CUSIP No. 74909E106 | SCHEDULE 13G | Page 11 of 15 Pages |
Item 1. | | (a) Name of Issuer |
Quorum Health Corporation
Item 1. | | (b) Address of Issuer’s Principal Executive Offices |
1573 Mallory Lane
Brentwood, Tennessee 37027
Item 2. | | (a) Names of Person Filing: |
OHA Strategic Credit Master Fund II, L.P.
OHA Strategic Credit II GenPar, LLC
OHA Global PE GenPar, LLC
OHA Global PE MGP, LLC
Oak Hill Advisors, L.P.
OHA (UK) LLP
Oak Hill Advisors GenPar, L.P.
Oak Hill Advisors MGP, Inc.
Glenn R. August
Item 2. | | ( b) Address of Principal Business Office: |
The principal office of each reporting person other than OHA (UK) LLP is:
1114 Avenue of the Americas, 27th Floor
New York, NY 10036
The principal business office of OHA (UK) LLP is:
45 Pall Mall, 4th Floor
London, England SW1Y 5JG
OHA Strategic Credit Master Fund II, L.P. is a Cayman Islands limited partnership.
OHA Strategic Credit II GenPar, LLC, OHA Global GenPar, LLC and OHA Global PE MGP, LLC are each Delaware limited liability companies.
Oak Hill Advisors, L.P. and Oak Hill Advisors GenPar, L.P. are Delaware limited partnerships.
OHA (UK) LLP is a United Kingdom limited liability partnership.
Oak Hill Advisors MGP, Inc. is a Delaware corporation.
Glenn R. August is a United States citizen.
Item 2. | | (d) Title of Class of Securities |
Common Stock, par value $0.0001 per share (the “Common Stock”)
74909E106
CUSIP No. 74909E106 | SCHEDULE 13G | Page 12 of 15 Pages |
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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: |
| (a) | ¨ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
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| (b) | ¨ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
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| (c) | ¨ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
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| (d) | ¨ | 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) | ¨ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
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| (g) | ¨ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
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| (h) | ¨ | 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) | ¨ | 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) | ¨ | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); |
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| (k) | ¨ | A group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: |
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CUSIP No. 74909E106 | SCHEDULE 13G | Page 13 of 15 Pages |
Item 4. Ownership
The amount beneficially owned by each Reporting Person is determined based on 31,244,427 shares of Common Stock outstanding as of May 6, 2019, as the Issuer reported in its Form 10-Q filed with the SEC on May 10, 2019.
OHA Strategic Credit Master Fund II, L.P. ("SCF II")
SCF II owns 1,587,490 shares of Common Stock, which represents approximately 5.08% of the issued and outstanding shares of Common Stock. SCF II has the power to vote or direct the vote of these shares and the power to dispose or to direct the disposition of these shares.
OHA Strategic Credit II GenPar, LLC ("SCF II GenPar")
SCF II GenPar is the general partner of SCF II. As the general partner, SCF II GenPar may be deemed to beneficially own the shares of Common Stock owned by SCF II. As the general partner of SCF II, SCF II GenPar may be deemed to have the power to vote or direct the vote of, and the power to dispose or to direct the disposition of, the shares of Common Stock owned by SCF II.
OHA Global PE GenPar, LLC ("Global PE GenPar")
Global PE GenPar is the managing member of SCF II GenPar. As the managing member of SCF II GenPar, Global PE GenPar may be deemed to beneficially own the shares of Common Stock beneficially owned by SCF II GenPar. As the managing member of SCF II GenPar, Global PE GenPar may be deemed to have the power to vote or direct the vote of, and the power to dispose or to direct the disposition of, the shares of Common Stock owned by SCF II.
OHA Global PE MGP, LLC ("Global PE MGP")
Global PE MGP is the managing member of Global PE GenPar. As the managing member of Global PE GenPar, Global PE MGP may be deemed to beneficially own the shares of Common Stock beneficially owned by Global PE GenPar. As the managing member of Global PE GenPar, Global PE MGP may be deemed to have the power to vote or direct the vote of, and the power to dispose or to direct the disposition of, the shares of Common Stock owned by SCF II.
Oak Hill Advisors, L.P. ("OHA")
OHA is an advisor to SCF II and may be deemed to beneficially own the shares of Common Stock owned by SCF II. As an advisor to SCF II, OHA may be deemed to have the power to vote or direct the vote of, and the power to dispose or to direct the disposition of, the shares of Common Stock owned by SCF II.
OHA (UK) LLP ("OHA UK")
OHA UK is a wholly owned subsidiary of OHA. OHA UK is an advisor to SCF II and may be deemed to beneficially own the shares of Common Stock owned by SCF II. As an advisor to SCF II, OHA UK may be deemed to have the power to vote or direct the vote of, and the power to dispose or to direct the disposition of, the shares of Common Stock owned by SCF II.
Oak Hill Advisors GenPar, L.P. ("OHA GenPar")
OHA GenPar is the general partner of OHA. As the general partner of OHA, OHA GenPar may be deemed to beneficially own the shares of Common Stock beneficially owned by OHA. As the general partner of OHA, OHA GenPar may be deemed to have the power to vote or direct the vote of, and the power to dispose or to direct the disposition of, the shares of Common Stock beneficially owned by OHA.
Oak Hill Advisors MGP, Inc. ("OHA MGP")
OHA MGP is the managing general partner of OHA GenPar. As the managing general partner of OHA GenPar, OHA MGP may be deemed to beneficially own the shares of Common Stock beneficially owned by OHA GenPar. As the managing general partner of OHA GenPar, OHA MGP may be deemed to have the power to vote or direct the vote of, and the power to dispose or to direct the disposition of, the shares of Common Shares beneficially owned by OHA GenPar.
Mr. August
SCF II, SCF II GenPar, Global PE GenPar, Global PE MGP, OHA, OHA UK, OHA GenPar and OHA MGP are managed or otherwise controlled directly or indirectly by Mr. August. Mr. August disclaims beneficial ownership of all shares of the Common Stock in excess of his pecuniary interests, if any, and this report shall not be deemed an admission that Mr. August is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
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 [ ].
Item 6. Ownership of More Than Five Percent on Behalf of Another Person
Not Applicable.
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
13d-1(c) Filer: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
CUSIP No. 74909E106 | SCHEDULE 13G | Page 14 of 15 Pages |
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.
Dated: July 12, 2019