D.C. 20549

Schedule 13G

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)*

BJ’s Wholesale Club Holdings, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

05550J101

(CUSIP Number)

December 31, 2019

(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. 05550J101		Schedule 13G		Page 1 of 7


1	Names of Reporting Persons CVC European Equity V Limited
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Citizenship or Place of Organization Channel Islands
Number of Shares Beneficially Owned by Each Reporting Person With		5	Sole Voting Power 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 if the Aggregate Amoun t in Row (9) Excludes Certain Shares Not Applicable
11	Percent of Class Represented by Amount in Row 9 0%
12	Type of Reporting Person CO


CUSIP No. 05550J101		Schedule 13G		Page 2 of 7


1	Names of Reporting Persons CVC Beacon GP LLC
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		5	Sole Voting Power 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 if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable
11	Percent of Class Represented by Amount in Row 9 0%
12	Type of Reporting Person OO (limited liability company)


CUSIP No. 05550J101		Schedule 13G		Page 3 of 7


1	Names of Reporting Persons CVC Beacon LP
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		5	Sole Voting Power 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 if the Aggregate Amount in Row (9) Excludes Certain Shares Not Applicable
11	Percent of Class Represented by Amount in Row 9 0%
12	Type of Reporting Person PN


CUSIP No. 05550J101		Schedule 13G		Page 4 of 7


ITEM 1.	(a)	Name of Issuer:

		BJ’s Wholesale Club Holdings, Inc. (the “Issuer”)

	(b)	Address of Issuer’s Principal Executive Offices:

		25 Research Drive, Westborough, Massachusetts 01581.

ITEM 2.	(a)	Name of Person Filing:

		Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

		CVC European Equity V Limited (“CVC V”),
		CVC Beacon GP LLC (“CVC GP LLC”), and
		CVC Beacon LP (“CVC LP”).

	(b)	Address or Principal Business Office:

		The address of CVC V is 27 Esplanade, St Helier, Jersey JE1 1SG. The address of CVC GP LLC and CVC LP is c/o CVC Advisors (U.S.), Inc., 712 Fifth Avenue, 43^rd Floor, New York, NY 10019.

	(c)	Citizenship of each Reporting Person is:

		CVC V is organized under the laws of the Channel Islands. CVC GP LLC and CVC LP are organized in the state of Delaware.

	(d)	Title of Class of Securities:

		Common stock, par value $0.01 per share (“Common Stock”).

	(e)	CUSIP Number:

		05550J101

ITEM 3.

	Not applicable.


CUSIP No. 05550J101		Schedule 13G		Page 5 of 7


ITEM 4.	Ownership.

	(a)	Amount beneficially owned:

		This amendment to Schedule 13G is being filed on behalf of the Reporting Persons to report that, as of December 31, 2019, the Reporting Persons do not beneficially own any Common Stock.

	(b)	Percent of Class:

		See Item 4(a) hereof.

	(c)	Number of shares as to which such person has:

		(i) sole power to vote or to direct the vote: 0
		(ii) shared power to vote or to direct the vote: 0
		(iii) sole power to dispose or to direct the disposition of: 0
		(iv) shared power to dispose or to direct the disposition of: 0

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.

	Not applicable.

ITEM 8.	Identification and Classification of Members of the Group.

	Not applicable.

ITEM 9.	Notice of Dissolution of Group.

	Not applicable.

ITEM 10.	Certification.

	Not applicable.


CUSIP No. 05550J101		Schedule 13G		Page 6 of 7

SIGNATURE

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.

Date: February 10, 2020


CVC European Equity V Limited

By:		/s/ Carl John Hansen
Name:		Carl John Hansen
Title:		Director

CVC Beacon GP LLC
By: CVC European Equity V Limited, its managing member

By:		/s/ Carl John Hansen
Name:		Carl John Hansen
Title:		Director

CVC Beacon LP
By: CVC Beacon GP LLC, its general partner
By: CVC European Equity V Limited, its managing member

By:		/s/ Carl John Hansen
Name:		Carl John Hansen
Title:		Director


CUSIP No. 05550J101		Schedule 13G		Page 7 of 7

LIST OF EXHIBITS


Exhibit No.		Description

99		Joint Filing Agreement (incorporated by reference to the Schedule 13G filed by the Reporting Persons on February 11, 2019).

Sec Form 13G Filing - CVC European Equity V Ltd filing for BJ's Wholesale Club Holdings Inc. (BJ) - 2020-02-10