0001140361-23-020319.txt : 20230425
0001140361-23-020319.hdr.sgml : 20230425
20230425190221
ACCESSION NUMBER: 0001140361-23-020319
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230421
FILED AS OF DATE: 20230425
DATE AS OF CHANGE: 20230425
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Altaris Health Partners III, L.P.
CENTRAL INDEX KEY: 0001576010
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39392
FILM NUMBER: 23846364
BUSINESS ADDRESS:
STREET 1: 600 LEXINGTON AVENUE, 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-931-0250
MAIL ADDRESS:
STREET 1: 600 LEXINGTON AVENUE, 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Altaris Constellation Partners, L.P.
CENTRAL INDEX KEY: 0001678582
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39392
FILM NUMBER: 23846367
BUSINESS ADDRESS:
STREET 1: 600 LEXINGTON AVENUE
STREET 2: 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 931-0250
MAIL ADDRESS:
STREET 1: 600 LEXINGTON AVENUE
STREET 2: 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Altaris Partners, LLC
CENTRAL INDEX KEY: 0001777236
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39392
FILM NUMBER: 23846373
BUSINESS ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-931-0250
MAIL ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Aitken-Davies George
CENTRAL INDEX KEY: 0001777239
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39392
FILM NUMBER: 23846365
MAIL ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ACP-BHC LLC
CENTRAL INDEX KEY: 0001818198
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39392
FILM NUMBER: 23846369
BUSINESS ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-931-0250
MAIL ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: AHP III GP, L.P.
CENTRAL INDEX KEY: 0001818340
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39392
FILM NUMBER: 23846368
BUSINESS ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-931-0250
MAIL ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: AHP Constellation GP, L.P.
CENTRAL INDEX KEY: 0001818209
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39392
FILM NUMBER: 23846366
BUSINESS ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-931-0250
MAIL ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: AHP-TH LLC
CENTRAL INDEX KEY: 0001818311
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39392
FILM NUMBER: 23846372
BUSINESS ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-931-0250
MAIL ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ACP-TH LLC
CENTRAL INDEX KEY: 0001818325
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39392
FILM NUMBER: 23846370
BUSINESS ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-931-0250
MAIL ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: AHP-BHC LLC
CENTRAL INDEX KEY: 0001818327
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39392
FILM NUMBER: 23846371
BUSINESS ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-931-0250
MAIL ADDRESS:
STREET 1: 10 EAST 53RD STREET
STREET 2: 31ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Trean Insurance Group, Inc.
CENTRAL INDEX KEY: 0001801754
STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331]
IRS NUMBER: 844512647
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 150 LAKE STREET WEST
CITY: WAYZATA
STATE: MN
ZIP: 55391
BUSINESS PHONE: (952) 974-2222
MAIL ADDRESS:
STREET 1: 150 LAKE STREET WEST
CITY: WAYZATA
STATE: MN
ZIP: 55391
4
1
form4.xml
X0407
4
2023-04-21
true
0001801754
Trean Insurance Group, Inc.
TIG
0001777236
Altaris Partners, LLC
10 EAST 53RD STREET, 31ST FLOOR
NEW YORK
NY
10022
true
true
0001818311
AHP-TH LLC
10 EAST 53RD STREET, 31ST FLOOR
NEW YORK
NY
10022
true
true
0001818327
AHP-BHC LLC
10 EAST 53RD STREET, 31ST FLOOR
NEW YORK
NY
10022
true
true
0001818325
ACP-TH LLC
10 EAST 53RD STREET, 31ST FLOOR
NEW YORK
NY
10022
true
true
0001818198
ACP-BHC LLC
10 EAST 53RD STREET, 31ST FLOOR
NEW YORK
NY
10022
true
true
0001818340
AHP III GP, L.P.
10 EAST 53RD STREET, 31ST FLOOR
NEW YORK
NY
10022
true
true
0001678582
Altaris Constellation Partners, L.P.
10 EAST 53RD STREET, 31ST FLOOR
NEW YORK
NY
10022
true
true
0001818209
AHP Constellation GP, L.P.
10 EAST 53RD STREET, 31ST FLOOR
NEW YORK
NY
10022
true
true
0001777239
Aitken-Davies George
10 EAST 53RD STREET, 31ST FLOOR
NEW YORK
NY
10022
true
true
0001576010
Altaris Health Partners III, L.P.
