- Statement of Ownership (SC 13G)
February 14 2012 - 4:07PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
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Vanguard Health Systems, Inc.
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(Name of Issuer)
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Common Stock, par value $0.01 per share
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(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:
¨
Rule 13d-1(b)
¨
Rule 13d-1(c)
x
Rule 13d-1(d)
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*
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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.
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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).
Page 1
13G
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CUSIP No. 922036 207
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Page 2 of 25 Pages
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1.
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Name of Reporting Persons:
Blackstone FCH Capital Partners IV L.P.
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2.
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Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization:
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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Sole Voting Power:
0
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6.
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Shared Voting Power:
45,601,929
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7.
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Sole Dispositive Power:
20,585,466
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8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
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10.
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Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
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11.
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Percent of Class Represented by
Amount in Row (9):
59.3%*
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12.
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Type of Reporting Person (See
Instructions):
PN
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*
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The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
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13G
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CUSIP No. 922036 207
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Page 3 of 25 Pages
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1.
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Name of Reporting Persons:
Blackstone Health Commitment Partners L.P.
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2.
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Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization:
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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|
5.
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Sole Voting Power:
0
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6.
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Shared Voting Power:
45,601,929
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7.
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Sole Dispositive Power:
3,601,578
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8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
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10.
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Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
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11.
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Percent of Class Represented by
Amount in Row (9):
59.3%*
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12.
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Type of Reporting Person (See
Instructions):
PN
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|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
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13G
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CUSIP No. 922036 207
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Page 4 of 25 Pages
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1.
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Name of Reporting Persons:
Blackstone Capital Partners IV-A L.P.
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2.
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Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization:
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
0
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6.
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Shared Voting Power:
45,601,929
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7.
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Sole Dispositive Power:
385,659
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8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
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10.
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Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
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11.
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Percent of Class Represented by
Amount in Row (9):
59.3%*
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12.
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Type of Reporting Person (See
Instructions):
PN
|
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*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
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13G
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CUSIP No. 922036 207
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Page 5 of 25 Pages
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1.
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Name of Reporting Persons:
Blackstone Family Investment Partnership IV-A L.P.
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2.
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Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
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3.
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SEC Use Only
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4.
|
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Citizenship or Place of
Organization:
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
0
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6.
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Shared Voting Power:
45,601,929
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7.
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Sole Dispositive Power:
1,248,232
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8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
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10.
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Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
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11.
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Percent of Class Represented by
Amount in Row (9):
59.3%*
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12.
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Type of Reporting Person (See
Instructions):
PN
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
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13G
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CUSIP No. 922036 207
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Page 6 of 25 Pages
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1.
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Name of Reporting Persons:
Blackstone FCH Capital Partners IV-A L.P.
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2.
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Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
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3.
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SEC Use Only
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4.
|
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Citizenship or Place of
Organization:
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
0
|
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6.
|
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Shared Voting Power:
45,601,929
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7.
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Sole Dispositive Power:
1,290,366
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8.
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Shared Dispositive Power:
0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
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|
10.
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|
Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
|
|
11.
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Percent of Class Represented by
Amount in Row (9):
59.3%*
|
|
12.
|
|
Type of Reporting Person (See
Instructions):
PN
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
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13G
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CUSIP No. 922036 207
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Page 7 of 25 Pages
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1.
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Name of Reporting Persons:
Blackstone FCH Capital Partners IV-B L.P.
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2.
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Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
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|
3.
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SEC Use Only
|
|
4.
|
|
Citizenship or Place of
Organization:
Delaware
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
0
|
|
|
6.
|
|
Shared Voting Power:
45,601,929
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|
7.
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Sole Dispositive Power:
1,487,725
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8.
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Shared Dispositive Power:
0
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|
9.
|
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Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
|
|
10.
|
|
Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
|
|
11.
|
|
Percent of Class Represented by
Amount in Row (9):
59.3%*
|
|
12.
|
|
Type of Reporting Person (See
Instructions):
PN
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
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13G
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CUSIP No. 922036 207
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Page 8 of 25 Pages
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1.
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Name of Reporting Persons:
Blackstone Health Commitment Partners-A L.P.
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2.
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Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
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|
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:
0
|
|
|
6.
|
|
Shared Voting Power:
45,601,929
|
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|
7.
|
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Sole Dispositive Power:
782,538
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8.
|
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Shared Dispositive Power:
0
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|
9.
|
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Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
|
|
10.
|
|
Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
|
|
11.
|
|
Percent of Class Represented by
Amount in Row (9):
59.3%*
|
|
12.
|
|
Type of Reporting Person (See
Instructions):
PN
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
|
13G
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CUSIP No. 922036 207
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Page 9 of 25 Pages
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1.
