Filing Details

Accession Number:
0001209191-10-041001
Form Type:
4
Zero Holdings:
No
Publication Time:
2010-08-03 13:00:00
Reporting Period:
2010-07-30
Filing Date:
2010-08-03
Accepted Time:
2010-08-03 20:52:38
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
817135 Alliance Healthcare Services Inc AIQ Services-Medical Laboratories (8071) 330239910
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1394234 Mts Health Investors Ii Gp Holdings, Llc 623 Fifth Avenue, Floor 15
New York NY 10022
No No Yes No
1394236 Mts Health Investors Ii Gp, Llc 623 Fifth Avenue, Floor 15
New York NY 10022
No No Yes No
1394237 Mts Health Investors Ii, Lp 623 Fifth Avenue, Floor 15
New York NY 10022
No No Yes No
1397640 Alliance-Mts Co-Investors Ii, Llc 623 Fifth Avenue, Floor 15
New York NY 10022
No No Yes No
1397641 Alliance-Mts Co-Investors I, Llc 623 Fifth Avenue, Floor 15
New York NY 10022
No No Yes No
1397787 Alliance-Oaktree Co-Investors, Llc C/O Oaktree Capital Group Holdings
333 S. Grand Avenue, Floor 28
Los Angeles CA 90071
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2010-07-30 987,532 $3.92 22,616,377 No 4 P Direct
Common Stock Acquisiton 2010-07-30 94,968 $3.92 1,694,968 No 4 P Indirect See Footnotes
Common Stock Acquisiton 2010-08-02 95,287 $4.25 22,711,664 No 4 P Direct
Common Stock Acquisiton 2010-08-02 9,163 $4.25 1,704,131 No 4 P Indirect See Footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
No 4 P Indirect See Footnotes
No 4 P Direct
No 4 P Indirect See Footnotes
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 1,120,160 Indirect See Footnotes
Common Stock 320,000 Indirect See Footnotes
Common Stock 160,000 Indirect See Footnotes
Footnotes
  1. This transaction was executed in multiple trades at prices ranging from $3.88 to $4.14. The price reported above reflects the weighted average purchase price. The reporting persons hereby undertake to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
  2. The parties directly owning the shares reported on this form are parties to a Stockholders' Agreement, dated April 16, 2007, which provides for certain terms regarding voting and disposal of the shares of the Issuer owned by the parties. By virtue of this agreement, each of the parties to the agreement may be considered beneficially owners of all these securities as members of a "group" as defined under Rule 13d-5 of the Securities Exchange Act of 1934.
  3. OCM Principal Opporunities Fund IV, L.P. ("Oaktree Fund") and Alliance-Oaktree Co-Investors, LLC ("OCM LLC") disclaim beneficial ownership of the securities reported herein as directly owned by MTS Health Investors II, L.P. ("MTS"), Alliance-MTS Co-Investors I, LLC ("MTS I"), or Alliance-MTS Co-Investors II, LLC ("MTS II") and MTS, MTS I, and MTS II disclaim beneficial ownership of the securities reported herein as directly owned by Oaktree Fund or OCM LLC. The inclusion of these securities in this report shall not be deemed to be an admission that any of the reporting persons have beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes.
  4. Oaktree Fund directly owns 22,711,664 shares of the common stock (the "Common Stock") of Alliance HealthCare Services, Inc. (the "Issuer"). This Form 4 is also being filed by: (i) OCM Principal Opportunities Fund IV GP, L.P. ("Fund GP"), in its capacity as the general partner of Oaktree Fund and, therefore, has investment and voting control over the Common Stock held by the Oaktree Fund; (ii) OCM Principal Opportunities Fund IV GP Ltd. ("Fund GP Ltd."), in its capacity as the general partner of Fund GP; (iii) Oaktree Fund GP I, L.P. ("GP I"), in its capacity as the sole shareholder of Fund GP Ltd.; (iv) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of GP I; (v) OCM Holdings I, LLC ("Holdings I"), in its capacity as the general partner of Capital I;
  5. (vi) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I; (vii) Oaktree Capital Group, LLC ("OCG"), in its capacity as the managing member of Holdings; (viii) Oaktree Capital Group Holdings, L.P. ("OCGH"), in its capacity as the holder of a majority of the voting units of OCG; and (ix) Oaktree Capital Group Holdings GP, LLC ("OCGH GP", and together with Oaktree Fund, Fund GP, Fund GP Ltd., GP I, Capital I, Holdings I, Holdings, OCG and OCGH, each a "Reporting Person" and collectively, the "Reporting Persons"). Information with respect to each of the Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
  6. Each Reporting Person disclaims beneficial ownership of all Common Stock reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any Common Stock covered by this Form 4.
  7. OCGH GP is a limited liability company managed by an executive committee, the members of which are Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, Larry W. Keele, Stephen A. Kaplan, John B. Frank, David M. Kirchheimer and Kevin L. Clayton (each, an "OCGH GP Member" and collectively, the "OCGH GP Members"). In such capacity, the OCGH Members may be deemed indirect beneficial owners of the Common Stock reported herein. Except to the extent of their respective pecuniary interest, each OCGH Member disclaims beneficial ownership of the Common Stock reported herein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Stock covered by this Form 4.
  8. These securities are owned by MTS. MTS Health Investors II GP, LLC ("MTS GP") is the general partner of MTS. MTS Health Investors II GP Holdings, LLC is the Class A member of MTS GP. Each may be deemed to beneficially own these shares because they have discretionary authority and control over all of the assets of MTS pursuant to a partnership agreement for MTS.
  9. This transaction was executed in multiple trades at prices ranging from $4.24 to $4.25. The price reported above reflects the weighted average purchase price. The reporting persons hereby undertake to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
  10. These securities are directly owned by OCM LLC. The managing member of OCM LLC is Fund GP. Fund GP and its affiliates may be deemed to beneficially own these shares because they have discretionary authority and control over all of the assets of OCM LLC pursuant to the Limited Liability Company Agreement of OCM LLC.
  11. These securities are owned by MTS I. MTS GP is the managing member of MTS I. MTS GP and its affiliates may be deemed to beneficially own these shares because they have discretionary authority and control over all of the assets of MTS I pursuant to the Limited Liability Company Agreement of MTS I.
  12. These securities are owned by MTS II. MTS GP is the managing member of MTS II. MTS GP and its affiliates may be deemed to beneficially own these shares because they have discretionary authority and control over all of the assets of MTS II pursuant to the Limited Liability Company Agreement of MTS II.