10 EAST 53RD STREET, 31ST FLOOR
NEW YORK
NY
10022
true
true
false
Common Stock, par value $0.01 per share
2023-04-21
4
D
0
270
D
0
I
See footnotes
Common Stock, par value $0.01 per share
2023-04-21
4
D
0
19545133
D
0
I
See footnotes
Common Stock, par value $0.01 per share
2023-04-21
4
D
0
61
D
0
I
See footnotes
Common Stock, par value $0.01 per share
2023-04-21
4
D
0
4478455
D
0
I
See footnotes
Pursuant to the Agreement and Plan of Merger, dated as of December 15, 2022 (the "Merger Agreement"), by and among Treadstone Parent Inc., a Delaware corporation ("Parent"), Treadstone Merger Sub Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Parent ("Merger Sub"), and Trean Insurance Group, Inc. (the "Company"), each share of common stock, par value $0.01 per share, of the Company ("Company Common Stock") was converted into the right to receive a cash payment (without interest and subject to any applicable taxes) equal to the per share merger consideration of $6.15. As a result of the Merger, each of the Reporting Persons no longer beneficially owns, directly or indirectly, any shares of Company Common Stock.
The reported shares of Company Common Stock, in connection with closing of the merger and pursuant to contribution and exchange agreements, were disposed of in exchange for equity interests in an indirect owner of Parent, with an equivalent aggregate value as of the effective date of the merger, based on the per share merger consideration of $6.15.
Altaris Health Partners III, L.P. ("Altaris III") is the sole owner of each of AHP-TH LLC and AHP-BHC LLC. AHP III GP, L.P. ("III GP") is the general partner of Altaris III. Altaris Partners, LLC ("Altaris LLC") is the general partner of III GP. The Reporting Person and George Aitken-Davies are the Managers of Altaris LLC. Each of the Reporting Person and Mr. Aitken-Davies is in a position directly and indirectly to determine the investment and voting decisions made by Altaris LLC and the affiliated entities listed above. As such, any securities held directly by AHP-TH LLC or AHP-BHC LLC may have been deemed to be beneficially owned by Altaris III, III GP, Altaris LLC, the Reporting Person and Mr. Aitken-Davies.
The reported securities were held directly by AHP-TH LLC.
The reported securities were held directly by AHP-BHC LLC.
Altaris Constellation Partners, L.P. ("Altaris Constellation") is the sole owner of each of ACP-TH LLC and ACP-BHC LLC. AHP Constellation GP, L.P. ("Constellation GP") is the general partner of Altaris Constellation. Altaris LLC is the general partner of Constellation GP. The Reporting Person and Mr. Aitken-Davies are the Managers of Altaris LLC. Each of the Reporting Person and Mr. Aitken-Davies is in a position directly and indirectly to determine the investment and voting decisions made by Altaris LLC and the affiliated entities listed above. As such, any securities held directly by ACP-TH LLC or ACP-BHC LLC may have been deemed to be beneficially owned by Altaris Constellation, Constellation GP, Altaris LLC, the Reporting Person and Mr. Aitken-Davies.
The reported securities were held directly ACP-TH LLC.
The reported securities were held directly by ACP-BHC LLC.
This Form 4 is filed by more than one reporting person and is a joint filing with the Form 4 filed by Daniel Tully on April 25, 2023 and relates to the same holdings. Each of the reporting persons on this Form 4 may be deemed a director by deputization as a result of Mr. Daniel Tully serving on the board of directors of the Issuer, and as a result of the reporting persons on this Form 4 having the right to nominate directors to the board of the Issuer pursuant to a Director Nomination Agreement. This filing shall not be deemed an admission by any reporting person on this Form 4 that such person is a director by deputization.
ALTARIS PARTNERS, LLC,
By: /s/ Daniel Tully Its: Authorized Signatory
2023-04-25
AHP-TH LLC, By /s/ Daniel Tully Its: Authorized Signatory
2023-04-25
AHP-BHC LLC, By /s/ Daniel Tully Its: Authorized Signatory
2023-04-25
ACP-TH LLC, By /s/ Daniel Tully Its: Authorized Signatory
2023-04-25
ACP-BHC LLC, By /s/ Daniel Tully Its: Authorized Signatory
2023-04-25
AHP III GP, L.P., By: Altaris Partners, LLC, its general partner, By /s/ Daniel Tully Its: Authorized Signatory
2023-04-25
ALTARIS CONSTELLATION PARTNERS L.P., By: AHP Constellation GP, L.P., its general partner, By /s/ Daniel Tully Its: Authorized Signatory
2023-04-25
AHP CONSTELLATION GP, L.P., By: Altaris Partners, LLC, its general partner, By /s/ Daniel Tully Its: Authorized Signatory
2023-04-25
/s/ George Aitken-Davies
2023-04-25
ALTARIS HEALTH PARTNERS III, L.P., By: AHP III GP L.P., By /s/ Daniel Tully Its: Authorized Signatory
2023-04-25