UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Commission File Number |
001-08269 |
OMNICARE, INC.
(Exact name of registrant as specified in its charter)
ADDITIONAL SUBSIDIARY GUARANTOR REGISTRANTS (collectively, the “Guarantors”)
Omnicare Purchasing Company LP
Advanced Care Scripts, Inc.
AMC-New York, Inc.
AMC-Tennessee, Inc.
APS Acquisition LLC
ASCO Healthcare of New England, Limited Partnership
ASCO Healthcare of New England, LLC
ASCO Healthcare, LLC
Badger Acquisition LLC
Badger Acquisition of Kentucky LLC
Badger Acquisition of Minnesota LLC
Badger Acquisition of Ohio LLC
Best Care LTC Acquisition Company LLC
BPNY Acquisition Corp.
Campo’s Medical Pharmacy, Inc.
Capitol Home Infusion, Inc.
Care Pharmaceutical Services, LP
Care4 LP
CCRx Holdings, LLC
CCRx of North Carolina Holdings, LLC
CCRx of North Carolina, LLC
CHP Acquisition Corp.
CIP Acquisition LLC (f/k/a CIP Acquisition Corp.)
Compass Health Services, LLC
CompScript, LLC
Continuing Care Rx, LLC
CP Acquisition Corp.
CP Services LLC
D&R Pharmaceutical Services, LLC
Delco Apothecary, Inc.
Enloe Drugs LLC
Evergreen Pharmaceutical of California, Inc.
Evergreen Pharmaceutical, LLC
HMIS, Inc.
Home Care Pharmacy, LLC
Home Pharmacy Services, LLC
Hytree Pharmacy, Inc.
Institutional Health Care Services, LLC
Interlock Pharmacy Systems, LLC
JHC Acquisition LLC
Langsam Health Services, LLC
LCPS Acquisition LLC
Lobos Acquisition, LLC
Lo-Med Prescription Services, LLC
Main Street Pharmacy L.L.C.
Managed Healthcare, Inc.
Management & Network Services, Inc.
Med World Acquisition Corp.
Medical Arts Health Care, Inc.
MHHP Acquisition Company LLC
NCS Healthcare of Illinois, LLC
NCS Healthcare of Indiana LLC
NCS Healthcare of Indiana, Inc.
NCS Healthcare of Iowa, LLC
NCS Healthcare of Kansas, LLC
NCS Healthcare of Kentucky, Inc.
NCS Healthcare of Montana, Inc.
NCS Healthcare of New Hampshire, Inc.
NCS Healthcare of New Mexico, Inc.
NCS Healthcare of Ohio, LLC
NCS Healthcare of South Carolina, Inc.
NCS Healthcare of Tennessee, Inc.
NCS Healthcare of Washington, Inc.
NCS Healthcare of Wisconsin, LLC
NCS Healthcare, LLC
NCS Services, Inc.
NeighborCare Holdings, Inc.
NeighborCare of Indiana, LLC
NeighborCare of Virginia, LLC
NeighborCare Pharmacies, LLC
NeighborCare Pharmacy Services, Inc.
NeighborCare Repackaging, Inc.
NeighborCare Services Corporation
NeighborCare, Inc.
NIV Acquisition LLC
North Shore Pharmacy Services, LLC
OCR-RA Acquisition, LLC
Omnicare Distribution Center LLC
Omnicare ESC LLC
Omnicare Headquarters LLC
Omnicare Holding Company
Omnicare Indiana Partnership Holding Company, LLC
Omnicare Management Company
Omnicare of Nevada LLC
Omnicare of New York, LLC
Omnicare Pharmacies of Pennsylvania East, LLC
Omnicare Pharmacies of Pennsylvania West, LLC
Omnicare Pharmacies of the Great Plains Holding Company
Omnicare Pharmacy and Supply Services, LLC
Omnicare Pharmacy of Florida, LP
Omnicare Pharmacy of Maine LLC
Omnicare Pharmacy of Nebraska LLC
Omnicare Pharmacy of North Carolina, LLC
Omnicare Pharmacy of Pueblo, LLC
Omnicare Pharmacy of Tennessee LLC
Omnicare Pharmacy of Texas 1, LP
Omnicare Pharmacy of Texas 2, LP
Omnicare Pharmacy of the Midwest, LLC
Omnicare Property Management, LLC
Omnicare Purchasing Company General Partner, Inc.
Omnicare Purchasing Company Limited Partner, Inc.
Pharmacy Associates of Glens Falls, Inc.
Pharmacy Consultants, LLC
Pharmacy Holding #1, LLC
Pharmacy Holding #2, LLC
Pharmasource Healthcare, Inc.
Pharmed Holdings, Inc.
PMRP Acquisition Company, LLC
PP Acquisition Company, LLC
PRN Pharmaceutical Services, LP
Professional Pharmacy Services, Inc.
