0001104659-20-140194.txt : 20201229
0001104659-20-140194.hdr.sgml : 20201229
20201229170809
ACCESSION NUMBER: 0001104659-20-140194
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201224
FILED AS OF DATE: 20201229
DATE AS OF CHANGE: 20201229
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MADISON DEARBORN PARTNERS LLC
CENTRAL INDEX KEY: 0001181100
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11993
FILM NUMBER: 201423183
BUSINESS ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA
STREET 2: 70 WEST MADISON STREET, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
BUSINESS PHONE: 3128951000
MAIL ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA
STREET 2: 70 WEST MADISON STREET, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MADISON DEARBORN PARTNERS VI-A&C, L.P.
CENTRAL INDEX KEY: 0001740973
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11993
FILM NUMBER: 201423184
BUSINESS ADDRESS:
STREET 1: 70 WEST MADISON STREET, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
BUSINESS PHONE: (312) 895-1000
MAIL ADDRESS:
STREET 1: 70 WEST MADISON STREET, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Madison Dearborn Capital Partners VI-A, L.P.
CENTRAL INDEX KEY: 0001417975
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11993
FILM NUMBER: 201423185
BUSINESS ADDRESS:
STREET 1: Three First National Plaza
STREET 2: SUITE 4600
CITY: Chicago
STATE: IL
ZIP: 60602
BUSINESS PHONE: (312) 895-1000
MAIL ADDRESS:
STREET 1: Three First National Plaza
STREET 2: SUITE 4600
CITY: Chicago
STATE: IL
ZIP: 60602
FORMER NAME:
FORMER CONFORMED NAME: Madison Dearborn Capital Partners VI-A LP
DATE OF NAME CHANGE: 20071108
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MDP HC HOLDINGS, LLC
CENTRAL INDEX KEY: 0001639951
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11993
FILM NUMBER: 201423186
BUSINESS ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
BUSINESS PHONE: 312-985-1000
MAIL ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HC GROUP HOLDINGS I, LLC
CENTRAL INDEX KEY: 0001639949
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11993
FILM NUMBER: 201423187
BUSINESS ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
BUSINESS PHONE: 312-985-1000
MAIL ADDRESS:
STREET 1: THREE FIRST NATIONAL PLAZA, SUITE 4600
CITY: CHICAGO
STATE: IL
ZIP: 60602
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FINNEGAN PAUL J
CENTRAL INDEX KEY: 0001182031
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11993
FILM NUMBER: 201423188
MAIL ADDRESS:
STREET 1: PO BOX 2000
STREET 2: 3905 DAKOTA STREET SW
CITY: ALEXANDRIA
STATE: MN
ZIP: 56308
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MENCOFF SAMUEL M
CENTRAL INDEX KEY: 0001219630
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11993
FILM NUMBER: 201423189
MAIL ADDRESS:
STREET 1: BUCKEYE TECHNOLOGIES INC
STREET 2: 1001 TILLMAN STREET
CITY: MEMPHIS
STATE: TN
ZIP: 38112
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Option Care Health, Inc.
CENTRAL INDEX KEY: 0001014739
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082]
IRS NUMBER: 050489664
STATE OF INCORPORATION: CO
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1600 BROADWAY
STREET 2: SUITE 700
CITY: DENVER
STATE: CO
ZIP: 80202
BUSINESS PHONE: 720 697 5200
MAIL ADDRESS:
STREET 1: 1600 BROADWAY
STREET 2: SUITE 700
CITY: DENVER
STATE: CO
ZIP: 80202
FORMER COMPANY:
FORMER CONFORMED NAME: BioScrip, Inc.
DATE OF NAME CHANGE: 20050314
FORMER COMPANY:
FORMER CONFORMED NAME: MIM CORP
DATE OF NAME CHANGE: 19960516
4
1
a4.xml
4
X0306
4
2020-12-24
0
0001014739
Option Care Health, Inc.
OPCH
0001181100
MADISON DEARBORN PARTNERS LLC
C/O MADISON DEARBORN PARTNERS, LLC
70 W MADISON STREET, SUITE 4600
CHICAGO
IL
60602
1
0
1
0
0001740973
MADISON DEARBORN PARTNERS VI-A&C, L.P.
C/O MADISON DEARBORN PARTNERS, LLC
70 W MADISON STREET, SUITE 4600
CHICAGO
IL
60602
1
0
1
0
0001417975
Madison Dearborn Capital Partners VI-A, L.P.
