0000899243-17-013840.txt : 20170519 0000899243-17-013840.hdr.sgml : 20170519 20170519120207 ACCESSION NUMBER: 0000899243-17-013840 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170518 FILED AS OF DATE: 20170519 DATE AS OF CHANGE: 20170519 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Genesis Healthcare, Inc. CENTRAL INDEX KEY: 0001351051 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SKILLED NURSING CARE FACILITIES [8051] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 101 EAST STATE STREET CITY: KENNETT SQUARE STATE: PA ZIP: 19348 BUSINESS PHONE: 610-444-6350 MAIL ADDRESS: STREET 1: 101 EAST STATE STREET CITY: KENNETT SQUARE STATE: PA ZIP: 19348 FORMER COMPANY: FORMER CONFORMED NAME: Skilled Healthcare Group, Inc. DATE OF NAME CHANGE: 20070209 FORMER COMPANY: FORMER CONFORMED NAME: SHG Holding Solutions Inc DATE OF NAME CHANGE: 20060126 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ONEX CORP CENTRAL INDEX KEY: 0000937226 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33459 FILM NUMBER: 17856954 BUSINESS ADDRESS: STREET 1: 161 BAY STREET STREET 2: P O BOX 700 CITY: TORONTO ONTARIO CANA STATE: A6 MAIL ADDRESS: STREET 1: 161 BAY STREET STREET 2: P O BOX 700 CITY: TORONTO ONTARIO CANA STATE: A6 FORMER NAME: FORMER CONFORMED NAME: ONEX CORP ET AL DATE OF NAME CHANGE: 19950209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Onex Real Estate Holdings III Inc. CENTRAL INDEX KEY: 0001558649 STATE OF INCORPORATION: DE FISCAL YEAR END: 1212 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33459 FILM NUMBER: 17856955 BUSINESS ADDRESS: STREET 1: 421 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 BUSINESS PHONE: (740) 223-7662 MAIL ADDRESS: STREET 1: 421 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Onex US Principals LP CENTRAL INDEX KEY: 0001297369 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33459 FILM NUMBER: 17856956 BUSINESS ADDRESS: STREET 1: 421 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 BUSINESS PHONE: (416) 362-7711 MAIL ADDRESS: STREET 1: 421 LEADER STREET CITY: MARION STATE: OH ZIP: 43302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ONEX PARTNERS LP CENTRAL INDEX KEY: 0001274486 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33459 FILM NUMBER: 17856957 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE STREET 2: 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHWARTZ GERALD W CENTRAL INDEX KEY: 0001275599 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33459 FILM NUMBER: 17856958 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-05-18 0 0001351051 Genesis Healthcare, Inc. GEN 0000937226 ONEX CORP 161 BAY STREET TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001275599 SCHWARTZ GERALD W 161 BAY STREET 49TH FLOOR TORONTO A6 M5J 2S1 ONTARIO, CANADA 0 0 1 0 0001274486 ONEX PARTNERS LP C/O ONEX INVESTMENT CORPORATION 712 FIFTH AVENUE NEW YORK NY 10019 0 0 1 0 0001297369 Onex US Principals LP 421 LEADER STREET MARION OH 43302 0 0 1 0 0001558649 Onex Real Estate Holdings III Inc. 421 LEADER STREET MARION OH 43302 0 0 1 0 Class B Common Stock 2017-05-18 4 S 0 188509 2.26 D 2007-05-18 Class A Common Stock 188509 11088832 D Class B Common Stock 2017-05-18 4 S 0 1149 2.26 D 2007-05-18 Class A Common Stock 1149 67572 D Class B Common Stock 2017-05-18 4 S 0 56555 2.26 D 2007-05-18 Class A Common Stock 56555 3326832 D Class B Common Stock 2017-05-18 4 S 0 246213 2.26 D 2007-05-18 Class A Common Stock 246213 14483236 I See footnote Class B Common Stock 2017-05-18 4 S 0 246213 2.26 D 2007-05-18 Class A Common Stock 246213 14483236 I See footnote Convertible on a one-for-one basis automatically upon transfer to a third party. No Expiration. Represents shares of Class B Common Stock directly owned by Onex Partners LP. All of the shares owned directly by Onex Partners LP are reported as beneficially owned by each of Onex Partners LP, Onex Corporation and Gerald W. Schwartz, notwithstanding the fact that each of Onex Corporation and Mr. Schwartz has a pecuniary interest of less than 100% of such shares. Each of Onex Partners LP, Onex Corporation and Mr. Schwartz disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares of Class B Common Stock directly owned by Onex US Principals LP. All of the shares directly owned by Onex US Principals LP are reported as beneficially owned by each of Onex US Principals LP, Onex Corporation and Mr. Schwartz, notwithstanding the fact that each of Onex Corporation and Mr. Schwartz has a pecuniary interest of less than 100% of such shares. Each of Onex US Principals LP, Onex Corporation and Mr.Schwartz disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares of Class B Common Stock directly owned by Onex Real Estate Holdings III Inc. All of the shares directly owned by Onex Real Estate Holdings III Inc. are reported as beneficially owned by each of Onex Real Estate Holdings III Inc., Onex Corporation and Mr. Schwartz, notwithstanding the fact that each of Onex Corporation and Mr. Schwartz has a pecuniary interest of less than 100% of such shares. Each of Onex Real Estate Holdings III Inc., Onex Corporation and Mr. Schwartz disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares of Class B Common Stock indirectly owned by Onex Corporation, and consists of shares owned directly by Onex Partners LP, Onex US Principals LP, and Onex Real Estate Holdings III Inc., as described in footnotes 3, 4, and 5 above. See footnote 7 for a description of the nature of Onex Corporation's indirect ownership of such shares. Onex Corporation may be deemed to beneficially own the shares of Class B Common Stock held directly by (a) Onex Partners LP, through its ownership of all of the common stock of Onex Partners GP Inc., the general partner of Onex Partners GP LP, the general partner of Onex Partners LP, (b) Onex US Principals LP, through its ownership of all of the equity of Onex American Holdings II LLC, which owns all of the equity of Onex American Holdings GP LLC, the general partner of Onex US Principals LP and (c) Onex Real Estate Holdings III Inc., through its ownership of all of the common stock of Onex Real Estate Holdings III Inc. Onex Corporation disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Represents shares of Class B Common Stock indirectly owned by Mr. Schwartz, and consists of shares beneficially owned by Onex Corporation. See footnote 9 for a description of the nature of Mr. Schwartz's indirect ownership of such shares. Mr. Schwartz, the Chairman, President and Chief Executive Officer of Onex Corporation, also indirectly holds a majority of the voting rights of the shares of Onex Corporation. As a result, he may be deemed to beneficially own all shares of Class B Common Stock beneficially owned by Onex Corporation (see footnote 7). Mr. Schwartz disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. /s/ Joshua Hausman, Managing Director of Onex Partners Manager GP ULC, the general partner of Onex Partners Manager LP, the agent of Onex Partners GP LP, the general partner of Onex Partners LP. 2017-05-19 /s/ Joshua Hausman, Director of Onex American Holdings GP LLC, the general partner of Onex US Principals LP. 2017-05-19 /s/ David Copeland, Vice President of Onex Real Estate Holdings III Inc. 2017-05-19 /s/ Christopher A. Govan, Chief Financial Officer of Onex Corporation 2017-05-19 /s/ Christopher A. Govan, attorney-in-fact for Gerald W. Schwartz. Power of Attorney incorporated by reference to the Schedule 13G/A with respect to Fly Leasing Limited filed by Gerald W. Schwartz (and the other signatories thereto) on April 3, 2017. 2017-05-19