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UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Surgical Care Affiliates, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
86881L106
(CUSIP Number)
December 31, 2014
(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 persons 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 86881L106 |
13G |
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Names of Reporting Person MTS-SCA Acquisition LLC | |||||
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Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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SEC Use Only | |||||
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Citizenship or Place of Organization | |||||
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Number of |
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Sole Voting Power | |||||
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Shared Voting Power | ||||||
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Sole Dispositive Power | ||||||
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Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person OCM Principal Opportunities Fund IV, L.P.* | |||||
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Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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SEC Use Only | |||||
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Citizenship or Place of Organization | |||||
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Number of |
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Sole Voting Power | |||||
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Shared Voting Power | ||||||
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Sole Dispositive Power | ||||||
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Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the managing member of and owner of a majority in interest of the shares of MTS-SCA Acquisition LLC.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person Oaktree Capital Management, L.P.* | |||||
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Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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SEC Use Only | |||||
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Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the duly elected investment manager of OCM Principal Opportunities Fund IV, L.P.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person Oaktree Holdings, Inc.* | |||||
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Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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SEC Use Only | |||||
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Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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6 |
Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the general partner of Oaktree Capital Management, L.P.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person OCM Principal Opportunities Fund IV GP, L.P.* | |||||
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Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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SEC Use Only | |||||
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Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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Shared Voting Power | ||||||
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Sole Dispositive Power | ||||||
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Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the general partner of OCM Principal Opportunities Fund IV, L.P.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person OCM Principal Opportunities Fund IV GP Ltd.* | |||||
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Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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SEC Use Only | |||||
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4 |
Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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6 |
Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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8 |
Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as a general partner of OCM Principal Opportunities Fund IV GP, L.P.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person Oaktree Fund GP I, L.P.* | |||||
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Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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SEC Use Only | |||||
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Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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8 |
Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the sole shareholder of OCM Principal Opportunities Fund IV GP Ltd.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person Oaktree Capital I, L.P.* | |||||
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Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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3 |
SEC Use Only | |||||
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Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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6 |
Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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8 |
Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the general partner of Oaktree Fund GP I, L.P.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person OCM Holdings I, LLC* | |||||
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Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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3 |
SEC Use Only | |||||
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4 |
Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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6 |
Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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8 |
Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the general partner of Oaktree Capital I, L.P.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person Oaktree Holdings, LLC* | |||||
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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3 |
SEC Use Only | |||||
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4 |
Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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6 |
Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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8 |
Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the managing member of OCM Holdings I, LLC
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person Oaktree Capital Group, LLC* | |||||
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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3 |
SEC Use Only | |||||
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4 |
Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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6 |
Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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8 |
Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the managing member of Oaktree Holdings, LLC and sole shareholder of Oaktree Holdings, Inc.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person Oaktree Capital Group Holdings GP, LLC* | |||||
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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SEC Use Only | |||||
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4 |
Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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8 |
Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the duly appointed manager of Oaktree Capital Group, LLC.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person MTS Health Investors II GP, LLC* | |||||
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
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(b) |
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SEC Use Only | |||||
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4 |
Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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6 |
Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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8 |
Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the former managing member of MTS-SCA Acquisition LLC.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person MTS Health Investors II GP Holdings, LLC* | |||||
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
o | ||||
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(b) |
x | ||||
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3 |
SEC Use Only | |||||
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4 |
Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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6 |
Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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8 |
Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as managing member of MTS Health Investors II GP, LLC.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person MTS Health Partners LP* | |||||
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
o | ||||
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(b) |
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3 |
SEC Use Only | |||||
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4 |
Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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6 |
Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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8 |
Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as managing member of MTS Health Investors II GP Holdings, LLC.