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Name of Reporting Persons:
Blackstone Management Associates IV L.L.C.
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2.
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Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
|
|
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:
0
|
|
|
6.
|
|
Shared Voting Power:
45,601,929
|
|
|
7.
|
|
Sole Dispositive Power:
28,133,332
|
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
|
|
10.
|
|
Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
|
|
11.
|
|
Percent of Class Represented by
Amount in Row (9):
59.3%
|
|
12.
|
|
Type of Reporting Person (See
Instructions):
OO
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
|
13G
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|
CUSIP No. 922036 207
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Page 10 of 25 Pages
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1.
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Name of Reporting Persons:
BCP IV Side-by-Side GP L.L.C.
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2.
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Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
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|
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:
0
|
|
|
6.
|
|
Shared Voting Power:
45,601,929
|
|
|
7.
|
|
Sole Dispositive Power:
1,248,232
|
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
|
|
10.
|
|
Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
|
|
11.
|
|
Percent of Class Represented by
Amount in Row (9):
59.3%
|
|
12.
|
|
Type of Reporting Person (See
Instructions):
OO
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
|
13G
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|
CUSIP No. 922036 207
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Page 11 of 25 Pages
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1.
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Name of Reporting Persons:
Blackstone Holdings III L.P.
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2.
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|
Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
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|
3.
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SEC Use Only
|
|
4.
|
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Citizenship or Place of
Organization:
Quebec, Canada
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|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
5.
|
|
Sole Voting Power:
0
|
|
|
6.
|
|
Shared Voting Power:
45,601,929
|
|
|
7.
|
|
Sole Dispositive Power:
29,381,564
|
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
|
|
10.
|
|
Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
|
|
11.
|
|
Percent of Class Represented by
Amount in Row (9):
59.3%
|
|
12.
|
|
Type of Reporting Person (See
Instructions):
PN
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
|
13G
|
|
|
|
|
CUSIP No. 922036 207
|
|
Page 12 of 25 Pages
|
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|
|
|
|
|
|
|
|
1.
|
|
Name of Reporting Persons:
Blackstone Holdings III GP L.P.
|
|
2.
|
|
Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
|
|
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:
0
|
|
|
6.
|
|
Shared Voting Power:
45,601,929
|
|
|
7.
|
|
Sole Dispositive Power:
29,381,564
|
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
|
|
10.
|
|
Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
|
|
11.
|
|
Percent of Class Represented by
Amount in Row (9):
59.3%
|
|
12.
|
|
Type of Reporting Person (See
Instructions):
PN
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
|
13G
|
|
|
|
|
CUSIP No. 922036 207
|
|
Page 13 of 25 Pages
|
|
|
|
|
|
|
|
|
|
1.
|
|
Name of Reporting Persons:
Blackstone Holdings III GP Management L.L.C.
|
|
2.
|
|
Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
|
|
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:
0
|
|
|
6.
|
|
Shared Voting Power:
45,601,929
|
|
|
7.
|
|
Sole Dispositive Power:
29,381,564
|
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
|
|
10.
|
|
Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
|
|
11.
|
|
Percent of Class Represented by
Amount in Row (9):
59.3%
|
|
12.
|
|
Type of Reporting Person (See
Instructions):
OO
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
|
13G
|
|
|
|
|
CUSIP No. 922036 207
|
|
Page 14 of 25 Pages
|
|
|
|
|
|
|
|
|
|
1.
|
|
Name of Reporting Persons:
The Blackstone Group L.P.
|
|
2.
|
|
Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
|
|
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:
0
|
|
|
6.
|
|
Shared Voting Power:
45,601,929
|
|
|
7.
|
|
Sole Dispositive Power:
29,381,564
|
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
|
|
10.
|
|
Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
|
|
11.
|
|
Percent of Class Represented by
Amount in Row (9):
59.3%
|
|
12.
|
|
Type of Reporting Person (See
Instructions):
PN
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
|
13G
|
|
|
|
|
CUSIP No. 922036 207
|
|
Page 15 of 25 Pages
|
|
|
|
|
|
|
|
|
|
1.
|
|
Name of Reporting Persons:
Blackstone Group Management L.L.C.
|
|
2.
|
|
Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
|
|
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:
0
|
|
|
6.
|
|
Shared Voting Power:
45,601,929
|
|
|
7.
|
|
Sole Dispositive Power:
29,381,564
|
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
|
|
10.
|
|
Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
|
|
11.
|
|
Percent of Class Represented by
Amount in Row (9):
59.3%*
|
|
12.
