- Amended Statement of Ownership (SC 13G/A)
October 13 2009 - 4:12PM
Edgar (US Regulatory)
|
|
UNITED
STATES
|
|
|
|
SECURITIES
AND EXCHANGE COMMISSION
|
|
|
|
Washington,
D.C. 20549
|
|
|
|
|
|
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment No. 3)*
(Name of Issuer)
Common
Stock, par value $0.01 per share
(Title of Class of
Securities)
(CUSIP Number)
(Date of Event
Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
|
o
|
Rule 13d-1(b)
|
|
o
|
Rule 13d-1(c)
|
|
x
|
Rule 13d-1(d)
|
*The remainder of this cover page shall be filled out for a reporting
person’s initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be “filed” for the purpose of Section 18 of the Securities
Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
|
CUSIP No. 58404W 10 9
|
|
|
|
|
1.
|
Name of Reporting Person
MedCath 1998 LLC
|
|
|
|
|
2.
|
Check the Appropriate Box
if a Member of a Group
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
|
|
|
|
|
3.
|
SEC Use Only
|
|
|
|
|
4.
|
Citizenship or Place of
Organization
Delaware
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5.
|
Sole Voting Power
1,968,522
|
|
|
|
6.
|
Shared Voting Power
-0-
|
|
|
|
7.
|
Sole Dispositive Power
1,968,522
|
|
|
|
8.
|
Shared Dispositive Power
-0-
|
|
|
|
|
9.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
1,968,522
|
|
|
|
|
10.
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
o
|
|
|
|
|
11.
|
Percent of Class
Represented by Amount in Row (9)
10.0%
|
|
|
|
|
12.
|
Type of Reporting Person
(See Instructions)
OO
|
|
|
|
|
|
|
|
2
|
CUSIP No. 58404W 10 9
|
|
|
|
|
1.
|
Name of Reporting Person
KKR 1996 Fund L.P.
|
|
|
|
|
2.
|
Check the Appropriate Box
if a Member of a Group
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
|
|
|
|
|
3.
|
SEC Use Only
|
|
|
|
|
4.
|
Citizenship or Place of
Organization
Delaware
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5.
|
Sole Voting Power
1,968,522
|
|
|
|
6.
|
Shared Voting Power
-0-
|
|
|
|
7.
|
Sole Dispositive Power
1,968,522
|
|
|
|
8.
|
Shared Dispositive Power
-0-
|
|
|
|
|
9.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
1,968,522
|
|
|
|
|
10.
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
o
|
|
|
|
|
11.
|
Percent of Class
Represented by Amount in Row (9)
10.0%
|
|
|
|
|
12.
|
Type of Reporting Person
(See Instructions)
PN
|
|
|
|
|
|
|
|
3
|
CUSIP No. 58404W 10 9
|
|
|
|
|
1.
|
Name of Reporting Person
KKR Associates 1996, L.P.
|
|
|
|
|
2.
|
Check the Appropriate Box
if a Member of a Group
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
|
|
|
|
|
3.
|
SEC Use Only
|
|
|
|
|
4.
|
Citizenship or Place of
Organization
Delaware
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5.
|
Sole Voting Power
1,968,522
|
|
|
|
6.
|
Shared Voting Power
-0-
|
|
|
|
7.
|
Sole Dispositive Power
1,968,522
|
|
|
|
8.
|
Shared Dispositive Power
-0-
|
|
|
|
|
9.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
1,968,522
|
|
|
|
|
10.
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
o
|
|
|
|
|
11.
|
Percent of Class
Represented by Amount in Row (9)
10.0%
|
|
|
|
|
12.
|
Type of Reporting Person
(See Instructions)
PN
|
|
|
|
|
|
|
|
4
|
CUSIP No. 58404W 10 9
|
|
|
|
|
1.
|
Name of Reporting Person
KKR 1996 GP LLC
|
|
|
|
|
2.
|
Check the Appropriate Box
if a Member of a Group
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
|
|
|
|
|
3.
|
SEC Use Only
|
|
|
|
|
4.
|
Citizenship or Place of
Organization
Delaware
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5.
|
Sole Voting Power
1,968,522
|
|
|
|
6.
|
Shared Voting Power
-0-
|
|
|
|
7.
|
Sole Dispositive Power
1,968,522
|
|
|
|
8.
|
Shared Dispositive Power
-0-
|
|
|
|
|
9.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
1,968,522
|
|
|
|
|
10.
