0001209191-13-038961.txt : 20130802 0001209191-13-038961.hdr.sgml : 20130802 20130802160258 ACCESSION NUMBER: 0001209191-13-038961 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130314 FILED AS OF DATE: 20130802 DATE AS OF CHANGE: 20130802 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LHC Group, Inc CENTRAL INDEX KEY: 0001303313 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 710918189 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 420 WEST PINHOOK ROAD CITY: LAFAYETTE STATE: LA ZIP: 70503 BUSINESS PHONE: 337-233-1307 MAIL ADDRESS: STREET 1: 420 WEST PINHOOK ROAD CITY: LAFAYETTE STATE: LA ZIP: 70503 FORMER COMPANY: FORMER CONFORMED NAME: LHC Group, LLC DATE OF NAME CHANGE: 20040915 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Coliseum Capital Partners II, L.P. CENTRAL INDEX KEY: 0001567187 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33989 FILM NUMBER: 131006504 BUSINESS ADDRESS: STREET 1: METRO CENTER STREET 2: 1 STATION PLACE, 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902-6800 BUSINESS PHONE: 203-883-0100 MAIL ADDRESS: STREET 1: METRO CENTER STREET 2: 1 STATION PLACE, 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902-6800 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COLISEUM CAPITAL PARTNERS L P CENTRAL INDEX KEY: 0001356974 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33989 FILM NUMBER: 131006505 BUSINESS ADDRESS: STREET 1: METRO CENTER, 1 STATION PLACE STREET 2: 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 203-883-0100 MAIL ADDRESS: STREET 1: METRO CENTER, 1 STATION PLACE STREET 2: 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Coliseum Capital, LLC CENTRAL INDEX KEY: 0001409585 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33989 FILM NUMBER: 131006506 BUSINESS ADDRESS: STREET 1: 825 THIRD AVENUE STREET 2: 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-488-5555 MAIL ADDRESS: STREET 1: 825 THIRD AVENUE STREET 2: 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Shackelton Christopher S CENTRAL INDEX KEY: 0001430708 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33989 FILM NUMBER: 131006507 MAIL ADDRESS: STREET 1: 767 THIRD AVENUE STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Coliseum Capital Management, LLC CENTRAL INDEX KEY: 0001409751 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33989 FILM NUMBER: 131006508 BUSINESS ADDRESS: STREET 1: METRO CENTER STREET 2: 1 STATION PLACE, 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 203-883-0100 MAIL ADDRESS: STREET 1: METRO CENTER STREET 2: 1 STATION PLACE, 7TH FLOOR SOUTH CITY: STAMFORD STATE: CT ZIP: 06902 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BLACKWELL PARTNERS LLC CENTRAL INDEX KEY: 0001426672 STATE OF INCORPORATION: 2Q FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33989 FILM NUMBER: 131006503 BUSINESS ADDRESS: STREET 1: C/O DUMAC, INC. STREET 2: 280 S. MANGUM STREET, SUITE 210 CITY: DURHAM STATE: NC ZIP: 27701 BUSINESS PHONE: (919) 668-9995 MAIL ADDRESS: STREET 1: C/O DUMAC, INC. STREET 2: 280 S. MANGUM STREET, SUITE 210 CITY: DURHAM STATE: NC ZIP: 27701 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gray Adam CENTRAL INDEX KEY: 0001454123 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33989 FILM NUMBER: 131006502 MAIL ADDRESS: STREET 1: 767 THIRD AVENUE STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 4/A 1 c578673_4ax1.xml MAIN DOCUMENT DESCRIPTION X0306 4/A 2013-03-14 2013-03-18 0001303313 LHC Group, Inc LHCG 0001409751 Coliseum Capital Management, LLC METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 0 0 1 0 0001430708 Shackelton Christopher S METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 1 0 1 0 0001409585 Coliseum Capital, LLC METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 1 0 1 0 0001356974 COLISEUM CAPITAL PARTNERS L P METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 1 0 1 0 0001567187 Coliseum Capital Partners II, L.P. METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 0 0 1 0 0001426672 BLACKWELL PARTNERS LLC C/O DUMAC, LLC 406 BLACKWELL STREET, SUITE 300 DURHAM NC 27701 0 0 1 0 0001454123 Gray Adam METRO CENTER 1 STATION PLACE, 7TH FLOOR SOUTH STAMFORD CT 06902 1 0 1 0 Common Stock 2013-03-14 4 P 0 3101 20.69 A 2525418 I See Footnote Common Stock 2013-03-15 4 P 0 24100 21.24 A 2549518 I See Footnote Phantom Stock 2013-03-15 4 A 0 1166 0 A 2013-11-15 2013-11-15 Common Stock 1166 1166 I See Footnote Phantom Stock 2013-03-15 4 A 0 1167 0 A 2014-11-15 2014-11-15 Common Stock 1167 1167 I See Footnote Phantom Stock 2013-03-15 4 A 0 1167 0 A 2015-11-15 2015-11-15 Common Stock 1167 1167 I See Footnote Phantom Stock 2013-03-15 4 A 0 2700 0 A 2014-03-01 2014-03-01 Common Stock 2700 2700 I See Footnote See Joint Filer Information on Exhibit 99.1 for information with respect to the nature of Coliseum Capital Management, LLC's indirect ownership and details regarding the transactions reported herein and the nature of the beneficial ownership of the reporting persons. Christopher Shackelton is a director of the Issuer. As a result, Coliseum Capital, LLC, Coliseum Capital Partners, L.P. and Adam Gray may be deemed directors by deputization of the Issuer solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. Coliseum Capital Management, LLC, By: /s/ Christopher Shackelton, Manager 2013-08-02 EX-99.1 2 c578673_99x1.htm ADDITIONAL EXHIBITS Exhibit 99.1

