SEC Form 3
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
or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL	

OMB Number:	
3235-0104	

Estimated average burden	

hours per response:	
0.5	

	

	
1. Name and Address of Reporting Person *
Catterton Managing Partner VI, L.L.C.	

(Last)	
(First)	
(Middle)	

599 WEST PUTNAM AVENUE	

 	

(Street)
GREENWICH	
CT	
06830	

(City)	
(State)	
(Zip)	

	2. Date of Event Requiring Statement (Month/Day/Year)
08/07/2012	3. Issuer Name and Ticker or Trading Symbol
Bloomin' Brands, Inc. [ BLMN ]	 	
 	 	4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
 	
Director	
X	
10% Owner	

 	
Officer (give title below)	
 	
Other (specify below)	

 	

 	5. If Amendment, Date of Original Filed (Month/Day/Year)
	 	 	 	
 	 	 	6. Individual or Joint/Group Filing (Check Applicable Line)
 	
Form filed by One Reporting Person	

X	
Form filed by More than One Reporting Person	

	 	 	 	
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	14,500,000	I	See Footnotes(1)(2)	
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: 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	 	 	 	 	
1. Name and Address of Reporting Person*
Catterton Managing Partner VI, L.L.C.	

(Last)	
(First)	
(Middle)	

599 WEST PUTNAM AVENUE	

 	

(Street)
GREENWICH	
CT	
06830	

(City)	
(State)	
(Zip)	

	
1. Name and Address of Reporting Person*
Catterton Partners VI - Kangaroo, L.P.	

(Last)	
(First)	
(Middle)	

599 WEST PUTNAM AVENUE	

 	

(Street)
GREENWICH	
CT	
06830	

(City)	
(State)	
(Zip)	

	
1. Name and Address of Reporting Person*
Catterton Partners VI - Kangaroo Coinvest, L.P.	

(Last)	
(First)	
(Middle)	

599 WEST PUTNAM AVENUE	

 	

(Street)
GREENWICH	
CT	
06830	

(City)	
(State)	
(Zip)	

	
1. Name and Address of Reporting Person*
CP6 Management, L.L.C.	

(Last)	
(First)	
(Middle)	

599 WEST PUTNAM AVENUE	

 	

(Street)
GREENWICH	
CT	
06830	

(City)	
(State)	
(Zip)	

	
1. Name and Address of Reporting Person*
Dahnke Scott Arnold	

(Last)	
(First)	
(Middle)	

599 WEST PUTNAM AVENUE	

 	

(Street)
GREENWICH	
CT	
06830	

(City)	
(State)	
(Zip)	

	
Explanation of Responses:	
1. Represents shares of the Issuer held by Catterton Partners VI-Kangaroo, L.P ("Catterton Partners VI") and Catterton Partners VI-Kangaroo Coinvest, L.P. ("Catterton Partners VI-Coinvest"). Catterton Managing Partner VI, L.L.C. ("Catterton Managing Partner" and together with Catterton Partners VI, Catterton Partners VI-Coinvest and CP6 Management, L.L.C., the "Catterton Entities") is the general partner of Catterton Partners VI and Catterton Partners VI-Coinvest. CP6 Management, L.L.C. is the managing partner of Catterton Managing Partner and Scott A. Dahnke is a member of the Managing Board of CP6 Management, L.L.C. (Continued in Footnote 2)	
2. (Continued from Footnote 1) By virtue of these relationships, Catterton Managing Partner and Scott A. Dahnke may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by the Catterton Entities. Catterton Managing Partner, Scott A. Dahnke and each of the Catterton Entities expressly disclaim beneficial ownership of such securities, except to the extent of its pecuniary interest therein.	
 	/s/ Scott A. Dahnke, Authorized Person	08/07/2012	
 	** Signature of Reporting Person	Date	
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.	
* 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).	
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.	
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.	

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitute and
appoint each of Joseph J. Kadow, David J. Deno, Kelly Lefferts, Janet A. Spreen
and Elizabeth K. Riotte signing singly, the undersigned's true and lawful
attorney- in-fact to:

1.     execute for and on behalf of the undersigned a Form ID and
Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities
Exchange Act of 1934 and the rules; and

2.     do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any
such Form ID and Form 3, 4 or 5, complete and execute any amendment or
amendments thereto, and timely file such form with the United States
Securities and Exchange Commission and any stock exchange or similar
authority.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever  requisite,
necessary, or proper to be done in the exercise of any of the  rights and powers
herein granted, as fully to all intents and purposes as  the undersigned might
or could do if personally present, with full power  of substitution or
revocation, hereby ratifying and confirming all that  such attorney-in-fact, or
such attorney-in-fact's substitute or  substitutes, shall lawfully do or cause
to be done by virtue of this power  of attorney and the rights and powers herein
granted.  The undersigned  acknowledges that the foregoing attorneys-in-fact, in
serving in such  capacity at the request of the undersigned, are not assuming,
nor is the  Company assuming, any of the undersigned's responsibilities to
comply with  Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by Bloomin'
Brands, Inc., a Delaware corporation, unless earlier revoked by the undersigned
in a signed writing delivered to the foregoing attorneys- in-fact.

IN WITNESS WHEREOF, the undersigned have caused this Power of Attorney to
be executed as of August 2, 2012.

CATTERTON MANAGING PARTNER VI, L.L.C.

By: CP6 Management, L.L.C.,
its managing member

By: /s/Scott A. Dahnke
-----------------------------
Name: Scott A. Dahnke
Title: Authorized Person

CATTERTON PARTNERS VI-KANGAROO, L.P.

By: Catterton Managing Partner VI, L.L.C.
its general partner

By: CP6 Management, L.L.C.,
its managing member

By: /s/Scott A. Dahnke
-----------------------------
Name: Scott A. Dahnke
Title: Authorized Person

CATTERTON PARTNERS VI-KANGAROO, COINVEST, L.P.

By: Catterton Managing Partner VI, L.L.C.
its general partner

By: CP6 Management, L.L.C.,
its managing member

By: /s/Scott A. Dahnke
-----------------------------
Name: Scott A. Dahnke
Title: Authorized Person

CP6 MANAGEMENT, L.L.C.

By: /s/Scott A. Dahnke
-----------------------------
Name: Scott A. Dahnke
Title: Authorized Person

/s/Scott A. Dahnke
-----------------------------
Scott A. Dahnke