C/O MADISON DEARBORN PARTNERS, LLC
70 W MADISON STREET, SUITE 4600
CHICAGO
IL
60602
1
0
1
0
0001639951
MDP HC HOLDINGS, LLC
C/O MADISON DEARBORN PARTNERS, LLC
70 W MADISON STREET, SUITE 4600
CHICAGO
IL
60602
1
0
1
0
0001639949
HC GROUP HOLDINGS I, LLC
C/O MADISON DEARBORN PARTNERS, LLC
70 W MADISON STREET, SUITE 4600
CHICAGO
IL
60602
1
0
1
0
0001182031
FINNEGAN PAUL J
C/O MADISON DEARBORN PARTNERS, LLC
70 W MADISON STREET, SUITE 4600
CHICAGO
IL
60602
1
0
1
0
0001219630
MENCOFF SAMUEL M
C/O MADISON DEARBORN PARTNERS, LLC
70 W MADISON STREET, SUITE 4600
CHICAGO
IL
60602
1
0
1
0
Common Stock, par value $0.0001
2020-12-24
4
J
0
7048357
D
114930771
I
See footnotes
Common Stock, par value $0.0001
2020-12-29
4
S
0
600000
15
D
114330771
I
See footnotes
Represents the forfeiture of shares of common stock issued to HC Group Holdings I, LLC ("HC I") in conjunction with the Agreement and Plan of Merger, dated as of March 14, 2019, by and among Option Care Health, Inc. (the "Issuer"), HC Group Holdings II, Inc., HC I, HC Group Holdings III, Inc., Beta Sub, Inc. and Beta Sub, LLC, to prevent dilution related to the vesting of certain outstanding unvested restricted stock units of the Issuer held by Home Solutions, Inc. The shares were forfeited to the Issuer for cancellation on December 24, 2020 as a result of the non-satisfaction of the vesting criteria in respect of such restricted stock units.
Consists of (i) 114,865,391 shares of common stock held by HC I, (ii) 5,418 shares of common stock held by Elizabeth Q. Betten, which were issued to Ms. Betten upon vesting of certain restricted stock units ("RSUs") received by Ms. Betten in her capacity as a director of the Issuer, (iii) 5,418 shares of common stock held by Timothy Sullivan, which were issued to Mr. Sullivan upon vesting of certain RSUs received by Mr. Sullivan in his capacity as a director of the Issuer, and (iv) 54,544 RSUs awarded to Ms. Betten and Mr. Sullivan in their capacity as directors of the Issuer.
MDP HC Holdings, LLC ("MDP HC") is the controlling equityholder of HC I. Madison Dearborn Capital Partners VI-A, L.P. ("MDCP VI-A") is a controlling equityholder and Manager of MDP HC. Madison Dearborn Partners VI-A&C, L.P. ("MDP VI-A&C") is the general partner of MDCP VI-A. Madison Dearborn Partners, LLC ("MDP LLC") is the general partner of MDP VI-A&C. Elizabeth Q. Betten and Timothy P. Sullivan are Managing Directors of MDP LLC, limited partners of MDP VI-A&C, serve on the board of managers of HC I and serve on the board of directors of the Issuer. Paul J. Finnegan and Samuel M. Mencoff are the sole members of a limited partner committee that (by majority vote) controls investment decisions of shares held directly by MDCP VI-A, and may be deemed to control the disposition of shares of Common Stock held directly by HC I.
(Continued from Footnote 3) By virtue of the relationships described in this footnote, Ms. Betten and Messrs. Sullivan, Finnegan and Mencoff may be deemed to exercise voting and dispositive power with respect to the shares of Common Stock held by HC I. Each of Mr. Finnegan, Mr. Mencoff, Mr. Sullivan, Ms. Betten, MDP LLC, MDP VI-A&C, MDCP VI-A and MDP HC disclaims beneficial ownership of the shares of Common Stock owned by HC I except to the extent of its pecuniary interest therein.
The other beneficial owners of the reported securities have separately filed Form 4s.
The per share sale price reported in this Form 4 does not reflect reduction for underwriting discounts.
Consists of (i) 114,265,391 shares of common stock held by HC I, (ii) 5,418 shares of common stock held by Elizabeth Q. Betten, which were issued to Ms. Betten upon vesting of certain RSUs received by Ms. Betten in her capacity as a director of the Issuer, (iii) 5,418 shares of common stock held by Timothy Sullivan, which were issued to Mr. Sullivan upon vesting of certain RSUs received by Mr. Sullivan in his capacity as a director of the Issuer, and (iv) 54,544 RSUs awarded to Ms. Betten and Mr. Sullivan in their capacity as directors of the Issuer.
/s/ Annie Terry, by power of attorney for Mr. Mencoff
2020-12-29
/s/ Annie Terry, by power of attorney for Mr. Finnegan
2020-12-29
/s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC
2020-12-29
/s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the General Partner of Madison Dearborn Partners VI-A&C, L.P.
2020-12-29
/s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the ultimate General Partner of Madison Dearborn Capital Partners VI-A, L.P.
2020-12-29
/s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the ultimate General Partner of Madison Dearborn Capital Partners VI-A, L.P., which is the controlling equityholder of MDP HC Holdings, LLC
2020-12-29
/s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the ultimate General Partner of Madison Dearborn Capital Partners VI-A, L.P.,
2020-12-29
which is the controlling equityholder of MDP HC Holdings, LLC, which in turn is the controlling equityholder of HC Group Holdings I, LLC
2020-12-29