|
|
Type of Reporting Person (See
Instructions):
OO
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
|
13G
|
|
|
|
|
CUSIP No. 922036 207
|
|
Page 16 of 25 Pages
|
|
|
|
|
|
|
|
|
|
1.
|
|
Name of Reporting Persons:
Steven A. Schwarzman
|
|
2.
|
|
Check the Appropriate Box if a
Member of a Group
(a)
x
(b)
¨
|
|
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:
45,601,929
|
|
|
7.
|
|
Sole Dispositive Power:
29,381,564
|
|
|
8.
|
|
Shared Dispositive Power:
0
|
|
9.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person:
45,601,929
|
|
10.
|
|
Check Box if the Aggregate Amount
in Row (9) Excludes Certain Shares (See Instructions)
¨
|
|
11.
|
|
Percent of Class Represented by
Amount in Row (9):
59.3*
|
|
12.
|
|
Type of Reporting Person (See
Instructions):
IN
|
|
*
|
The calculation of the foregoing percentage is based on 76,894,087 shares of common stock outstanding as of January 31, 2012 as reported in the Vanguard Health Systems,
Inc. Quarterly Report on Form 10-Q for the period ended December 31, 2011, as filed on February 3, 2012.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Item 1.
|
|
(a).
|
|
Name of Issuer
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vanguard Health Systems, Inc. (the “Company”)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(b).
|
|
Address of Issuer’s Principal Executive Offices:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20 Burton Hills Boulevard, Suite 100, Nashville, Tennessee 37215
|
|
|
|
|
|
|
|
|
|
|
|
Item 2
|
|
(a)
.
|
|
Name of Person Filing
|
|
|
|
|
|
|
|
|
|
|
|
Item 2
|
|
(b).
|
|
Address of Principal Business Office
|
|
|
|
|
|
|
|
|
|
|
|
Item 2
|
|
(c).
|
|
Citizenship
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Blackstone FCH Capital Partners IV L.P.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Blackstone Health Commitment Partners L.P.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Blackstone Capital Partners IV-A L.P.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Blackstone Family Investment Partnership IV-A L.P.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(v)
|
|
Blackstone FCH Capital Partners IV-A L.P.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(vi)
|
|
Blackstone FCH Capital Partners IV-B L.P.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(vii)
|
|
Blackstone Health Commitment Partners-A L.P.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(viii)
|
|
Blackstone Management Associates IV L.L.C.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ix)
|
|
BCP IV Side-by-Side GP L.L.C.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(x)
|
|
Blackstone Holdings III L.P.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: Quebec,
Canada
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(xi)
|
|
Blackstone Holdings III GP L.P.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(xii)
|
|
Blackstone Holdings III GP Management L.L.C.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(xiii)
|
|
The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(xiv)
|
|
Blackstone Group Management L.L.C.
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: State of
Delaware
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(xv)
|
|
Steven A. Schwarzman
c/o The Blackstone Group L.P.
345 Park Avenue
New York, NY 10154
Citizenship: United
States
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.”
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2011, Blackstone FCH Capital Partners IV L.P. directly held 20,585,466 shares of Common Stock (as defined below),
Blackstone Health Commitment Partners L.P. directly held 3,601,578 shares of Common Stock, Blackstone Capital Partners IV-A L.P. directly held 385,659 shares of Common Stock, Blackstone Family Investment Partnership IV-A L.P. directly held 1,248,232
shares of Common Stock, Blackstone FCH Capital Partners IV-A L.P. directly held 1,290,366 shares of Common Stock, Blackstone FCH Capital Partners IV-B L.P. directly held 1,487,725 shares of Common Stock and Blackstone Health Commitment Partners-A
L.P. directly held 782,538 shares of Common Stock (collectively, the “Blackstone Funds”). The general partner of each of the Blackstone Funds, other than Blackstone Family Investment Partnership IV-A L.P., is Blackstone Management
Associates IV L.L.C. The general partner for Blackstone Family Investment Partnership IV-A L.P. is BCP IV Side-by-Side GP L.L.C. The majority of the membership interests in Blackstone Management Associates IV L.L.C. are held by Blackstone Holdings
III L.P. The sole member of BCP IV Side-by-Side GP L.L.C. is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone
Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C.
is wholly owned by Blackstone’s senior managing directors and controlled by its founder, Mr. Schwarzman.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Item 2
|
|
(d).
|
|
Title of Class of Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock, par value $0.01 (the “Common Stock”)
|
|
|
|
|
|
|
|
|
|
|
|
Item 2
|
|
(e).
|
|
CUSIP Number:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
922036 207
|
|
|
|
|
|
|
|
|
|
Item 3.
