-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QlXl8tajtaqDfCi1zlb74e3aBoor92SLMtY38kSwTYuk7iDNTwY/jpgWNmqXecFF Lbiphn1nDtbBkLFNWX8fLw== 0001104659-08-010416.txt : 20080214 0001104659-08-010416.hdr.sgml : 20080214 20080214102109 ACCESSION NUMBER: 0001104659-08-010416 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080214 DATE AS OF CHANGE: 20080214 GROUP MEMBERS: KKR 1996 FUND L.P. GROUP MEMBERS: KKR ASSOCIATES 1996, L.P. GROUP MEMBERS: MEDCATH 1998 LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MEDCATH CORP CENTRAL INDEX KEY: 0001139463 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-GENERAL MEDICAL & SURGICAL HOSPITALS, NEC [8062] IRS NUMBER: 562248952 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-62451 FILM NUMBER: 08609290 BUSINESS ADDRESS: STREET 1: 10720 SIKES PLACE SUITE 300 CITY: CHARLOTTE STATE: NC ZIP: 28277 BUSINESS PHONE: 7047086600 MAIL ADDRESS: STREET 1: 10720 SIKES PLACE SUITE 300 CITY: CHARLOTTE STATE: NC ZIP: 28277 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KKR 1996 GP LLC CENTRAL INDEX KEY: 0001031667 IRS NUMBER: 133900820 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: KOHLBERG KRAVIS ROBERTS & CO STREET 2: 9 WEST 57TH STREET SUITE 4200 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2127508300 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET STE 4200 CITY: NEW YORK STATE: NY ZIP: 10019 SC 13G/A 1 a08-5322_1sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G/A

 

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

 

MedCath Corporation

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

58404W 10 9

(CUSIP Number)

December 31, 2007

(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 the disclosures provided in a prior cover page.

 

The information required in 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.

Names of Reporting Persons

MedCath 1998 LLC

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(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 if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.3%(1)

 

 

12.

Type of Reporting Person (See Instructions)
OO


(1) Based on 21,218,185 shares of Common Stock outstanding at December 31, 2007, as reported in the Issuer in its most recent Quarterly Report on
      Form 10-Q.

 

 

2



 

CUSIP No. 58404W 10 9

 

 

1.

Names of Reporting Persons
KKR 1996 Fund L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(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 if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.3%(1)

 

 

12.

Type of Reporting Person (See Instructions)
PN


(1)  Based on 21,218,185 shares of Common Stock outstanding at December 31, 2007, as reported in the Issuer in its most recent Quarterly Report on

       Form 10-Q.

 

3



 

CUSIP No. 58404W 10 9

 

 

1.

Names of Reporting Persons
KKR Associates 1996, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(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 if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.3%(1)

 

 

12.

Type of Reporting Person (See Instructions)
PN


(1) Based on 21,218,185 shares of Common Stock outstanding at December 31, 2007, as reported in the Issuer in its most recent Quarterly Report on

      Form 10-Q.

 

 

 

4



 

CUSIP No. 58404W 10 9

 

 

1.

Names of Reporting Persons
KKR 1996 GP LLC

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(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 if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
9.3%(1)

 

 

12.

Type of Reporting Person (See Instructions)
OO


(1) Based on 21,218,185 shares of Common Stock outstanding at December 31, 2007, as reported in the Issuer in its most recent Quarterly Report on

      Form 10-Q.

 

5



 

SCHEDULE 13G

 

This Amendment No. 2 amends and restates Amendment No. 1 to the Schedule 13G of the reporting persons filed with the United States Securities and Exchange Commission on February 9, 2007, with respect to the common stock, $0.01 par value per share, of MedCath Corporation, a Delaware corporation, beneficially owned by the reporting persons.

 

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 Person Filing

MedCath 1998 LLC

KKR 1996 Fund L.P.

KKR Associates 1996, L.P.

KKR 1996 GP LLC

 

(b)

Address of Principal Business Office or, if none, Residence
c/o Kohlberg Kravis Roberts & Co.

9 West 57th Street, Suite 4200

New York, NY 10019

 

(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.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Not applicable.

 

6



 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(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.  As the sole general partner of KKR 1996 Fund L.P., KKR Associates 1996, L.P. may also be deemed to be the beneficial owner of the shares of Common Stock held by MedCath 1998 LLC.  As the sole general partner of KKR Associates 1996, L.P., KKR 1996 GP LLC may also be deemed to be the beneficial owner of the shares of Common Stock held by MedCath 1998 LLC. 

 

KKR 1996 GP LLC is a Delaware limited liability company, the managing members of which are Messrs. Henry R. Kravis and George R. Roberts, and the other members of which are Messrs. Paul E. Raether, Michael W. Michelson, James H. Greene, Jr., Perry Golkin, Johannes P. Huth, Todd A. Fisher and Alexander Navab, Jr.  Each of these individuals may be deemed to share beneficial ownership of any shares of Common Stock beneficially owned by KKR 1996 GP LLC, but each of such individuals disclaims any such beneficial ownership of such shares of Common Stock.

 

(b)

Percent of class: 

See Item 11 of each cover page, which is based upon Item 5 of each cover page.  See Item 4(a) above.

 

(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.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group

Not applicable.

 

Item 9.

Notice of Dissolution of Group

Not applicable.

 

 

Item 10.

Certification

 

Not applicable.

 

7



 

 

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.

 

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: Attorney-in-fact for Henry R. Kravis, Managing
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: Attorney-in-fact for Henry R. Kravis, Managing
Member

 

 

 

 

 

 

 

KKR Associates 1996, L.P.

 

 

 

 

By:

KKR 1996 GP LLC, general partner

 

 

 

 

By:

/s/ William Janetschek

 

 

 

Name: William Janetschek

 

 

Title: Attorney-in-fact for Henry R. Kravis, Managing
Member

 

8



 

 

KKR 1996 GP LLC

 

 

 

 

 

 

 

By:

/s/ William Janetschek

 

 

 

Name: William Janetschek

 

 

Title:Attorney-in-fact for Henry R. Kravis, Managing
Member

 

February 14, 2008

 

9



 

EXHIBITS

 

Exhibit
Number

 

Title

 

 

 

 

 

 

 

1

 

Joint Filing Agreement

 

(already on file)

 

 

 

 

 

2

 

Power of Attorney

 

(already on file)

 

10


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