-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D/ndhMeV/NS/ucnizNC8bdIUjbwBntKThvmx4kQU0TMXrDgnAPqFzuydGzQepBch m5zLp0XRXktzAKQVz6mgSA== 0000904454-10-000036.txt : 20100203 0000904454-10-000036.hdr.sgml : 20100203 20100203172952 ACCESSION NUMBER: 0000904454-10-000036 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100203 DATE AS OF CHANGE: 20100203 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SELECT MEDICAL HOLDINGS CORP CENTRAL INDEX KEY: 0001320414 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOSPITALS [8060] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-85191 FILM NUMBER: 10571703 BUSINESS ADDRESS: STREET 1: C/O SELECT MEDICAL CORP STREET 2: 4716 OLD GETTYSBURG RD CITY: MECHANICSBURG STATE: PA ZIP: 17055 MAIL ADDRESS: STREET 1: C/O SELECT MEDICAL CORP STREET 2: 4716 OLD GETTYSBURG RD CITY: MECHANICSBURG STATE: PA ZIP: 17055 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: THOMA CRESSEY FUND VII LP CENTRAL INDEX KEY: 0001120945 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 233 SOUTH WACKER DRIVE STREET 2: SEARS TOWER SUITE 9200 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312-777-4433 MAIL ADDRESS: STREET 1: 233 SOUTH WACKER DRIVE STREET 2: SEARS TOWER SUITE 9200 CITY: CHICAGO STATE: IL ZIP: 60606 SC 13G 1 s13g_020310-selmedhold.htm SCHED 13G FOR SELECT MEDICAL HOLDINGS CORP BY THOMA CRESSEY FUND VII

CUSIP No. 81619Q105

Page 1 of 10 Pages

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

 

(Amendment No __)*

 

 

Select Medical Holdings Corporation

(Name of Issuer)

 

Common Stock, $0.001 par value

(Title of Class of Securities)

 

81619Q105

(CUSIP Number)

 

September 24, 2009

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

 

o

Rule 13d-1(b)

 

o

Rule 13d-1(c)

 

x

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. 81619Q105

Page 2 of 10 Pages

 

 

1.

Name of Reporting Person

Thoma Cressey Fund VII, L.P.

 

I.R.S. Identification

No. of Above Person

(Entities Only)

Not Applicable

2.

Check the Appropriate Box

if a Member of a Group

(a) x

(b) o

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

7,202,876

6.

Shared Voting
Power

-0-

7.

Sole Dispositive
Power

7,202,876

8.

Shared Dispositive Power

-0-

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,202,876

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

 

 

o

11.

Percent of Class Represented by Amount in Row (9)

4.5%

12.

Type of Reporting Person

PN

 

 


CUSIP No. 81619Q105

Page 3 of 10 Pages

 

1.

Name of Reporting Person

Thoma Cressey Friends Fund VII, L.P.

 

I.R.S. Identification

No. of Above Person

(Entities Only)

Not Applicable

2.

Check the Appropriate Box

if a Member of a Group

(a) x

(b) o

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

112,511

6.

Shared Voting
Power

-0-

7.

Sole Dispositive
Power

112,511

8.

Shared Dispositive Power

-0-

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

112,511

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

 

 

o

11.

Percent of Class Represented by Amount in Row (9)

Less than 0.1%

12.

Type of Reporting Person

PN

 

 


CUSIP No. 81619Q105

Page 4 of 10 Pages

 

1.

Name of Reporting Person

Thoma Cressey Fund VI, L.P.

 

I.R.S. Identification

No. of Above Person

(Entities Only)

Not Applicable

2.

Check the Appropriate Box

if a Member of a Group

(a) x

(b) o

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

5,472,015

6.

Shared Voting
Power

-0-

7.

Sole Dispositive
Power

5,472,015

8.

Shared Dispositive Power

-0-

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

5,472,015

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

 

 

o

11.

Percent of Class Represented by Amount in Row (9)

3.4%

12.

Type of Reporting Person

PN

 

 


CUSIP No. 81619Q105

Page 5 of 10 Pages

 

1.

Name of Reporting Person

Thoma Cressey Friends Fund VI, L.P.

 

I.R.S. Identification

No. of Above Person

(Entities Only)

Not Applicable

2.

Check the Appropriate Box

if a Member of a Group

(a) x

(b) o

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

54,720

6.

Shared Voting
Power

-0-

7.

Sole Dispositive
Power

54,720

8.

Shared Dispositive Power

-0-

9.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

54,720

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares

 

 

o

11.

Percent of Class Represented by Amount in Row (9)

Less than 0.1%

12.

Type of Reporting Person

PN

 

 


CUSIP No. 81619Q105

Page 6 of 10 Pages

 

Schedule 13G

 

Item 1.

 

 

(a)

Name of Issuer:

 

 

Select Medical Holdings Corporation

 

 

(b)

Address of Issuer’s Principal Executive Offices:

 

4714 Gettysburg Road

Mechanicsburg, PA 17055

 

Item 2.

 

 

(a)

Name of Person Filing:

 

This statement is being filed by Thoma Cressey Fund VII, L.P., a Delaware limited partnership ("TC VII"), Thoma Cressey Friends Fund VII, L.P., a Delaware limited partnership ("TC Friends VII"), Thoma Cressey Fund VI, L.P., a Delaware limited partnership ("TC VI"), and Thoma Cressey Friends Fund VI, L.P., a Delaware limited partnership (“TC Friends VI”) (each a “Reporting Person” and together, the “Reporting Persons”). The Reporting Persons are making this single, joint filing because they may be deemed to constitute a “group” within the meaning of Section 13(d)(3) the Securities Exchange Act of 1934, as amended.

