Edgar Filing: BCIP Associates III, LLC

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â BAIN CAPITAL INVESTORS LLC

2. Date of Event Requiring Statement (Month/Day/Year)
02/11/2015

3. Issuer Name and Ticker or Trading Symbol
Acadia Healthcare Company, Inc. [ACHC]

(Last)

(First)

(Middle)

JOHN HANCOCK TOWER,Â 200 CLARENDON STREET

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
Member of 10% Owner Group

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

BOSTON,Â MAÂ 02116

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 Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01	5,846,117	I	See Footnotes ⁽¹⁾ ⁽²⁾ ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾ ⁽⁸⁾ ⁽⁹⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
BAIN CAPITAL INVESTORS LLC JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON,Â MAÂ 02116	Â	Â	Â	Member of 10% Owner Group
BAIN CAPITAL PARTNERS VIII, L.P. JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON,Â MAÂ 02116	Â	Â	Â	Member of 10% Owner Group
Bain Capital Fund VIII, LLC JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON,Â MAÂ 02116	Â	Â	Â	Member of 10% Owner Group
BAIN CAPITAL FUND VIII, L.P. JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON,Â MAÂ 02116	Â	Â	Â	Member of 10% Owner Group
BAIN CAPITAL VIII COINVESTMENT FUND, L.P. 111 HUNTINGTON AVENUE BOSTON,Â MAÂ 02199	Â	Â	Â	Member of 10% Owner Group
Bain Capital VIII Coinvestment Fund, LLC JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON,Â MAÂ 02116	Â	Â	Â	Member of 10% Owner Group
Bain Capital (CR), L.P. JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON,Â MAÂ 02116	Â	Â	Â	Member of 10% Owner Group
Crystal Navy S.ar.l., U.S. Branch JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON,Â MAÂ 02116	Â	Â	Â	Member of 10% Owner Group
BCIP Associates III JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON,Â MAÂ 02116	Â	Â	Â	Member of 10% Owner Group
BCIP Associates III, LLC JOHN HANCOCK TOWER, 200 CLARENDON STREET BOSTON,Â MAÂ 02116	Â	Â	Â	Member of 10% Owner Group

Signatures

Christopher Gordon		02/23/2015
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	On February 11, 2015, the Issuer completed its merger with CRC Health Group Inc., pursuant to an Agreement and Plan of Merger, dated as of October 29, 2014 (the "Merger Agreement") among the Issuer, Copper Acquisition Co., Inc., a Delaware corporation and wholly-owned subsidiary of the Issuer and CRC Health Group, Inc., a Delaware corporation. Prior to the consummation of the transactions contemplated by the Merger Agreement, the Bain Entities (defined below) held equity in CRC Health Group, Inc. Pursuant to the Merger Agreement, Copper Acquisition Co., Inc. merged with and into CRC Health Group, Inc., (the "Merger") as a result of which the Issuer became the sole stockholder of the surviving entity and the Bain Entities received shares of Common Stock of the Issuer.
(2)	Bain Capital Investors, LLC ("BCI") is the general partner of Bain Capital Partners VIII, L.P. ("BCP VIII"), which is the general partner of Bain Capital Fund VIII, L.P. ("BCF VIII"), which is the sole member of Bain Capital Fund VIII, LLC ("Fund VIII"). As a result, BCI, BCP VIII and BCF VIII may be deemed to share voting and dispositive power with respect to all of the shares of Common Stock held by Fund VIII. Each of BCI, BCP VIII and BCF VIII disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
(3)	BCI is the general partner of BCP VIII, which is the general partner of Bain Capital VIII Coinvestment Fund, L.P. ("BC VIII-CO"), which is the sole member of Bain Capital VIII Coinvestment Fund, LLC ("Fund VIII-CO"). As a result, BCI, BCP VIII and BC VIII-CO may be deemed to share voting and dispositive power with respect to all of the shares of Common Stock held by Fund VIII-CO. Each of BCI, BCP VIII and BC VIII-CO disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
(4)	BCI is also the general partner of Bain Capital (CR), L.P. ("BC CR"), which wholly owns Crystal Navy S.a.r.l. - US Branch ("Crystal Navy"). As a result, BCI and BC CR may be deemed to share voting and dispositive power with respect to all of the shares of Common Stock held by Crystal Navy. Each of BCI and BC CR disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
(5)	BCI is also the managing partner of BCIP Associates III ("BCIPA III"), which is the manager of BCIP Associates III, LLC ("BCIP III"). As a result, BCI and BCIPA III may be deemed to share voting and dispositive power with respect to all of the shares of Common Stock held by BCIP III. Each of BCI and BCIPA III disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
(6)	BCI is also the managing partner of BCIP Associates III-B ("BCIPA III-B), which is the manager of BCIP Associates III-B, LLC ("BCIP III-B"). As a result, BCI and BCIPA III-B may be deemed to share voting and dispositive power with respect to all of the shares of Common Stock held by BCIP III-B. Each of BCI and BCIPA III-B disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
(7)	BCI is also the managing partner of BCIP Trust Associates III ("BCIPTA III"), which is the manager of BCIP T Associates III, LLC ("BCIPT III"). As a result, BCI and BCIPTA III may be deemed to share voting and dispositive power with respect to all of the shares of Common Stock held by BCIPT III. Each of BCI and BCIPTA III disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
(8)	BCI is also the managing partner of BCIP Trust Associates III-B ("BCIPTA III-B"), which is the manager of BCIP T Associates III-B, LLC ("BCIPT III-B"). As a result, BCI and BCIPTA III-B may be deemed to share voting and dispositive power with respect to all of the shares of Common Stock held by BCIPT III-B. Each of BCI and BCIPTA III-B disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
(9)	BCI is also the managing partner of BCIP Associates-G ("BCIP G" and together with Fund VIII, Fund VIII-CO, Crystal Navy, BCIP III, BCIP III-B, BCIPT III and BCIPT III-B, the "Bain Entities"). As a result, BCI may be deemed to share voting and dispositive power with respect to all of the shares of Common Stock held by BCIP-G. BCI disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein.
Â Remarks: FormÂ 1Â ofÂ 2

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