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
o
|
|
|
|
|
11.
|
Percent of Class
Represented by Amount in Row (9)
10.0%
|
|
|
|
|
12.
|
Type of Reporting Person
(See Instructions)
OO
|
|
|
|
|
|
|
|
5
|
|
1.
|
Name of Reporting Person
Henry R. Kravis
|
|
|
|
|
2.
|
Check the Appropriate Box
if a Member of a Group
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
|
|
|
|
|
3.
|
SEC Use Only
|
|
|
|
|
4.
|
Citizenship or Place of
Organization
United States
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5.
|
Sole Voting Power
7,500
|
|
|
|
6.
|
Shared Voting Power
1,968,522
|
|
|
|
7.
|
Sole Dispositive Power
7,500
|
|
|
|
8.
|
Shared Dispositive Power
1,968,522
|
|
|
|
|
9.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
1,976,022
|
|
|
|
|
10.
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
o
|
|
|
|
|
11.
|
Percent of Class
Represented by Amount in Row (9)
10.1%
|
|
|
|
|
12.
|
Type of Reporting Person
(See Instructions)
IN
|
|
|
|
|
|
|
|
6
|
|
1.
|
Name of Reporting Person
George R. Roberts
|
|
|
|
|
2.
|
Check the Appropriate Box
if a Member of a Group
|
|
|
|
(a)
|
o
|
|
|
|
(b)
|
x
|
|
|
|
|
3.
|
SEC Use Only
|
|
|
|
|
4.
|
Citizenship or Place of
Organization
United States
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5.
|
Sole Voting Power
-
0-
|
|
|
|
6.
|
Shared Voting Power
1,968,522
|
|
|
|
7.
|
Sole Dispositive Power
-
0-
|
|
|
|
8.
|
Shared Dispositive Power
1,968,522
|
|
|
|
|
9.
|
Aggregate Amount
Beneficially Owned by Each Reporting Person
1,968,522
|
|
|
|
|
10.
|
Check Box if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions)
o
|
|
|
|
|
11.
|
Percent of Class
Represented by Amount in Row (9)
10.0%
|
|
|
|
|
12.
|
Type of Reporting Person
(See Instructions)
IN
|
|
|
|
|
|
|
|
7
|
SCHEDULE 13G
|
|
|
|
This
Amendment No. 3 amends and restates Amendment No. 2 to the Schedule
13G of the reporting persons filed with the United States Securities and
Exchange Commission on February 14, 2008, with respect to the common
stock, $0.01 par value per share, of MedCath Corporation, a Delaware
corporation, beneficially owned by the reporting persons. This amendment is being filed to add Henry
R. Kravis and George R. Roberts as additional reporting persons concurrently
with filings being made as a result of a structural reorganization of KKR &
Co. L.P. and its affiliates (“KKR”) in connection with the combination of the
businesses of KKR and KKR Private Equity Investors, L.P.
|
|
|
|
Item 1.
|
|
|
(a)
|
Name of Issuer.
MedCath Corporation
|
|
|
(b)
|
Address of Issuer’s
Principal Executive Offices.
10720 Sikes Place, Suite 300
Charlotte, North Carolina
28277
|
|
|
|
Item 2.
|
|
|
(a)
|
Name of Persons Filing.
MedCath 1998 LLC
KKR 1996 Fund L.P.
KKR Associates 1996, L.P.
KKR 1996 GP LLC
Henry R. Kravis
George R. Roberts
|
|
|
(b)
|
Address of Principal
Business Office, or, if none, Residence.
The address of the principal business office of MedCath 1998 LLC, KKR 1996
Fund L.P., KKR Associates 1996, L.P., KKR 1996 GP LLC and Henry R. Kravis is:
c/o Kohlberg Kravis
Roberts & Co. L.P.
9 West 57th Street, Suite 4200
New York, NY 10019
The address of the principal
business office of George R. Roberts is:
c/o Kohlberg Kravis
Roberts & Co. L.P.
2800 Sand Hill Road, Suite 200
Menlo Park, California
94025
|
|
|
(c)
|
Citizenship.
See Item 4 of each cover page.
|
|
|
(d)
|
Title of Class of
Securities.
Common stock, $0.01 par value per share.
|
|
|
(e)
|
CUSIP Number.
58404W 10 9
|
|
|
|
Item 3.
|
|
|
Not applicable.
|
8
|
Item 4.
|
Ownership.
|
|
|
(a)
|
Amount beneficially
owned:
MedCath 1998 LLC holds
directly, and has sole voting and dispositive power with respect to 1,968,522
shares of common stock, $0.01 par value per share (the “Common Stock”), of
MedCath Corporation. As the managing
member of MedCath 1998 LLC, KKR 1996 Fund L.P. may be deemed to be the
beneficial owner of the shares of Common Stock held by MedCath 1998 LLC. KKR Partners II, L.P. is also a member of
MedCath 1998 LLC. In addition, each of
KKR Associates 1996, L.P. (as the sole general partner of KKR 1996 Fund
L.P.), KKR 1996 GP LLC (as the sole general partner of KKR Associates 1996,
L.P.) and Henry R. Kravis and George R. Roberts (as the managers of KKR 1996
GP LLC) may be deemed to have or share beneficial ownership of the shares of
Common Stock held by MedCath 1998 LLC.
