4//SEC Filing
OEP VII GP, L.L.C. 4
Accession 0000899243-20-018844
CIK 0001725255other
Filed
Jul 8, 8:00 PM ET
Accepted
Jul 9, 6:26 PM ET
Size
29.2 KB
Accession
0000899243-20-018844
Insider Transaction Report
Form 4
OEP VII GP, L.L.C.
10% Owner
Transactions
- Other
Class A Common Stock
2020-07-07−1,725,812→ 10,930,471 total(indirect: See footnotes) - Other
Class A Common Stock
2020-07-07+1,725,812→ 10,930,471 total(indirect: See footnotes) - Other
Series A Convertible Preferred Stock
2020-07-07−6,269→ 39,706 total(indirect: See footnotes)Exercise: $13.75→ Class A Common Stock (455,940 underlying) - Other
Series A Convertible Preferred Stock
2020-07-07+6,269→ 39,706 total(indirect: See footnotes)Exercise: $13.75→ Class A Common Stock (455,940 underlying)
Footnotes (4)
- [F1]These securities are held directly by OEP AHCO Investment Holdings, LLC ("Investor"). Investor is owned by One Equity Partners VII, L.P., a Cayman Islands exempted limited partnership ("OEP VII LP"), One Equity Partners VII-A, L.P., a Cayman Islands exempted limited partnership ("OEP VII-A LP"), One Equity Partners VII-B, L.P., a Delaware limited partnership ("OEP VII-B LP"), and OEP VII Project A Co-Investment Partners, L.P., a Delaware limited partnership ("OEP VII Project A LP" and, together with OEP VII LP, OEP VII-A LP and OEP VII-B LP, the "Parallel Funds"). The general partner of each of the Parallel Funds is OEP VII General Partner, L.P., a Cayman Islands exempted limited partnership ("OEP VII GP"), and the general partner of OEP VII GP is OEP VII GP, L.L.C., a Cayman Islands limited liability company ("OEP VII GP LLC"). OEP VII GP LLC is member-managed by Messrs. Richard Cashin and David Han.
- [F2](Continued from Footnote 1) By virtue of the relationships described above, each of the Parallel Funds, OEP VII GP, OEP VII GP LLC and Messrs. Richard Cashin and David Han may be deemed to beneficially own, and share voting and dispositive power with respect to, the securities held directly by Investor. Each of the reporting persons disclaims beneficial ownership of the securities except to the extent of its or his pecuniary interest therein.
- [F3]In connection with a re-allocation of ownership interests in Investor, the Reporting Persons are filing this Form 4 to report the acquisition by OEP VII Project A LP of membership interests in Investor, which reduced the relative percentage of membership interests of Investor owned by each of OEP VII LP, OEP VII-A LP and OEP VII-B LP prior to such acquisition. No shares of Class A Common Stock or Series A Convertible Preferred Stock were transferred by Investor in connection with such transaction.
- [F4]The number of shares of Class A Common Stock of AdaptHealth Corp., a Delaware corporation (the "Issuer"), having par value of $0.0001 per share (the "Class A Common Stock"), deliverable upon conversion of each share of Series A Convertible Preferred Stock, par value $0.0001 per share (the "Series A Preferred Stock"), is equal to 72.727273 shares, subject to customary anti-dilution and other adjustments. The terms of the Series A Preferred Stock generally restrict the conversion of such shares until the shares of Class A Common Stock issuable upon conversion thereof has been approved by stockholders of the Issuer in accordance with Nasdaq Listing Rules. Thereafter, the holder or the Issuer may convert the Series A Preferred Stock. The Series A Preferred Stock has no expiration date.
Documents
Issuer
AdaptHealth Corp.
CIK 0001725255
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001817118
Filing Metadata
- Form type
- 4
- Filed
- Jul 8, 8:00 PM ET
- Accepted
- Jul 9, 6:26 PM ET
- Size
- 29.2 KB