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