PSI Arkansas Acquisition, LLC
Roeschen’s Healthcare, LLC
RXC Acquisition Company
Shore Pharmaceutical Providers, LLC (f/k/a Shore Pharmaceutical Providers, Inc.)
Specialized Pharmacy Services, LLC
Sterling Healthcare Services, Inc.
Suburban Medical Services, LLC
Superior Care Pharmacy, Inc.
TCPI Acquisition Corp.
Three Forks Apothecary LLC
UC Acquisition Corp.
Uni-Care Health Services of Maine, Inc.
Value Health Care Services, LLC
VAPS Acquisition Company, LLC
Vital Care Infusions, Inc.
Weber Medical Systems LLC
Westhaven Services Co., LLC
Williamson Drug Company, Incorporated
ZS Acquisition Company, LLC
900 Omnicare Center
201 E. Fourth Street
Cincinnati, Ohio 45202
(513) 719-2600
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
4.75% Senior Notes due 2022
5.00% Senior Notes due 2024
(collectively, the “Notes”)
Guarantees of the Notes by the Guarantors
Unsold Debt Securities, Guarantees of Debt Securities, Preferred Stock and Warrants registered under Registration Statement on Form S-3 (File 333-199863)
(Title of each class of securities covered by this Form)
None
(Titles of all other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:*
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Rule 12g-4(a)(1) |
o |
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Rule 12g-4(a)(2) |
o |
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Rule 12h-3(b)(1)(i) |
x |
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Rule 12h-3(b)(1)(ii) |
o |
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Rule 15d-6 |
o |
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Approximate number of holders of record as of the certification or notice date:
* The registrants are suspending their Section 15(d) reporting obligations in reliance on prior no-action positions taken by the staff of the Division of Corporation Finance of the Securities and Exchange Commission in relation to Rule 12h-3.
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4.75% Senior Notes due 2022: |
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Less than 50 |
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5.00% Senior Notes due 2024: |
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Less than 50 |
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Unsold Debt Securities, Guarantees of Debt Securities, Preferred Stock and Warrants registered under Registration Statement on Form S-3 (File 333-199863): |
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None |
Pursuant to the requirements of the Securities Exchange Act of 1934, each of Omnicare, Inc. and the subsidiary guarantors set forth herein has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.
OMNICARE, INC.
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Date: |
November 6, 2015 |
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By: |
/s/ Thomas S. Moffatt |
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Name: Thomas S. Moffatt |
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Title: Vice President and Secretary |
OMNICARE PURCHASING COMPANY LP
ADVANCED CARE SCRIPTS, INC.
AMC-NEW YORK, INC.
AMC-TENNESSEE, INC.
APS ACQUISITION LLC
ASCO HEALTHCARE OF NEW ENGLAND, LIMITED PARTNERSHIP
ASCO HEALTHCARE OF NEW ENGLAND, LLC
ASCO HEALTHCARE, LLC
BADGER ACQUISITION LLC
BADGER ACQUISITION OF KENTUCKY LLC
BADGER ACQUISITION OF MINNESOTA LLC
BADGER ACQUISITION OF OHIO LLC
BEST CARE LTC ACQUISITION COMPANY LLC
BPNY ACQUISITION CORP.
CAMPO’S MEDICAL PHARMACY, INC.
CAPITOL HOME INFUSION, INC.
CARE PHARMACEUTICAL SERVICES, LP
CARE4 LP
CCRX HOLDINGS, LLC
CCRX OF NORTH CAROLINA HOLDINGS, LLC
CCRX OF NORTH CAROLINA, LLC
CHP ACQUISITION CORP.
CIP ACQUISITION LLC
COMPASS HEALTH SERVICES, LLC
COMPSCRIPT, LLC
CONTINUING CARE RX, LLC
CP ACQUISITION CORP.
CP SERVICES LLC
D&R PHARMACEUTICAL SERVICES, LLC
DELCO APOTHECARY, INC.
ENLOE DRUGS LLC
EVERGREEN PHARMACEUTICAL OF CALIFORNIA, INC.
EVERGREEN PHARMACEUTICAL, LLC
HMIS, INC.
HOME CARE PHARMACY, LLC
HOME PHARMACY SERVICES, LLC
HYTREE PHARMACY, INC.
INSTITUTIONAL HEALTH CARE SERVICES, LLC
INTERLOCK PHARMACY SYSTEMS, LLC
JHC ACQUISITION LLC
LANGSAM HEALTH SERVICES, LLC
LCPS ACQUISITION LLC
LOBOS ACQUISITION, LLC
LO-MED PRESCRIPTION SERVICES, LLC
MAIN STREET PHARMACY L.L.C.
MANAGED HEALTHCARE, INC.
MANAGEMENT & NETWORK SERVICES, INC.
MED WORLD ACQUISITION CORP.
