0001104659-21-151679.txt : 20211220 0001104659-21-151679.hdr.sgml : 20211220 20211220160622 ACCESSION NUMBER: 0001104659-21-151679 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211217 FILED AS OF DATE: 20211220 DATE AS OF CHANGE: 20211220 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: 211505296 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: 211505301 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: 211505297 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: 211505300 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: 211505299 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: 211505298 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 tm2135762-2_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-12-17 1 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 0 0 0 1 Former 10% Owner and Director 0001740973 MADISON DEARBORN PARTNERS VI-A&C, L.P. C/O MADISON DEARBORN PARTNERS, LLC 70 W MADISON STREET, SUITE 4600 CHICAGO IL 60602 0 0 0 1 Former 10% Owner and Director 0001417975 Madison Dearborn Capital Partners VI-A, L.P. C/O MADISON DEARBORN PARTNERS, LLC 70 W MADISON STREET, SUITE 4600 CHICAGO IL 60602 0 0 0 1 Former 10% Owner and Director 0001639951 MDP HC HOLDINGS, LLC C/O MADISON DEARBORN PARTNERS, LLC 70 W MADISON STREET, SUITE 4600 CHICAGO IL 60602 0 0 0 1 Former 10% Owner and Director 0001182031 FINNEGAN PAUL J C/O MADISON DEARBORN PARTNERS, LLC 70 W MADISON STREET, SUITE 4600 CHICAGO IL 60602 0 0 0 1 Former 10% Owner and Director 0001219630 MENCOFF SAMUEL M C/O MADISON DEARBORN PARTNERS, LLC 70 W MADISON STREET, SUITE 4600 CHICAGO IL 60602 0 0 0 1 Former 10% Owner and Director Common Stock, par value $0.0001 2021-12-17 4 J 0 37247092 D 0 I See footnotes Common Stock, par value $0.0001 56994 I By Samuel M. Mencoff Common Stock, par value $0.0001 56995 I By Paul J. Finnegan In connection with the merger transaction on December 17, 2021 (the "Reorganization Merger"), an affiliate of Walgreens Boots Alliance, Inc. acquired control over HC Group Holdings I, LLC, a Delaware limited liability company ("HC I"), which directly held 37,247,092 shares of the Issuer's Common Stock (the "HC I Shares") as previously reflected on the Reporting Persons' filings. As a result of the Reorganization Merger, the Reporting Persons ceased to have voting or dispositive power over the HC I Shares but experienced no change in pecuniary interest because the Reporting Persons had no pecuniary interest in the HC I Shares. MDP HC was formerly 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, served 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. (Continued from Footnote 2) 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 reported securities. 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 reported securities except to the extent of its pecuniary interest therein. The other beneficial owners of the reported securities have separately filed Form 4s. The reported securities are shares of common stock directly held by Mr. Mencoff. With the exception of Mr. Mencoff, each of the reporting persons disclaim any pecuniary interest in such securities. The reported securities are shares of common stock directly held by Mr. Finnegan. With the exception of Mr. Finnegan, each of the reporting persons disclaim any pecuniary interest in such securities. This filing constitutes an exit filing for (i) MDP HC, (ii) MDCP VI-A, (iii) MDP VI-A&C, (iv) MDP LLC, (v) Mr. Mencoff and (vi) Mr. Finnegan (collectively, the "Reporting Persons"), as the Reporting Persons are no longer subject to Section 16 of the Exchange Act as a result of the Transaction reported above. /s/ Annie Terry, by power of attorney for Mr. Mencoff 2021-12-20 /s/ Annie Terry, by power of attorney for Mr. Finnegan 2021-12-20 /s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC 2021-12-20 /s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the General Partner of Madison Dearborn Partners VI-A&C, L.P. 2021-12-20 /s/ Annie Terry, Managing Director of Madison Dearborn Partners, LLC, the ultimate General Partner of Madison Dearborn Capital Partners VI-A, L.P. 2021-12-20 /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 2021-12-20