Each reporting person disclaims any such beneficial ownership of such
shares of Common Stock.
In addition to the shares
of Common Stock described above, Mr. Kravis may be deemed to beneficially own
7,500 shares of Common Stock in his individual capacity.
|
|
|
(b)
|
Percent of class:
See Item 11 of each cover
page. The percentages of beneficial
ownership are based on 19,641,519 shares of Common Stock outstanding as of
August 4, 2009.
|
|
|
(c)
|
Number of shares as to
which the person has:
|
|
|
|
(i)
|
Sole power to vote or to
direct the vote
See Item 5 of each cover
page.
|
|
|
|
(ii)
|
Shared power to vote or to
direct the vote
See Item 6 of each cover
page.
|
|
|
|
(iii)
|
Sole power to dispose or
to direct the disposition of
See Item 7 of each cover
page.
|
|
|
|
(iv)
|
Shared power to dispose or
to direct the disposition of
See Item 8 of each cover
page.
|
|
|
|
Item 5.
|
Ownership of Five Percent or Less
of a Class:
|
|
If this statement is being filed to report the fact
that as of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of securities, check
the following
o
.
|
|
|
|
Item 6.
|
Ownership of More than Five Percent
on Behalf of Another Person.
|
|
See Item 4 above. To the best knowledge of the Reporting
Persons, no one other than the Reporting Persons, the partners, members,
affiliates or shareholders of the Reporting Persons and any other persons
named in Item 4 has the right to receive or the power to direct the receipt
of dividends from, or the proceeds from the sale of, the Common Stock.
|
|
|
|
Item 7.
|
Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on By the Parent
Holding Company.
|
|
Not applicable.
|
|
|
|
Item 8.
|
Identification and Classification
of Members of the Group.
|
|
Not applicable.
|
|
|
|
Item 9.
|
Notice of Dissolution of Group.
|
|
Not
applicable
.
|
9
|
Item 10.
|
Certifications.
|
|
Not
applicable.
|
SIGNATURE
After reasonable inquiry and to the best of
my knowledge and belief, I certify that the information set forth in this
statement is true, complete and correct.
|
October 13,
2009
|
MEDCATH
1998 LLC
|
|
|
|
|
|
|
By:
|
KKR
1996 Fund L.P., managing member
|
|
|
|
|
|
|
By:
|
KKR
Associates 1996, L.P., general partner
|
|
|
|
|
|
|
By:
|
KKR
1996 GP LLC, general partner
|
|
|
|
|
|
|
By:
|
/s/
William Janetschek
|
|
|
|
Name:
William Janetschek
|
|
|
|
Title:
Member
|
|
|
|
|
|
|
|
|
|
|
KKR
1996 Fund L.P.
|
|
|
|
|
|
|
By:
|
KKR
Associates 1996, L.P., general partner
|
|
|
|
|
|
|
By:
|
KKR
1996 GP LLC, general partner
|
|
|
|
|
|
|
By:
|
/s/
William Janetschek
|
|
|
|
Name:
William Janetschek
|
|
|
|
Title:
Member
|
|
|
|
|
|
|
|
|
|
|
KKR
Associates 1996, L.P.
|
|
|
|
|
|
|
By:
|
KKR
1996 GP LLC, general partner
|
|
|
|
|
|
|
By:
|
/s/
William Janetschek
|
|
|
|
Name:
William Janetschek
|
|
|
|
Title:
Member
|
10
|
|
KKR 1996 GP LLC
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ William Janetschek
|
|
|
|
Name: William Janetschek
|
|
|
|
Title: Member
|
|
|
|
|
|
|
|
|
|
|
HENRY R. KRAVIS
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ William Janetschek
|
|
|
|
Name: William Janetschek
|
|
|
|
Title: Attorney-in-fact for
Henry R. Kravis
|
|
|
|
|
|
|
|
|
|
|
GEORGE R. ROBERTS
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ William Janetschek
|
|
|
|
Name: William Janetschek
|
|
|
|
Title: Attorney-in-fact for
George R. Roberts
|
11
EXHIBITS
|
Exhibit
Number
|
|
Title
|
|
|
|
|
|
1
|
|
Joint
Filing Agreement dated October 13, 2009
|
|
|
|
|
|
2
|
|
Power
of Attorney, dated July 31, 2005, given by Henry R. Kravis
|
|
|
|
|
|
3
|
|
Power
of Attorney, dated July 31, 2005, given by George R. Roberts
|
12
Medcath (NASDAQ:MDTH)
Historical Stock Chart
From Jun 2024 to Jul 2024
Medcath (NASDAQ:MDTH)
Historical Stock Chart
From Jul 2023 to Jul 2024