MEDICAL ARTS HEALTH CARE, INC.
MHHP ACQUISITION COMPANY LLC
NCS HEALTHCARE OF ILLINOIS, LLC
NCS HEALTHCARE OF INDIANA LLC
NCS HEALTHCARE OF INDIANA, INC.
NCS HEALTHCARE OF IOWA, LLC
NCS HEALTHCARE OF KANSAS, LLC
NCS HEALTHCARE OF KENTUCKY, INC.
NCS HEALTHCARE OF MONTANA, INC.
NCS HEALTHCARE OF NEW HAMPSHIRE, INC.
NCS HEALTHCARE OF NEW MEXICO, INC.
NCS HEALTHCARE OF OHIO, LLC
NCS HEALTHCARE OF SOUTH CAROLINA, INC.
NCS HEALTHCARE OF TENNESSEE, INC.
NCS HEALTHCARE OF WASHINGTON, INC.
NCS HEALTHCARE OF WISCONSIN, LLC
NCS HEALTHCARE, LLC
NCS SERVICES, INC.
NEIGHBORCARE HOLDINGS, INC.
NEIGHBORCARE OF INDIANA, LLC
NEIGHBORCARE OF VIRGINIA, LLC
NEIGHBORCARE PHARMACIES, LLC
NEIGHBORCARE PHARMACY SERVICES, INC.
NEIGHBORCARE REPACKAGING, INC.
NEIGHBORCARE SERVICES CORPORATION
NEIGHBORCARE, INC.
NIV ACQUISITION LLC
NORTH SHORE PHARMACY SERVICES, LLC
OCR-RA ACQUISITION, LLC
OMNICARE DISTRIBUTION CENTER LLC
OMNICARE ESC LLC
OMNICARE HEADQUARTERS LLC
OMNICARE HOLDING COMPANY
OMNICARE INDIANA PARTNERSHIP HOLDING COMPANY, LLC
OMNICARE MANAGEMENT COMPANY
OMNICARE OF NEVADA LLC
OMNICARE OF NEW YORK, LLC
OMNICARE PHARMACIES OF PENNSYLVANIA EAST, LLC
OMNICARE PHARMACIES OF PENNSYLVANIA WEST, LLC
OMNICARE PHARMACIES OF THE GREAT PLAINS HOLDING COMPANY
OMNICARE PHARMACY AND SUPPLY SERVICES, LLC
OMNICARE PHARMACY OF FLORIDA, LP
OMNICARE PHARMACY OF MAINE LLC
OMNICARE PHARMACY OF NEBRASKA LLC
OMNICARE PHARMACY OF NORTH CAROLINA, LLC
OMNICARE PHARMACY OF PUEBLO, LLC
OMNICARE PHARMACY OF TENNESSEE LLC
OMNICARE PHARMACY OF TEXAS 1, LP
OMNICARE PHARMACY OF TEXAS 2, LP
OMNICARE PHARMACY OF THE MIDWEST, LLC
OMNICARE PROPERTY MANAGEMENT, LLC
OMNICARE PURCHASING COMPANY GENERAL PARTNER, INC.
OMNICARE PURCHASING COMPANY LIMITED PARTNER, INC.
PHARMACY ASSOCIATES OF GLENS FALLS, INC.
PHARMACY CONSULTANTS, LLC
PHARMACY HOLDING #1, LLC
PHARMACY HOLDING #2, LLC
PHARMASOURCE HEALTHCARE, INC.
PHARMED HOLDINGS, INC
PMRP ACQUISITION COMPANY, LLC
PP ACQUISITION COMPANY, LLC
PRN PHARMACEUTICAL SERVICES, LP
PROFESSIONAL PHARMACY SERVICES, INC.
PSI ARKANSAS ACQUISITION, LLC
ROESCHEN’S HEALTHCARE, LLC
RXC ACQUISITION COMPANY
SHORE PHARMACEUTICAL PROVIDERS, LLC
SPECIALIZED PHARMACY SERVICES, LLC
STERLING HEALTHCARE SERVICES, INC.
SUBURBAN MEDICAL SERVICES, LLC
SUPERIOR CARE PHARMACY, INC.
TCPI ACQUISITION CORP.
THREE FORKS APOTHECARY LLC
UC ACQUISITION CORP.
UNI-CARE HEALTH SERVICES OF MAINE, INC.
VALUE HEALTH CARE SERVICES, LLC
VAPS ACQUISITION COMPANY, LLC
VITAL CARE INFUSIONS, INC.
WEBER MEDICAL SYSTEMS LLC
WESTHAVEN SERVICES CO., LLC
WILLIAMSON DRUG COMPANY, INCORPORATED
ZS ACQUISITION COMPANY, LLC
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Date: |
November 6, 2015 |
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By: |
/s/ Thomas S. Moffatt |
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Name: Thomas S. Moffatt |
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Title: Secretary |