0001181431-12-051864.txt : 20120924 0001181431-12-051864.hdr.sgml : 20120924 20120924160224 ACCESSION NUMBER: 0001181431-12-051864 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120913 FILED AS OF DATE: 20120924 DATE AS OF CHANGE: 20120924 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: 121106531 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: 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: 121106533 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: SCHWARTZ GERALD W CENTRAL INDEX KEY: 0001275599 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33459 FILM NUMBER: 121106532 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Skilled Healthcare Group, 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: 27442 PORTOLA SUITE 200 CITY: FOOTHILL RANCH STATE: CA ZIP: 92610 BUSINESS PHONE: 949-282-5200 MAIL ADDRESS: STREET 1: 27442 PORTOLA SUITE 200 CITY: FOOTHILL RANCH STATE: CA ZIP: 92610 FORMER COMPANY: FORMER CONFORMED NAME: SHG Holding Solutions Inc DATE OF NAME CHANGE: 20060126 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: 121106530 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 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: 121106528 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 Skilled Holdings II Ltd CENTRAL INDEX KEY: 0001558710 STATE OF INCORPORATION: N4 FISCAL YEAR END: 1212 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33459 FILM NUMBER: 121106529 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 4 1 rrd356759.xml FORM 4 X0306 4 2012-09-13 0 0001351051 Skilled Healthcare Group, Inc. SKH 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 0001558710 Onex Skilled Holdings II Ltd 6C RUE GABRIEL LIPPMANN L-5365 MUNSBACH GRAND DUCHY OF LUXEMBOURG 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 2012-09-13 4 S 0 3388251 D 2007-05-18 Class A Common Stock 3388251 0 I See footnote Class B Common Stock 2007-05-18 Class A Common Stock 11293552 11293552 D Class B Common Stock 2007-05-18 Class A Common Stock 68820 68820 D Class B Common Stock 2007-05-18 Class A Common Stock 14750623 14750623 I See footnotes Class B Common Stock 2012-09-13 4 P 0 3388251 A 2007-05-18 Class A Common Stock 3388251 3388251 D Convertible on a one-for-one basis. Onex Corporation may be deemed to own beneficially the shares of Class B Common Stock held by (a) Onex Partners LP, through Onex Corporation's 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 Onex Corporation's ownership of 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 Onex's ownership of all of the common stock of Onex Real Estate Holdings III Inc. Represents 196,715 Class B Common Shares directly owned by Onex Real Estate Holdings III Inc. and 3,191,536 Class B Common Shares directly owned by Onex Skilled Holdings II Limited SARL ("OSHL"). OSHL intends to liquidate into its sole shareholder, Onex Real Estate Holdings III Inc., at which time Onex Real Estate Holdings Inc. will be the direct owner of such shares. All of the shares owned by OSHL and Onex Real Estate Holdings III Inc. are reported as beneficially owned by each of Onex Real Estate Holdings III Inc., Onex Corporation and Gerald Schwartz, notwithstanding the fact that each of Onex Corporation and Mr. Schwartz have a pecuniary interest of less than 100% of such shares. (continued in footnote 4) Each of OSHL, Onex Real Estate Holdings III Inc., Onex Corporation and Mr. Schwartz disclaim beneficial ownership of these securities except to the extent of their 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. No Expiration. Represents shares directly owned by Onex Partners LP. All of the shares owned by Onex Partners LP are reported as beneficially owned by each of Onex Partners LP, Onex Corporation and Gerald 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 directly owned by Onex US Principals LP. All of the shares owned by Onex US Principals LP are reported as beneficially owned by each of Onex US Principals LP, Onex Corporation and Gerald 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. Mr. Schwartz, the Chairman, President and Chief Executive Officer of Onex Corporation, owns shares representing a majority of the voting rights of the shares of Onex Corporation. The interests of Onex Corporation are described in footnotes (2), (3), (4), (6), (7) and (10). Mr. Schwartz disclaims beneficial ownership of these securities, 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. The purchase price paid for the shares of Class B Common Stock was paid in shares of Onex Real Estate Holdings III Inc. The approximate value of such shares was an aggregate amount equal to $21,549,276. Immediately prior to the consummation of the transaction herein reported, Gerald Schwartz and Onex Corporation may be deemed to have beneficially owned such shares through Onex Corporation's subsidiaries Skilled Executive Investco LLC and Onex Skilled Holdings II Limited SARL. Each of 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. /s/ Donald West, Vice President 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. 2012-09-24 /s/ Donald West, Representative of Onex US Principals LP. 2012-09-24 /s/ Donald West, Vice President of Onex Real Estate Holdings III Inc. 2012-09-24 /s/ Andrea E. Daly and /s/ Donald W. Lewtas, Vice President, General Counsel and Secretary and Chief Financial Officer, respectively of Onex Corporation 2012-09-24 /s/ Donald West, Class A Manager of Onex Skilled Holdings II Limited SARL 2012-09-24 /s/ Donald W. Lewtas, attorney-in-fact for Gerald W. Schwartz. "Power of Attorney incorporated by reference to the Amendment to Form 4 to Dura Automotive Systems, Inc. filed by Gerald W. Schwartz on September 10, 1996." 2012-09-24