UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
THE MICHAELS COMPANIES, INC.
(Name of Issuer)
Common Stock, par value $0.06775 per share
(Title of Class of Securities)
59408Q106
(CUSIP Number)
December 31, 2020
(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 disclosures provided in a prior cover page. |
The information required on 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).
| 13G | ||||
| CUSIP No. 59408Q106 | Page 2 of 26 |
| 1. | Name of Reporting Persons:
Blackstone Capital Partners V L.P. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
PN | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 3 of 26 |
| 1. | Name of Reporting Persons:
BCP V-S L.P. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
PN | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 4 of 26 |
| 1. | Name of Reporting Persons:
Blackstone Family Investment Partnership V L.P. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
PN | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 5 of 26 |
| 1. | Name of Reporting Persons:
Blackstone Participation Partnership V L.P. | |||||
| 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:
| ||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
PN | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 6 of 26 |
| 1. | Name of Reporting Persons:
BCP V Co-Investors L.P. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
PN | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 7 of 26 |
| 1. | Name of Reporting Persons:
Blackstone Family Investment Partnership V-SMD L.P. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
PN | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 8 of 26 |
| 1. | Name of Reporting Persons:
Blackstone Management Associates V L.L.C. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
OO | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 9 of 26 |
| 1. | Name of Reporting Persons:
BMA V L.L.C. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
OO | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 10 of 26 |
| 1. | Name of Reporting Persons:
BCP V Side-by-Side GP L.L.C. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
OO | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 11 of 26 |
| 1. | Name of Reporting Persons:
Blackstone Family GP L.L.C. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
OO | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 12 of 26 |
| 1. | Name of Reporting Persons:
Blackstone Holdings III L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization:
Quebec, Canada | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
PN | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 13 of 26 |
| 1. | Name of Reporting Persons:
Blackstone Holdings III GP L.P. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
PN | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 14 of 26 |
| 1. | Name of Reporting Persons:
Blackstone Holdings III GP Management L.L.C. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
OO | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 15 of 26 |
| 1. | Name of Reporting Persons:
The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.) | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
CO | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 16 of 26 |
| 1. | Name of Reporting Persons:
Blackstone Group Management L.L.C. | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
OO | |||||
| 13G | ||||
| CUSIP No. 59408Q106 | Page 17 of 26 |
| 1. | Name of Reporting Persons:
Stephen A. Schwarzman | |||||
| 2. | Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization:
United States | |||||
| 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 Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ☐
| |||||
| 11. | Percent of Class Represented by Amount in Row (9):
0.0% | |||||
| 12. | Type of Reporting Person (See Instructions):
IN | |||||
| Item 1. | (a). Name of Issuer |
The Michaels Companies, Inc. (the “Issuer”)
(b). Address of Issuer’s Principal Executive Offices:
8000 Bent Branch Drive
Irving, Texas 75063
| Item 2(a). | Name of Person Filing |
| Item 2(b). | Address of Principal Business Office |
| Item 2(c). | Citizenship |
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:
| (i) | Blackstone Capital Partners V L.P. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (ii) | BCP V-S L.P. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (iii) | Blackstone Family Investment Partnership V L.P. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (iv) | Blackstone Participation Partnership V L.P. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (v) | BCP V Co-Investors L.P. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (vi) | Blackstone Family Investment Partnership V-SMD L.P. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (vii) | Blackstone Management Associates V L.L.C. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (viii) | BMA V L.L.C. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (ix) | BCP V Side-by-Side GP L.L.C. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (x) | Blackstone Family GP L.L.C. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (xi) | Blackstone Holdings III L.P. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: Quebec, Canada
| (xii) | Blackstone Holdings III GP L.P. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (xiii) | Blackstone Holdings III GP Management L.L.C. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (xiv) | The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.) |
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (xv) | Blackstone Group Management L.L.C. |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
| (xvi) | Stephen A. Schwarzman |
c/o The Blackstone Group Inc.
345 Park Avenue
New York, NY 10154
Citizenship: United States
| Item 2(d). | Title of Class of Securities: |
Common Stock, par value $0.06775 per share (the “Common Stock”).
| Item 2(e). | CUSIP Number: |
59408Q106
| Item 3. | If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
Not applicable.
| Item 4. | Ownership. |
| (a) | Amount beneficially owned: |
None of the Reporting Persons beneficially own any shares of Common Stock.
| (b) | Percent of class: |
As of the date hereof, each of the Reporting Persons may be deemed to be the beneficial owner of the percentage of shares of Common Stock listed on such Reporting Person’s cover page.
| (c) | Number of Shares as to which the Reporting Person has: |
| (i) | Sole power to vote or to direct the vote: |
See each cover page hereof.
| (ii) | Shared power to vote or to direct the vote: |
See each cover page hereof.
| (iii) | Sole power to dispose or to direct the disposition of: |
See each cover page hereof.
| (iv) | Shared power to dispose or to direct the disposition of: |
See each cover page hereof.
| 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.