CUSIP No 86881L106 |
13G |
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1 |
Names of Reporting Person MTS Health Partners GP, LLC* | |||||
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||||
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(a) |
o | ||||
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(b) |
x | ||||
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3 |
SEC Use Only | |||||
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4 |
Citizenship or Place of Organization | |||||
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Number of |
5 |
Sole Voting Power | |||||
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6 |
Shared Voting Power | ||||||
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7 |
Sole Dispositive Power | ||||||
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8 |
Shared Dispositive Power | ||||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11 |
Percent of Class Represented by Amount in Row (9) | |||||
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12 |
Type of Reporting Person (See Instructions) | |||||
* Solely in its capacity as the general partner of MTS Health Partners LP.
13G
Amendment No. 1 to Schedule 13G (Final Amendment)
Item 1(a) |
Name of Issuer: |
Item 1(b) |
Address of Issuers Principal Executive Offices: Deerfield, IL 60015 |
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Item 2(a) |
Name of Person Filing:
On December 31, 2014, MTS Health GP was no longer managing member of MTS-SCA. As a result, MTS Health GP, MTS Health GP Holdings, Health Partners and Health Partners GP may no longer be deemed to beneficially own any shares reported herein. |
Item 2(b) |
Address of Principal Business Office or, if none, Residence:
The address of the principal business office of each of MTS-SCA, MTS Health GP, MTS Health GP Holdings, Health Partners and Health Partners GP is 623 Fifth Avenue, 14th Floor, New York, NY 10022. |
Item 2(c) |
Citizenship:
Each of OCM, GP I, Capital I and Health Partners is a limited partnership organized under the laws of the State of Delaware.
Holdings Inc. is a corporation organized under the laws of the State of Delaware.
Each of POF IV and POF IV GP is a Cayman Islands limited partnership.
POF IV GP Ltd. is a Cayman Islands exempted company. |
13G
Item 2(d) |
Title of Class of Securities: | |||
Item 2(e) |
CUSIP Number: | |||
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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: | |||
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(a) |
o |
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). | |
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(b) |
o |
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). | |
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(c) |
o |
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). | |
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(d) |
o |
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). | |
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(e) |
o |
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). | |
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(f) |
o |
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). | |
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(g) |
o |
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). | |
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(h) |
o |
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). | |
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(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). | |
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(j) |
o |
Group, in accordance with § 240.13d1(b)(1)(ii)(J). | |
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Not Applicable | |||
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| |||
Item 4 |
Ownership: | |||
Item 4 is hereby amended and restated as follows:
(a) through (c):
The information requested hereunder is set forth in Items 5 through 9 and 11 of the cover pages to this Amendment No. 1 to Schedule 13G. Ownership is stated as of December 31, 2014. | ||||
13G
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 each of the reporting persons has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x. | |
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Item 6 |
Ownership of More than Five Percent on Behalf of Another Person: |
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Not Applicable. |
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Item 7 |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: |
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Not Applicable. |
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Item 8 |
Identification and Classification of Members of the Group: |
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The Reporting Persons may be deemed to be a group for purposes of Section 13(d)(3) of the Act. The Reporting Persons expressly disclaim that they have agreed to act as a group other than as described in this statement. |
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Item 9 |
Notice of Dissolution of Group: |
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Not Applicable. |
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Item 10 |
Certification: |
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Not Applicable. |
13G
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.