|
|
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Not Applicable.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Item 4.
|
|
Ownership.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
|
Amount beneficially owned:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2011, each of the Reporting Persons may be deemed to be the beneficial owner of the shares listed on such Reporting
Person’s cover page.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(b)
|
|
Percent of class:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Quarterly Report on Form 10-Q of the Company for the period ended December 31, 2011, filed on February 3, 2012, indicated that
there were 76,894,087 outstanding shares of Common Stock as of January 31, 2012. Based on this number of outstanding shares of Common Stock, each of the Reporting Persons may be deemed to be the beneficial owner of approximately 59.3% of the total
number of outstanding shares of Common Stock.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(c)
|
|
Number of Shares as to which the Reporting Person has:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone FCH Capital Partners IV L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20,585,466
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone Health Commitment Partners L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,601,578
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone Capital Partners IV-A L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
385,659
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone Family Investment Partnership IV-A L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,248,232
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone FCH Capital Partners IV-A L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,290,366
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone FCH Capital Partners IV-B L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,487,725
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone Health Commitment Partners-A L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
782,538
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone Management Associates IV L.L.C.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28,133,332
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BCP IV Side-by-Side GP L.L.C.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,248,232
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone Holdings III L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,381,564
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone Holdings III GP L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,381,564
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone Holdings III GP Management L.L.C.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,381,564
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Blackstone Group L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,381,564
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone Group Management L.L.C.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,381,564
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Steven A. Schwarzman
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
|
Sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
45,601,929
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,381,564
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
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:
¨
|
|
|
|
|
|
|
|
|
Item 6.
|
|
Ownership of More than Five Percent on Behalf of Another Person.
|
|
|
|
|
|
|
|
|
|
|
|
|
Not Applicable.
|
|
|
|
|
|
|
|
|
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.
|
|
|
|
|
|
|
|
|
|
|
|
|
Each of the Blackstone Funds, the MSCP Funds and the Management Group listed below (collectively, the “Shareholder Parties”)
is a party to the 2011 Stockholders’ Agreement of Vanguard Health Systems, Inc. dated as of June 21, 2011 (the “Shareholders Agreement”). Given the terms of the Shareholders Agreement, each of the Shareholder Parties and certain of
their respective affiliates may be deemed to be a member of a group that may be deemed to beneficially own the aggregate 45,601,929 shares of Common Stock subject to the Shareholders Agreement.
|
|
|
|
|
|
|
|
|
|
|
|
|
The Blackstone Funds
|
|
|
|
|
|
|
|
|
|
|
|
|
Blackstone FCH Capital Partners IV L.P.
Blackstone Health Commitment Partners L.P.
Blackstone Capital Partners IV-A L.P.
Blackstone Family Investment Partnership
IV-A L.P.
Blackstone FCH Capital Partners IV-A L.P.
Blackstone FCH Capital Partners IV-B L.P.
Blackstone Health Commitment Partners-A L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
The MSCP Funds
|
|
|
|
|
|
|
|
|
|
|
|
|
Morgan Stanley Capital Partners III, L.P.
Morgan Stanley Capital Investors, L.P.
MSCP III 892 Investors, L.P.
Morgan Stanley Dean Witter Capital Partners IV,
L.P.
Morgan Stanley Dean Witter Capital Investors IV, L.P.
MSDW IV 892 Investors, L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
The Management Group
|
|
|
|
|
|
|
|
|
|
|
|
|
Charles N. Martin Jr.
Charles N. Martin, Jr. 2011 Irrevocable Grantor Retained Annuity Trust U/A/D March 15, 2011
Charles N. Martin, Jr. 2010 Irrevocable Grantor Retained Annuity Trust U/A/D February 26, 2010
Martin Children’s Irrevocable Trust U/A/D February 21, 2007
Joseph
D. More
Joseph D. More 2009 Grantor Retained Annuity Trust
Phillip W. Roe
Ronald P. Soltman
Keith B. Pitts
Alan G. Thomas
James H. Spalding
2008 Kent H. Wallace Trust, U/A/D October 10,
2008
Reginald M. Ballantyne III
Bruce F. Chafin
Thomas M. Ways
|
|
|
|
|
|
|
|
|
|
|
Item 9.
|
|
Notice of Dissolution of Group.
|
|
|
|
|
|
|
|
|
|
|
|
|
Not Applicable.
|
|
|
|
|
|
|
|
|
|
|
Item 10.
|
|
Certification.
|
|
|
|
|
|
|
|
|
|
|
|
|
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.