                                                                    Exhibit 99.1

                         Form 4 Joint Filer Information

Names of the Reporting Persons:     * Coliseum Capital Management, LLC, a
                                       Delaware limited liability company ("CCM");

                                     * Coliseum Capital, LLC, a Delaware limited
                                       liability company ("CC");

                                     * Coliseum Capital Partners, L.P., a Delaware
                                       limited partnership ("CCP");

                                     * Coliseum Capital Partners II, L.P., a
                                       Delaware limited partnership
                                       ("CCP2" and,together with CCP, the "Funds");

                                     * Blackwell Partners, LLC, a Georgia limited
                                       liability company ("Blackwell");

                                     * Adam Gray; and

                                     * Christopher Shackelton, a member of the
                                       board of directors of LHC Group, Inc.
                                       (the "Issuer").

Address for each of the Reporting
Persons, except Blackwell:             Metro Center, 1 Station Place, 7th Floor
                                       South, Stamford, CT 06902

Address for Blackwell:                 c/o DUMAC, LLC, 406 Blackwell Street,
                                       Suite 300, Durham, NC 27701
Date of Earliest Transaction
Required to be Reported:               March 14, 2013

Designated Filer for each of the
Reporting Persons:                     Coliseum Capital Management, LLC

Issuer & Ticker Symbol for each
of the Reporting Persons:              LHC Group, Inc.; LHCG

Title of Non-Derivative
Security for each of the
Reporting Persons:                     Common Stock $0.01 par value
                                       (the "Stock")

Non-Derivative Securities
Acquired:                              The Reporting Persons acquired the Stock
                                       as follows:

Transaction Date    Amount of Securities           Price    Amount of Securities
                         Aquired                             Beneficially Owned
                                                             Following Reported
                                                               Transactions
--------------------------------------------------------------------------------
3/14/2013               3,101(1)                 $20.69(2)      2,525,418(3)
3/15/2013              24,100(1)                 $21.24(4)      2,549,518(3)

Title of Derivative
Security for each of the
Reporting Persons:                     Phantom Stock

Derivative Securities Acquired:        The Reporting Persons acquired the Phantom
                                       Stock as follows:

Transaction Date   Conversion or     Number of     Price      Amount of Derivative
                  Excercise Price    Derivative               Securities Beneficially
                  of Derivative      Securites                Owned Following
                                     Acquired                 Reported Transactions
-------------------------------------------------------------------------------------
3/15/2013            (5)             1,166          $0        1,166(6)
3/15/2013            (5)             1,167          $0        1,167(6)
3/15/2013            (5)             1,167          $0        1,167(6)
3/15/2013            (5)             2,700          $0        2,700(6)

(1) These securities are held directly by CCP2. Mr. Shackelton and Adam Gray are
managers of and have an ownership interest in each of CCM and CC and may be
deemed to have an indirect pecuniary interest in the shares held by the Funds
and Blackwell due to CCM's right to receive performance-related fees Blackwell
and CC's right to receive performance-related fees from the Funds. Each of
Christopher Shackelton, Adam Gray, CCP2, CC and CCM disclaim beneficial
ownership of these securities except to the extent of that person's pecuniary
interest therein. Christopher Shackelton is the Chairman of the board of
directors of the Issuer.

