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 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/23/2004 |
3. Issuer Name and Ticker or Trading Symbol
RES CARE INC /KY/ [ RSCR ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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, no par value | 3,700,000(1) | D | |
Common Stock, no par value | 3,700,000(1) | I | By Onex Partners LP(1)(2) |
Common Stock, no par value | 3,700,000(1) | I | By Onex Partners LP(1)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 | ||||
Series A Convertible Preferred Stock | 06/23/2004 | (4) | Common Stock, no par value | 4,809,500(1) | $10.5 | D | |
Series A Convertible Preferred Stock | 06/23/2004 | (4) | Common Stock, no par value | 4,809,500(1) | $10.5 | I | By Onex Partners LP(1)(2) |
Series A Convertible Preferred Stock | 06/23/2004 | (4) | Common Stock, no par value | 4,809,500(1) | $10.5 | I | By Onex Partners LP(1)(3) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Pursuant to Instruction 5(b)(v) of Form 3 and the Joint Filing Agreement dated June 29, 2004, among the beneficial owners named therein, this Statement is filed jointly by Onex Partners LP and the other reporting persons identified herein. An aggregate of 8,509,500 shares of common stock, including 4,809,500 shares issuable upon conversion of the Series A Convertible Preferred Stock, are owned directly by Onex Partners LP and three affiliated investment entities, Onex American Holdings II LLC, Onex US Principals LP and ResCare Executive Investco LLC. |
2. Onex Corporation indirectly controls Onex Partners LP, Onex American Holdings II LLC and Onex US Principals LP. Onex Capital Corporation controls ResCare Executive Investco LLC. |
3. Gerald W. Schwartz is the indirect holder of all of the issued and outstanding shares of Multiple Voting Shares and Subordinate Voting Shares of Onex Corporation, ownership of which entitles Mr. Schwartz to elect 67.9% of the members of Onex's Board of Directors. Mr. Schwartz indirectly controls Onex Capital Corporation and ResCare Executive Investco LLC. Mr. Schwartz disclaims beneficial ownership of the shares reported on this Statement. |
4. No expiration date. |
Remarks: |
Exhibits to Form 3: 24.1 -- Power of Attorney for Robert M. LeBlanc 24.2 -- Power of Attorney for Eric J. Rosen 99 -- Joint Filing Agreement dated June 29, 2004 (incorporated herein by reference to Exhibit 1 to Amendment No. 1 to Schedule 13D filed on June 29, 2004 by Onex Partners LP and the other reporting persons named therein) |
Robert M. Le Blanc, as Managing Director of Onex Partners Manager GP Inc., General Partner of Onex Partners Manager LP, Agent for Onex Partners GP LP, General Partner of Onex Partners LP | 06/29/2004 | |
Eric J. Rosen, as Managing Director of Onex Partners Manager GP Inc., General Partner of Onex Partners Manager LP, Agent for Onex Partners GP LP, General Partner of Onex Partners LP | 06/29/2004 | |
** 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. |