0001104659-21-021273.txt : 20210212
0001104659-21-021273.hdr.sgml : 20210212
20210212083143
ACCESSION NUMBER: 0001104659-21-021273
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210210
FILED AS OF DATE: 20210212
DATE AS OF CHANGE: 20210212
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: 21623022
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: 21623023
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: 21623024
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: 21623025
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: 21623026
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: 21623027
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: 21623028
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
2021-02-10
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
2020-12-10
4
S
0
17250000
18.50
D
97080771
I
See footnotes
The per share sale price reported in this Form 4 does not reflect reduction for underwriting discounts.
Consists of (i) 97,015,391 shares of common stock held by HC Group Holdings I, LLC ("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 Option Care Health, Inc. (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.
/s/ Annie Terry, by power of attorney for Mr. Mencoff
2021-02-12
/s/ Annie Terry, by power of attorney for Mr. Finnegan
2021-02-12
/s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC
2021-02-12
/s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the General Partner of Madison Dearborn Partners VI-A&C, L.P.
2021-02-12
/s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the ultimate General Partner of Madison Dearborn Capital Partners VI-A, L.P.
2021-02-12
/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
2021-02-12
/s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the ultimate General Partner of Madison Dearborn Capital Partners VI-A, L.P.,
2021-02-12
which is the controlling equityholder of MDP HC Holdings, LLC, which in turn is the controlling equityholder of HC Group Holdings I, LLC
2021-02-12