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.
Dated: February 16, 2021
| BLACKSTONE CAPITAL PARTNERS V L.P. | ||
| By: | Blackstone Management Associates V L.L.C., its general partner | |
| By: | BMA V L.L.C., its sole member | |
| By: | Blackstone Holdings III L.P., its managing member | |
| By: | Blackstone Holdings III GP L.P., its general partner | |
| By: | Blackstone Holdings III GP Management L.L.C., its general partner | |
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BCP V-S L.P. | ||
| By: | Blackstone Management Associates V L.L.C., its general partner | |
| By: | BMA V L.L.C., its sole member | |
| By: | Blackstone Holdings III L.P., its managing member | |
| By: | Blackstone Holdings III GP L.P., its general partner | |
| By: | Blackstone Holdings III GP Management L.L.C., its general partner | |
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BLACKSTONE FAMILY INVESTMENT PARTNERSHIP V L.P. | ||
| By: | BCP V Side-by-Side GP L.L.C., its general partner | |
| By: | Blackstone Holdings III L.P., its sole member | |
| By: | Blackstone Holdings III GP L.P., its general partner | |
| By: | Blackstone Holdings III GP Management L.L.C., its general partner | |
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BLACKSTONE PARTICIPATION PARTNERSHIP V L.P. | ||
| By: | BCP V Side-by-Side GP L.L.C., its general partner | |
| By: | Blackstone Holdings III L.P., its sole member | |
| By: | Blackstone Holdings III GP L.P., its general partner | |
| By: | Blackstone Holdings III GP Management L.L.C., its general partner | |
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BLACKSTONE FAMILY INVESTMENT PARTNERSHIP V-SMD L.P. | ||
| By: | Blackstone Family GP L.L.C., its general partner | |
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BCP V CO-INVESTORS L.P. | ||
| By: | Blackstone Management Associates V L.L.C.,its general partner | |
| By: | BMA V L.L.C., its sole member | |
| By: | Blackstone Holdings III L.P., its managing member | |
| By: | Blackstone Holdings III GP L.P., its general partner | |
| By: | Blackstone Holdings III GP Management L.L.C., its general partner | |
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BLACKSTONE MANAGEMENT ASSOCIATES V L.L.C. | ||
| By: | BMA V L.L.C., its sole member | |
| By: | Blackstone Holdings III L.P., its managing member | |
| By: | Blackstone Holdings III GP L.P., its general partner | |
| By: | Blackstone Holdings III GP Management L.L.C., its general partner | |
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BMA V L.L.C. | ||
| By: Blackstone Holdings III L.P., its sole member | ||
| Blackstone Holdings III GP L.P., its general partner | ||
| Blackstone Holdings III GP Management L.L.C., its general partner | ||
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BCP V SIDE-BY-SIDE GP L.L.C. | ||
| By: Blackstone Holdings III L.P., its sole member | ||
| Blackstone Holdings III GP L.P., its general partner | ||
| Blackstone Holdings III GP Management L.L.C., its general partner | ||
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BLACKSTONE FAMILY GP L.L.C. | ||
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BLACKSTONE HOLDINGS III L.P. | ||
| By: | Blackstone Holdings III GP L.P., its general partner | |
| By: | Blackstone Holdings III GP Management L.L.C., its general partner | |
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Chief Legal Officer | |
| BLACKSTONE HOLDINGS III GP L.P. | ||
| By: | Blackstone Holdings III GP Management L.L.C., its general partner | |
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BLACKSTONE HOLDINGS III GP MANAGEMENT L.L.C. | ||
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| THE BLACKSTONE GROUP INC. | ||
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| BLACKSTONE GROUP MANAGEMENT L.L.C. | ||
| By: | /s/ Tabea Y. Hsi | |
| Name: | Tabea Y. Hsi | |
| Title: | Senior Managing Director | |
| STEPHEN A. SCHWARZMAN | ||
| /s/ Stephen A. Schwarzman | ||
| Name: | Stephen A. Schwarzman | |
[The Michaels Companies, Inc. - Schedule 13G/A]