Date: February 17, 2015 |
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MTS-SCA ACQUISITION LLC | |
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By: OCM Principal Opportunities Fund IV, L.P. | |
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Its: Managing Member | |
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By: OCM Principal Opportunities Fund IV GP, L.P. | |
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Its: General Partner | |
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By: OCM Principal Opportunities Fund IV GP Ltd. | |
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Its: General Partner | |
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By: Oaktree Capital Management, L.P. | |
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Its: Director | |
|
| |
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By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
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Title: Managing Director | |
|
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|
| |
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By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director |
13G
|
OCM PRINCIPAL OPPORTUNITIES FUND IV, L.P. | |
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By: OCM Principal Opportunities Fund IV GP, L.P. | |
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Its: General Partner | |
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By: OCM Principal Opportunities Fund IV GP Ltd. | |
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Its: General Partner | |
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By: Oaktree Capital Management, L.P. | |
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Its: Director | |
|
| |
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By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
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|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
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Title: Managing Director | |
|
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|
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|
OAKTREE CAPITAL MANAGEMENT, L.P. | |
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By: |
/s/ Lisa Arakaki |
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Name: Lisa Arakaki | |
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Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director |
13G
|
OAKTREE HOLDINGS, INC. | |
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By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
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Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director | |
|
| |
|
| |
|
OCM PRINCIPAL OPPORTUNITIES FUND IV GP, L.P. | |
|
| |
|
By: OCM Principal Opportunities Fund IV GP Ltd. | |
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Its: General Partner | |
|
| |
|
By: Oaktree Capital Management, L.P. | |
|
Its: Director | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director | |
|
| |
|
| |
|
OCM PRINCIPAL OPPORTUNITIES FUND IV GP LTD. | |
|
| |
|
By: Oaktree Capital Management, L.P. | |
|
Its: Director | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director |
13G
|
OAKTREE FUND GP I, L.P. | |
|
| |
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By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Authorized Signatory | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Authorized Signatory | |
|
| |
|
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|
OAKTREE CAPITAL I, L.P. | |
|
| |
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By: OCM Holdings I, LLC | |
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Its: General Partner | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director | |
|
| |
|
| |
|
OCM HOLDINGS I, LLC | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director |
13G
|
OAKTREE HOLDINGS, LLC | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director | |
|
| |
|
| |
|
OAKTREE CAPITAL GROUP, LLC | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director | |
|
| |
|
| |
|
OAKTREE CAPITAL GROUP HOLDINGS GP, LLC | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director |
13G
|
MTS HEALTH INVESTORS II GP, LLC | |
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| |
|
By: MTS Health Investors II GP Holdings, LLC | |
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Its: Managing Member | |
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|
By: MTS Health Partners LP | |
|
Its: Managing Member | |
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| |
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By: MTS Health Partners GP, LLC | |
|
Its: General Partner | |
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| |
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By: |
/s/ Curtis S. Lane |
|
|
Name: Curtis S. Lane |
|
|
Title: Managing Member |
|
| |
|
| |
|
MTS HEALTH INVESTORS II GP HOLDINGS, LLC | |
|
| |
|
By: MTS Health Partners LP | |
|
Its: Managing Member | |
|
| |
|
By: MTS Health Partners GP, LLC | |
|
Its: General Partner | |
|
| |
|
By: |
/s/ Curtis S. Lane |
|
|
Name: Curtis S. Lane |
|
|
Title: Managing Member |
|
|
|
|
MTS HEALTH PARTNERS LP | |
|
| |
|
By: MTS Health Partners GP, LLC | |
|
Its: General Partner | |
|
| |
|
By: |
/s/ Curtis S. Lane |
|
|
Name: Curtis S. Lane |
|
|
Title: Managing Member |
|
| |
|
MTS HEALTH PARTNERS GP, LLC | |
|
| |
|
By: |
/s/ Curtis S. Lane |
|
|
Name: Curtis S. Lane |
|
|
Title: Managing Member |
13G
EXHIBIT I
JOINT FILING AGREEMENT
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned acknowledges and agrees that the foregoing statement on Schedule 13G is filed on behalf of the undersigned and that all subsequent amendments to this statement of Schedule 13G shall be filed on behalf of the undersigned without the necessity of filing additional joint acquisition statements. Each of the undersigned acknowledges that it shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate.
