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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Allion Healthcare (MM) | NASDAQ:ALLI | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 6.59 | 0 | 01:00:00 |
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
|
OMB APPROVAL
OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5 |
|
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 |
|
1. Name and Address of Reporting Person
*
Brickell Bay Acquisition Corp. |
2. Issuer Name
and
Ticker or Trading Symbol
ALLION HEALTHCARE INC [ ALLI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __ X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) |
C/O H.I.G. CAPITAL, 1001 BRICKELL BAY DRIVE, 27TH FL. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
|
|
MIAMI, FL 33131 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1.Title of Security
(Instr. 3) |
2. Trans. Date | 2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 1/13/2010 | P | 28715121 | A | $6.60 | 0 (1) | D (2) (3) (4) (5) |
Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) |
|||||||||||||||
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: | |
( 1) | All of the Issuer's outstanding stock was canceled in a merger of the Issuer into a wholly owned subsidiary of Brickell Bay Acquisition Corp. ("Parent") on January 13, 2010. |
( 2) | This Form 4 is being filed by (i) Parent, (ii) H.I.G. Healthcare, LLC ("HIG Healthcare"), in its capacity as the sole shareholder of Parent, (iii) H.I.G. Bayside Debt & LBO Fund II, L.P. ("Fund II"), in its capacity as the manager and sole member of HIG Healthcare, (iv) H.I.G. Bayside Advisors II, LLC ("Advisors II"), in its capacity as the general partner of Fund II, (v) H.I.G.-GPII, Inc. ("GPII"), in its capacity as the manager of Advisors II, and (vi) by Sami W. Mnaymneh ("Mnaymneh") and Anthony A. Tamer ("Tamer"), in their capacity as co-presidents, directors and sole shareholders of GP II. |
( 3) | Each of Parent, HIG Healthcare, Fund II, Advisors II, GPII, Mnaymneh and Tamer may be referred to individually as "Reporting Person" and collectively as the "Reporting Persons." |
( 4) | Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person assumes responsibility for the accuracy or completeness of information supplied by any other Reporting Person. The filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any securities covered by this Form 4. |
( 5) | As a result of their direct or indirect relationship to Parent, the other Reporting Persons may also be deemed to have acquired indirect beneficial ownership of such shares of Common Stock. The other Reporting Persons expressly disclaim beneficial ownership of such shares. |
Reporting Owners
|
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Reporting Owner Name / Address |
|
||||
Director | 10% Owner | Officer | Other | ||
Brickell Bay Acquisition Corp.
C/O H.I.G. CAPITAL 1001 BRICKELL BAY DRIVE, 27TH FL. MIAMI, FL 33131 |
|
X |
|
|
|
H.I.G. Healthcare, L.L.C.
C/O H.I.G. CAPITAL 1001 BRICKELL BAY DRIVE, 27TH FL. MIAMI, FL 33131 |
|
X |
|
|
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HIG BAYSIDE DEBT & LBO FUND II LP
C/O H.I.G. CAPITAL 1001 BRICKELL BAY DRIVE, 27TH FL. MIAMI, FL 33131 |
|
X |
|
|
|
H.I.G. Bayside Advisors II, L.L.C.
C/O H.I.G. CAPITAL 1001 BRICKELL BAY DRIVE, 27TH FL. MIAMI, FL 33131 |
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X |
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HIG GP II INC
C/O H.I.G. CAPITAL 1001 BRICKELL BAY DRIVE, 27TH FL. MIAMI, FL 33131 |
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X |
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MNAYMNEH SAMI
C/O H.I.G. CAPITAL 1001 BRICKELL BAY DRIVE, 27TH FL. MIAMI, FL 33131 |
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X |
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TAMER ANTHONY
C/O H.I.G. CAPITAL 1001 BRICKELL BAY DRIVE, 27TH FL. MIAMI, FL 33131 |
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X |
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Signatures
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||
/s/ Brickell Bay Acquisition Corp., by Richard Siegel, its Attorney in Fact | 1/13/2010 | |
** Signature of Reporting Person |
Date
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/s/ H.I.G. Healthcare, LLC, by H.I.G. Bayside Debt & LBO Fund II, L.P., its Manager, by H.I.G. Bayside Advisors II, LLC, its General Partner, by H.I.G.-GPII, Inc., its Manager, by Richard Siegel, its Vice President and General Counsel | 1/13/2010 | |
** Signature of Reporting Person |
Date
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/s/ H.I.G. Bayside Debt & LBO Fund II, L.P., by H.I.G. Bayside Advisors II, LLC, its General Partner, by H.I.G.-GPII, Inc., its Manager, by Richard Siegel, its Vice President and General Counsel | 1/13/2010 | |
** Signature of Reporting Person |
Date
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/s/ H.I.G. Bayside Advisors II, LLC, by H.I.G.-GPII, Inc., its Manager, by Richard Siegel, its Vice President and General Counsel | 1/13/2010 | |
** Signature of Reporting Person |
Date
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/s/ H.I.G.-GPII, Inc., by Richard Siegel, its Vice President and General Counsel | 1/13/2010 | |
** Signature of Reporting Person |
Date
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/s/ Sami Myanmneh, by Richard Siegel, its Attorney in Fact | 1/13/2010 | |
** Signature of Reporting Person |
Date
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/s/ Anthony Tamer, by Richard Siegel, its Attorney in Fact | 1/13/2010 | |
** Signature of Reporting Person |
Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1 Year Allion Healthcare (MM) Chart |
1 Month Allion Healthcare (MM) Chart |
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