Dated: February 14, 2012
|
|
|
BLACKSTONE FCH CAPITAL PARTNERS IV L.P.
|
|
|
|
By: Blackstone Management Associates IV L.L.C., its General Partner
|
|
|
|
/s/ John G. Finley
|
|
Name: John G. Finley
|
|
Title: Chief Legal Officer
|
|
|
|
BLACKSTONE HEALTH COMMITMENT PARTNERS L.P.
|
|
|
|
By: Blackstone Management Associates IV L.L.C., its General Partner
|
|
|
|
/s/ John G. Finley
|
|
Name: John G. Finley
|
|
Title: Chief Legal Officer
|
|
|
|
BLACKSTONE CAPITAL PARTNERS IV-A L.P.
|
|
|
|
By: Blackstone Management Associates IV L.L.C., its General Partner
|
|
|
|
/s/ John G. Finley
|
|
Name: John G. Finley
|
|
Title: Chief Legal Officer
|
|
|
|
BLACKSTONE FAMILY INVESTMENT PARTNERSHIP IV-A L.P.
|
|
|
|
By: BCP IV Side-by-Side GP L.L.C., its General Partner
|
|
|
|
/s/ John G. Finley
|
|
Name: John G. Finley
|
|
Title: Chief Legal Officer
|
|
|
|
BLACKSTONE FCH CAPITAL PARTNERS IV-A L.P.
|
|
|
|
By: Blackstone Management Associates IV L.L.C., its General Partner
|
|
|
|
/s/ John G. Finley
|
|
Name: John G. Finley
|
|
Title: Chief Legal Officer
|
|
|
|
BLACKSTONE FCH CAPITAL PARTNERS IV-B L.P.
|
|
|
|
By: Blackstone Management Associates IV L.L.C., its General Partner
|
|
|
|
/s/ John G. Finley
|
|
Name: John G. Finley
|
|
Title: Chief Legal Officer
|
|
|
|
BLACKSTONE HEALTH COMMITMENT PARTNERS-A L.P.
|
|
|
|
By: Blackstone Management Associates IV L.L.C., its General Partner
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/s/ John G. Finley
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Name: John G. Finley
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Title: Chief Legal Officer
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BLACKSTONE MANAGEMENT ASSOCIATES IV L.L.C.
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/s/ John G. Finley
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Name: John G. Finley
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Title: Chief Legal Officer
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BCP IV SIDE-BY-SIDE GP L.L.C.
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/s/ John G. Finley
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Name: John G. Finley
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Title: Chief Legal Officer
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BLACKSTONE HOLDINGS III L.P.
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By: Blackstone Holdings III GP L.P., its General Partner
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By: Blackstone Holdings III GP Management L.L.C., its General Partner
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/s/ John G. Finley
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Name: John G. Finley
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Title: Chief Legal Officer
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BLACKSTONE HOLDINGS III GP L.P.
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By: Blackstone Holdings III GP Management L.L.C., its General Partner
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/s/ John G. Finley
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Name: John G. Finley
Title:
Chief Legal Officer
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BLACKSTONE HOLDINGS III GP MANAGEMENT L.L.C.
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/s/ John G. Finley
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Name:
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John G. Finley
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Title:
|
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Chief Legal Officer
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THE BLACKSTONE GROUP L.P.
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By: Blackstone Group Management L.L.C., its General Partner
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/s/ John G. Finley
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Name:
|
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John G. Finley
|
|
Title:
|
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Chief Legal Officer
|
|
|
|
BLACKSTONE GROUP MANAGEMENT L.L.C.
|
|
|
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/s/ John G. Finley
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Name:
|
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John G. Finley
|
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Title:
|
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Chief Legal Officer
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STEPHEN A. SCHWARZMAN
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/s/ Stephen A. Schwarzman
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Name:
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Stephen A. Schwarzman
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EXHIBIT LIST
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Exhibit A
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Joint Filing Agreement, dated as of February 14, 2012, by and among Blackstone FCH Capital Partners IV L.P.; Blackstone Health Commitment Partners L.P.; Blackstone Capital Partners
IV-A L.P.; Blackstone Family Investment Partnership IV-A L.P.; Blackstone FCH Capital Partners IV-A L.P.; Blackstone FCH Capital Partners IV-B L.P.; Blackstone Health Commitment Partners-A L.P.; Blackstone Management Associates IV L.L.C.; BCP IV
Side-by-Side GP L.L.C.; Blackstone Holdings III L.P.; Blackstone Holdings III GP L.P.; Blackstone Holdings III GP Management L.L.C.; Blackstone Group L.P.; Blackstone Group Management L.L.C.; and Steven A. Schwarzman.
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