 

(b)

Address of Principal Business Office of each Reporting Person:

 

c/o Thoma Cressey Bravo

9200 Sears Tower

233 South Wacker Drive

Chicago, IL 60606

 

 

(c)

Place of Organization of each Reporting Person:

 

Delaware

 

 

(d)

Title of Class of Securities:

 

Common Stock, $0.001 par value

 

 

(e)

CUSIP Number:

 

81619Q105

 


CUSIP No. 81619Q105

Page 7 of 10 Pages

 

Item 3.

Statements filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c):

 

Not Applicable.

 

Item 4.

Ownership.

 

 

(a) through (c):

 

The information requested hereunder is set forth in Items 5 through 9 and 11 of the cover pages to this Schedule 13G. The ownership percentages are based on 159,980,544 shares of Common Stock outstanding as of December 31, 2009.

 

Item 5.

Ownership of Five Percent or Less of a Class.

 

 

Not Applicable.

 

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 or Control Person.

 

 

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group.

 

 

See Exhibit 2.

 

Item 9.

Notice of Dissolution of Group.

 

 

Not applicable.

 

Item 10.

Certification.

 

 

Not applicable.

 

 


CUSIP No. 81619Q105

Page 8 of 10 Pages

 

SIGNATURE````````````````````````

 

After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

Dated: February 3, 2010

 

 

THOMA CRESSEY FUND VII, L.P.

By TC Partners VII, L.P., its general partner

By Thoma Cressey Bravo, Inc., its general partner

 

 

By:

/s/ Carl D. Thoma

 

 

President

 

THOMA CRESSEY FRIENDS FUND VII, L.P.

By TC Partners VII, L.P., its general partner

By Thoma Cressey Bravo, Inc., its general partner

 

 

By:

/s/ Carl D. Thoma

 

 

President

 

 

THOMA CRESSEY FUND VI, L.P.

By TC Partners VI, L.P., its general partner

By Thoma Cressey Bravo, Inc., its general partner

 

 

By:

/s/ Carl D. Thoma

 

 

President

 

THOMA CRESSEY FRIENDS FUND VI, L.P.

By TC Partners VI, L.P., its general partner

By Thoma Cressey Bravo, Inc., its general partner

 

 

By:

/s/ Carl D. Thoma

 

 

President

 

 


CUSIP No. 81619Q105

Page 9 of 10 Pages

 

Exhibit 1

 

JOINT FILING AGREEMENT

 

The undersigned hereby agree, in compliance with the provisions of Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, that the Schedule 13G to which this Agreement is attached as an Exhibit, and any amendments thereto, will be filed with the Securities and Exchange Commission jointly on behalf of each of them.

 

Dated: February 3, 2010

 

 

THOMA CRESSEY FUND VII, L.P.

By TC Partners VII, L.P., its general partner

By Thoma Cressey Bravo, Inc., its general partner

 

 

By:

/s/ Carl D. Thoma

 

 

President

 

THOMA CRESSEY FRIENDS FUND VII, L.P.

By TC Partners VII, L.P., its general partner

By Thoma Cressey Bravo, Inc., its general partner

 

 

By:

/s/ Carl D. Thoma

 

 

President

 

 

THOMA CRESSEY FUND VI, L.P.

By TC Partners VI, L.P., its general partner

By Thoma Cressey Bravo, Inc., its general partner

 

 

By:

/s/ Carl D. Thoma

 

 

President

 

THOMA CRESSEY FRIENDS FUND VI, L.P.

By TC Partners VI, L.P., its general partner

By Thoma Cressey Bravo, Inc., its general partner

 

 

By:

/s/ Carl D. Thoma

 

 

President

 

 


CUSIP No. 81619Q105

Page 10 of 10 Pages

 

Exhibit 2

 

Identification and Classification of Members of the Group  

 

Thoma Cressey Fund VII, L.P., Thoma Cressey Friends Fund VII, L.P., Thoma Cressey Fund VI, L.P. and Thoma Cressey Friends Fund VI, L.P. are filing this statement on Schedule 13G as a group.

 

Thoma Cressey Fund VII, L.P. is a Delaware limited partnership. Its sole general partner is TC Partners VII, L.P., a Delaware limited partnership, whose sole general partner is Thoma Cressey Bravo, Inc., a Delaware corporation.

 

Thoma Cressey Friends Fund VII, L.P. is a Delaware limited partnership. Its sole general partner is TC Partners VII, L.P., a Delaware limited partnership, whose sole general partner is Thoma Cressey Bravo, Inc., a Delaware corporation.

 

Thoma Cressey Fund VI, L.P. is a Delaware limited partnership. Its sole general partner is TC Partners VI, L.P., a Delaware limited partnership, whose sole general partner is Thoma Cressey Bravo, Inc., a Delaware corporation.

 

Thoma Cressey Friends Fund VI, L.P. is a Delaware limited partnership. Its sole general partner is TC Partners VI, L.P., a Delaware limited partnership, whose sole general partner is Thoma Cressey Bravo, Inc., a Delaware corporation.

 

 

 

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