(2) This transaction was executed in multiple trades at prices ranging from
$20.63 to $20.75. The reported price reflects the weighted average purchase
price. The Reporting Person filing this report hereby undertakes to provide upon
request by the SEC staff, LHC Group, Inc. or a shareholder of LHC Group, Inc.
full information regarding the number of shares purchased at each separate
price.

(3) These securities are held directly by (a) CCP, (b) CCP2 and (c) Blackwell, a
separate account investment advisory client of CCM. Mr. Shackelton and Adam Gray
are managers of and have an ownership interest in each of CCM and CC and may be
deemed to have an indirect pecuniary interest in the shares held by the Funds
and Blackwell due to CCM's right to receive performance-related fees Blackwell
and CC's right to receive performance-related fees from the Funds. Each of
Christopher Shackelton, Adam Gray, CCP, CCP2, Blackwell, CC and CCM disclaim
beneficial ownership of these securities except to the extent of that person's
pecuniary interest therein. Christopher Shackelton is the Chairman of the board
of directors of the Issuer. Following the transactions reported herein,
Blackwell directly beneficially owned 808,838 shares of Stock, CCP directly
beneficially owned 1,515,567 shares of Stock and CCP2 directly beneficially
owned 225,113 shares of Stock.

(4) This transaction was executed in multiple trades at $21.24.

(5) Each share of phantom stock shall be entitled to a cash payment equal to the
fair market value of a share of LHC Group, Inc.'s common stock, par value $0.01
per share ("Common Stock"), as of the payment date based on the closing market
price of the Common Stock on such date.

(6) These securities were received by CCP pursuant to an agreement under which
Christopher Shackelton assigned to CCP the right to receive all compensation
(including equity compensation) that Mr. Shackelton would otherwise receive as a
director of the Issuer. CC serves as the general partner for CCP, and CCM serves
as investment advisor to each of the Funds and Blackwell. The Phantom Stock is
held directly by CCP. Messrs. Shackelton and Gray are managers of and have
an ownership interest in CC and may be deemed to have an indirect pecuniary
interest in the Phantom Stock held by CCP due to CC's right to receive
performance-related fees from CCP. Each of CCP, Mr. Shackelton and Mr. Gray
disclaim beneficial ownership of the Phantom Stock except to the extent that of
that person's pecuniary interest therein.

Christopher Shackelton         /s/ Christopher Shackelton              August 2, 2013
                              -----------------------------------      --------------
                              **Signature of Reporting Person              Date

Coliseum Capital              /s/ Christopher Shackelton, Manager      August 2, 2013
Management, LLC              -------------------------------------     --------------
                              **Signature of Reporting Person              Date

Coliseum Capital, LLC          /s/ Christopher Shackelton, Manager     August 2, 2013
                              ------------------------------------     --------------
                              **Signature of Reporting Person              Date

Coliseum Capital Partners, L.P.
By: Coliseum Capital, LLC,
General Partner                /s/ Christopher Shackelton, Manager     August 2, 2013
                              -------------------------------------    --------------
                               **Signature of Reporting Person             Date

Coliseum Capital Partners II, L.P.
By: Coliseum Capital, LLC,
General Partner                 /s/ Christopher Shackelton, Manager    August 2, 2013
                               ------------------------------------    --------------
                                **Signature of Reporting Person             Date

Blackwell Partners, LLC
By: Coliseum Capital Management,
LLC, Attorney-in-fact           /s/ Christopher Shackelton, Manager    August 2, 2013
                                -----------------------------------    --------------
                              **Signature of Reporting Person              Date

Adam Gray                      /s/ Adam Gray                           August 2, 2013
                               ------------------------------------    --------------
                              **Signature of Reporting Person              Date

**Intentional misstatements or omissions of facts constitute Federal Criminal
Violations.See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).