0001104659-21-114811.txt : 20210910 0001104659-21-114811.hdr.sgml : 20210910 20210910211819 ACCESSION NUMBER: 0001104659-21-114811 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210909 FILED AS OF DATE: 20210910 DATE AS OF CHANGE: 20210910 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: 211248374 MAIL ADDRESS: STREET 1: BUCKEYE TECHNOLOGIES INC STREET 2: 1001 TILLMAN STREET CITY: MEMPHIS STATE: TN ZIP: 38112 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: 211248380 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: FINNEGAN PAUL J CENTRAL INDEX KEY: 0001182031 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11993 FILM NUMBER: 211248375 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: 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: 211248379 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: 211248378 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: 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: 211248376 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: 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: 211248377 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 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: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3000 LAKESIDE DR STREET 2: SUITE 300N CITY: BANNOCKBURN STATE: IL ZIP: 60015 BUSINESS PHONE: 312 940 2443 MAIL ADDRESS: STREET 1: 3000 LAKESIDE DR STREET 2: SUITE 300N CITY: BANNOCKBURN STATE: IL ZIP: 60015 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 tm2127396d2_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-09-09 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 2021-09-09 4 S 0 9200000 26.90 D 37960171 I See footnotes The per share sale price reported in this Form 4 does not reflect reduction for underwriting discounts. Consists of (i) 37,865,391 shares of common stock held by HC Group Holdings I, LLC ("HC I"), (ii) 10,895 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) 10,895 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) 72,990 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 VIA& 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 2021-09-10 /s/ Annie Terry, by power of attorney for Mr. Finnegan 2021-09-10 /s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC 2021-09-10 /s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the General Partner of Madison Dearborn Partners VI-A&C, L.P. 2021-09-10 /s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the ultimate General Partner of Madison Dearborn Capital Partners VI-A, L.P. 2021-09-10 /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 2021-09-10 /s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the ultimate General Partner of Madison Dearborn Capital Partners VI-A, L.P., 2021-09-10 which is the controlling equityholder of MDP HC Holdings, LLC, which in turn is the controlling equityholder of HC Group Holdings I, LLC 2021-09-10