0000899243-23-012270.txt : 20230504 0000899243-23-012270.hdr.sgml : 20230504 20230504165218 ACCESSION NUMBER: 0000899243-23-012270 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230502 FILED AS OF DATE: 20230504 DATE AS OF CHANGE: 20230504 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WASSONG DAVID CENTRAL INDEX KEY: 0001233188 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39427 FILM NUMBER: 23889686 MAIL ADDRESS: STREET 1: C/O NEWLIGHT PARTNERS LP STREET 2: 390 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Yadav Ravi CENTRAL INDEX KEY: 0001782860 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39427 FILM NUMBER: 23889687 MAIL ADDRESS: STREET 1: C/O NEWLIGHT PARTNERS LP STREET 2: 390 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Newlight Harbour Point SPV LLC CENTRAL INDEX KEY: 0001820000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39427 FILM NUMBER: 23889689 BUSINESS ADDRESS: STREET 1: C/O NEWLIGHT PARTNERS LP STREET 2: 320 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 347-344-8399 MAIL ADDRESS: STREET 1: C/O NEWLIGHT PARTNERS LP STREET 2: 320 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: Newlight Harbor Point SPV LLC DATE OF NAME CHANGE: 20200803 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Newlight Partners LP CENTRAL INDEX KEY: 0001782866 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39427 FILM NUMBER: 23889690 BUSINESS ADDRESS: STREET 1: C/O NEWLIGHT PARTNERS LP STREET 2: 320 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 3473448399 MAIL ADDRESS: STREET 1: C/O NEWLIGHT PARTNERS LP STREET 2: 320 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Newlight GP LLC CENTRAL INDEX KEY: 0001782873 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39427 FILM NUMBER: 23889688 BUSINESS ADDRESS: STREET 1: C/O NEWLIGHT PARTNERS LP STREET 2: 390 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 3473448399 MAIL ADDRESS: STREET 1: C/O NEWLIGHT PARTNERS LP STREET 2: 390 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Oak Street Health, Inc. CENTRAL INDEX KEY: 0001564406 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HEALTH SERVICES [8000] IRS NUMBER: 843446686 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 30 W. MONROE ST., STE. 1200 CITY: CHICAGO STATE: IL ZIP: 60603 BUSINESS PHONE: 312-773-3374 MAIL ADDRESS: STREET 1: 30 W. MONROE ST., STE. 1200 CITY: CHICAGO STATE: IL ZIP: 60603 FORMER COMPANY: FORMER CONFORMED NAME: Oak Street Health, LLC DATE OF NAME CHANGE: 20121211 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-05-02 1 0001564406 Oak Street Health, Inc. OSH 0001782866 Newlight Partners LP 320 PARK AVENUE NEW YORK NY 10022 1 0 1 0 0001820000 Newlight Harbour Point SPV LLC C/O NEWLIGHT PARTNERS LP 320 PARK AVENUE NEW YORK NY 10022 0 0 1 0 0001782873 Newlight GP LLC C/O NEWLIGHT PARTNERS LP 320 PARK AVENUE NEW YORK NY 10022 0 0 1 0 0001782860 Yadav Ravi C/O NEWLIGHT PARTNERS LP 320 PARK AVENUE NEW YORK NY 10022 0 0 1 0 0001233188 WASSONG DAVID C/O NEWLIGHT PARTNERS LP 320 PARK AVENUE NEW YORK NY 10022 0 0 1 0 0 Common Stock, par value $0.001 2023-05-02 4 D 0 32550265 39.00 D 0 I See Footnote On February 7, 2023, Oak Street Health, Inc. (the "Issuer" or "Company"), entered into an Agreement and Plan of Merger with CVS Pharmacy, Inc. ("Parent"), Halo Merger Sub Corp., a wholly owned subsidiary of Parent ("Merger Sub"), and for the limited purposes set forth therein, CVS Health Corporation, the ultimate parent company of Parent, pursuant to which, on May 2, 2023, Merger Sub merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger, each share of the Issuer's common stock that was issued and outstanding as of immediately prior to the effective time of the Merger (including, for the avoidance of doubt, all of the reported securities) was automatically cancelled and converted into the right to receive $39.00 per share in cash, without interest. The reported securities were directly held by Newlight Harbour Point SPV LLC ("SPV"). Newlight Partners LP controls SPV and serves as the exclusive investment manager to its client in respect of shares held by SPV. The general partner of Newlight Partners LP is Newlight GP LLC. The sole members of Newlight GP LLC are Ravi Yadav and David Wassong. The Reporting Persons may have been deemed to be directors-by-deputization for the purpose of Section 16 of the Securities Exchange Act of 1934 as a result of the service of Srdjan Vukovic on the Board of Directors of the Company because Mr. Vukovic is an employee of Newlight Partners LP or one of its affiliates. Each of Newlight Partners LP, Newlight GP LLC, Ravi Yadav and David Wassong disclaimed beneficial ownership of the shares of Common Stock of the Company, except to the extent of its pecuniary interest therein, and the inclusion of the Common Stock in any Section 16 report by such Reporting Persons shall not be deemed to be an admission of beneficial ownership of the Common Stock for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Newlight Harbour Point SPV LLC, /s/ David Taylor, as attorney-in fact 2023-05-04 Newlight Partners LP, By: Newlight GP LLC, its general partner /s/ David Taylor, as attorney-in fact 2023-05-04 Newlight GP LLC, /s/ David Taylor, as attorney-in fact 2023-05-04 /s/ David Taylor, as attorney-in-fact for Ravi Yadav 2023-05-04 /s/ David Taylor, as attorney-in-fact for David Wassong 2023-05-04