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Filing Details

Accession Number:: 0001104659-22-099502
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-09-13 09:19:50
Reporting Period:: 2022-09-13

Accepted Time:: 2022-09-13 09:19:50
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1910851	R1 Rcm Inc.	RCM	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1041197	Neal Moszkowski	C/O Towerbrook Capital Partners L.p. 65 East 55Th Street, 19Th Floor New York NY 10022	Yes	No	Yes	No
1270155	Ramez Sousou	1 St. James'S Market Carlton Street London X0 SW1Y 4AH	Yes	No	Yes	No
1599448	Towerbrook Investors, Ltd.	C/O Towerbrook Capital Partners L.p. 65 East 55Th Street, 19Th Floor New York NY 10022	Yes	No	Yes	No
1662925	Ti Iv Achi Holdings, Lp	2711 Centerville Road, Suite 400 Wilmington DE 19808	Yes	No	Yes	No
1663043	Alliance Health Ascension	101 S. Hanley Road, Suite 450 St. Louis MO 63105	Yes	No	Yes	No
1663106	Ti Iv Achi Holdings Gp, Llc	2711 Centerville Road, Suite 400 Wilmington DE 19808	Yes	No	Yes	No
1663107	Tcp-Asc Gp, Llc	2711 Centerville Road, Suite 400 Wilmington DE 19808	Yes	No	Yes	No
1663108	Lllp Series Achi Tcp-Asc	2711 Centerville Road, Suite 400 Wilmington DE 19808	Yes	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2022-09-13	15,000,000	$20.43	164,754,055	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct

Footnotes

This Form 4 is being filed jointly pursuant to Rule 16a-1(a)(3) and Rule 16a-3(j) under the Securities Act of 1934, as amended (the "Exchange Act") to report the transaction in respect of Common Stock, par value $0.01 per share (the "Common Stock") that TCP-ASC ACHI Series LLLP (the "Partnership"), TCP-ASC GP, LLC (the "Partnership GP"), TI IV ACHI Holdings GP, LLC (the "Aggregator GP"), TI IV ACHI Holdings, LP (the "Aggregator"), TowerBrook Investors Ltd. ("TowerBrook"), Neal Moszkowski, Ramez Sousou, and Ascension Health Alliance d/b/a Ascension ("Ascension") (together, the "Reporting Persons") may be deemed to have beneficially owned and to report beneficial ownership of shares of Common Stock that the Reporting Persons may be deemed to have disposed as a result of the Offering (as defined below).
The Partnership is a Delaware series limited liability limited partnership that was formed for the purpose of purchasing, holding, converting, exercising the rights attached to, and disposing of, securities of the Issuer (the "Investment"). The sole general partner of the Partnership is the Partnership GP, and the limited partners of the Partnership are the Aggregator and Ascension. The Partnership GP is a Delaware limited liability company that was formed to effect the Investment. The members of the Partnership GP are the Aggregator and Ascension.
The Aggregator is a Delaware limited partnership that was formed to effect the Investment. The sole general partner of the Aggregator is the Aggregator GP, and the limited partners of the Aggregator are TowerBrook Investors IV (Onshore), L.P., TowerBrook Investors IV (OS), L.P., TowerBrook Investors IV Executive Fund, L.P., TowerBrook Investors IV (892), L.P. and TowerBrook Investors Team Daybreak, L.P. The Aggregator GP is a Delaware limited liability company that was formed to effect the Investment. The sole member of the Aggregator GP is TowerBrook. TowerBrook is a Cayman Islands corporation and its principal business is to serve as the general partner or member of various affiliates of investment funds managed or advised by TowerBrook Capital Partners L.P. The directors and joint controlling stockholders of TowerBrook are Neal Moszkowski, a U.S. citizen, and Ramez Sousou, a U.K. citizen. Ascension is a Missouri not-for-profit corporation.
The reported securities may be deemed to be owned directly by the Partnership, and indirectly by the Partnership GP, the Aggregator GP, the Aggregator, TowerBrook, Neal Moszkowski, Ramez Sousou and Ascension. As permitted by Rule 16a-1(a)(4), the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons are beneficial owners of any of the securities covered by this statement.
Pursuant to that certain Amended and Restated Limited Liability Limited Partnership Agreement of the Partnership, dated as of June 21, 2022, by and between the Partnership GP, the Aggregator and Ascension (as may be amended, supplemented or otherwise modified from time to time, the "Partnership Agreement"), the board of directors of the Partnership established a series of partnership interests to hold the securities allocable to the Aggregator under the Partnership Agreement ("Series TB") and a series of partnership interests to hold the securities allocable to Ascension under the Partnership Agreement ("Series AS").
On September 13, 2022, the Partnership consummated the sale of an aggregate of 15,000,000 shares of the Common Stock at $20.425 per share pursuant to an underwriting agreement dated September 8, 2022 in connection with a registered public offering (the "Offering"). The Aggregator GP, the Aggregator, TowerBrook, Neal Moszkowski and Ramez Sousou disclaim beneficial ownership of 75,889,325 shares of Common Stock held directly by Series AS following the Offering, whereas Ascension disclaims beneficial ownership of 88,864,730 shares of Common Stock held directly by Series TB following the Offering.