Date: February 17, 2015 |
| |
|
| |
|
| |
|
MTS-SCA ACQUISITION LLC | |
|
By: OCM Principal Opportunities Fund IV, L.P. | |
|
Its: Managing Member | |
|
| |
|
By: OCM Principal Opportunities Fund IV GP, L.P. | |
|
Its: General Partner | |
|
| |
|
By: OCM Principal Opportunities Fund IV GP Ltd. | |
|
Its: General Partner | |
|
| |
|
By: Oaktree Capital Management, L.P. | |
|
Its: Director | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director |
13G
|
OCM PRINCIPAL OPPORTUNITIES FUND IV, L.P. | |
|
| |
|
| |
|
By: OCM Principal Opportunities Fund IV GP, L.P. | |
|
Its: General Partner | |
|
| |
|
By: OCM Principal Opportunities Fund IV GP Ltd. | |
|
Its: General Partner | |
|
| |
|
By: Oaktree Capital Management, L.P. | |
|
Its: Director | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director | |
|
| |
|
| |
|
OAKTREE CAPITAL MANAGEMENT, L.P. | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director |
13G
|
OAKTREE HOLDINGS, INC. | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director | |
|
| |
|
| |
|
OCM PRINCIPAL OPPORTUNITIES FUND IV GP, L.P. | |
|
| |
|
By: OCM Principal Opportunities Fund IV GP Ltd. | |
|
Its: General Partner | |
|
| |
|
By: Oaktree Capital Management, L.P. | |
|
Its: Director | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director | |
|
| |
|
| |
|
OCM PRINCIPAL OPPORTUNITIES FUND IV GP LTD. | |
|
| |
|
By: Oaktree Capital Management, L.P. | |
|
Its: Director | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director |
13G
|
OAKTREE FUND GP I, L.P. | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Authorized Signatory | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Authorized Signatory | |
|
| |
|
| |
|
OAKTREE CAPITAL I, L.P. | |
|
| |
|
By: OCM Holdings I, LLC | |
|
Its: General Partner | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director | |
|
| |
|
| |
|
OCM HOLDINGS I, LLC | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director |
13G
|
OAKTREE HOLDINGS, LLC | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director | |
|
| |
|
| |
|
OAKTREE CAPITAL GROUP, LLC | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director | |
|
| |
|
| |
|
OAKTREE CAPITAL GROUP HOLDINGS GP, LLC | |
|
| |
|
By: |
/s/ Lisa Arakaki |
|
Name: Lisa Arakaki | |
|
Title: Managing Director | |
|
| |
|
By: |
/s/ Martin Boskovich |
|
Name: Martin Boskovich | |
|
Title: Managing Director |
13G
|
MTS HEALTH INVESTORS II GP, LLC | |
|
| |
|
By: MTS Health Investors II GP Holdings, LLC | |
|
Its: Managing Member | |
|
| |
|
By: MTS Health Partners LP | |
|
Its: Managing Member | |
|
| |
|
By: MTS Health Partners GP, LLC | |
|
Its: General Partner | |
|
| |
|
By: |
/s/ Curtis S. Lane |
|
|
Name: Curtis S. Lane |
|
|
Title: Managing Member |
|
| |
|
| |
|
MTS HEALTH INVESTORS II GP HOLDINGS, LLC | |
|
| |
|
By: MTS Health Partners LP | |
|
Its: Managing Member | |
|
| |
|
By: MTS Health Partners GP, LLC | |
|
Its: General Partner | |
|
| |
|
By: |
/s/ Curtis S. Lane |
|
|
Name: Curtis S. Lane |
|
|
Title: Managing Member |
|
|
|
|
MTS HEALTH PARTNERS LP | |
|
| |
|
By: MTS Health Partners GP, LLC | |
|
Its: General Partner | |
|
| |
|
By: |
/s/ Curtis S. Lane |
|
|
Name: Curtis S. Lane |
|
|
Title: Managing Member |
|
| |
|
MTS HEALTH PARTNERS GP, LLC | |
|
| |
|
By: |
/s/ Curtis S. Lane |
|
|
Name: Curtis S. Lane |
|
|
Title: Managing Member |