Attached files
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EX-23.1 - EX-23.1 - Oak Street Health, Inc. | d144841dex231.htm |
As filed with the Securities and Exchange Commission on May 26, 2021
No. 333-
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
Oak Street Health, Inc.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation or organization) |
8000 (Primary Standard Industrial Classification Code Number) |
84-3446686 (I.R.S. Employer Identification No.) |
30 W. Monroe Street
Suite 1200
Chicago, Illinois 60603
Telephone: (312) 733-9730
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
Mike Pykosz
Chief Executive Officer
30 W. Monroe Street
Suite 1200
Chicago, Illinois 60603
Telephone: (312) 733-9730
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies of all communications, including communications sent to agent for service, should be sent to:
Robert M. Hayward, P.C. Robert E. Goedert, P.C. Michael P. Keeley Kirkland & Ellis LLP 300 North LaSalle Chicago, IL 60654 (312) 862-2000 |
Michael Kaplan Pedro J. Bermeo Davis Polk & Wardwell LLP 450 Lexington Avenue New York, New York 10017 (212) 450-4000 |
Approximate date of commencement of proposed sale to the public: As soon as practicable after this Registration Statement becomes effective.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box: ☐
If this Form is filed to registered additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☒ File Number 333-256433
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☒ | Smaller reporting company | ☐ | |||
Emerging growth company | ☒ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
CALCULATION OF REGISTRATION FEE
| ||||||||
Title of Each Class of Securities to be Registered |
Amount to be Registered(1) |
Proposed Maximum Offering Price Per Share |
Proposed Maximum Aggregate Offering Price(1)(2) |
Amount of Registration Fee | ||||
Common stock, par value $0.001 per share |
2,360,096 | $62.00 | $146,325,952 | $15,965 | ||||
| ||||||||
|
(1) | Includes 307,838 shares subject to the underwriters option to purchase additional shares. The shares being registered under this Registration Statement are in addition to the 11,500,000 shares registered pursuant to the Registration Statement on Form S-1 (File No. 333-256433). |
(2) | Calculated pursuant to Rule 457(a) under the Securities Act of 1933, as amended, for the purpose of determining the registration fee based on the public offering price per share of $62.00. The registrant previously registered securities with a proposed maximum aggregate offering price not to exceed $731,630,000 on the Registration Statement on Form S-1 (File No. 333-256433), which was declared effective by the Securities and Exchange Commission on May 24, 2021. In accordance with Rule 462(b) under the Securities Act, an additional amount of securities having a proposed maximum aggregate offering price of $146,325,952 are hereby registered. |
This Registration Statement shall become effective upon filing with the Securities and Exchange Commission in accordance with Rule 462(b) promulgated under the Securities Act.
EXPLANATORY NOTE AND INCORPORATION OF
CERTAIN INFORMATION BY REFERENCE
This Registration Statement on Form S-1 is being filed with respect to the registration of additional shares of common stock, par value $0.001 per share, of Oak Street Health, Inc., a Delaware corporation, pursuant to Rule 462(b) under the Securities Act of 1933, as amended. This Registration Statement includes the registration statement facing page, this page, the signature page, an exhibit index, an opinion of counsel regarding the legality of the securities being registered and a related consent and accountants consent. This Registration Statement relates to the Registrants Registration Statement on Form S-1 (File No. 333-256433), filed by the Registrant on May 24, 2021, declared effective by the Securities and Exchange Commission on May 26, 2021. The Registrant is filing this Registration Statement for the sole purpose of increasing the aggregate number of shares of common stock offered by the selling shareholders by 2,360,096 shares, which includes 307,838 additional shares that the underwriters have the option to purchase. Pursuant to Rule 462(b), the contents of the Registration Statement on Form S-1 (File No. 333-256433), including the exhibits and the power of attorney thereto, are incorporated by reference into this Registration Statement.
EXHIBIT INDEX
* | Previously filed. |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Chicago, State of Illinois, on May 26, 2021.
OAK STREET HEALTH, INC. | ||
By: | /s/ Mike Pykosz | |
Name: Mike Pykosz | ||
Title: Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
Signature |
Title |
Date | ||
/s/ Mike Pykosz Mike Pykosz |
Chief Executive Officer and Director (Principal Executive Officer) |
May 26, 2021 | ||
/s/ Timothy Cook Timothy Cook |
Chief Financial Officer (Principal Financial and Accounting Officer) |
May 26, 2021 | ||
* |
Chief Operating Officer and Director | May 26, 2021 | ||
Geoff Price | ||||
* |
Chief Medical Officer and Director | May 26, 2021 | ||
Griffin Myers | ||||
* Regina Benjamin |
Director | May 26, 2021 | ||
* Carl Daley |
Director | May 26, 2021 | ||
* Cheryl Dorsey |
Director | May 26, 2021 | ||
* Mohit Kaushal |
Director | May 26, 2021 | ||
* Kim Keck |
Director | May 26, 2021 | ||
* Julie Klapstein |
Director | May 26, 2021 |
Signature |
Title |
Date | ||
* Paul Kusserow
* |
Director | May 26, 2021 | ||
Robbert Vorhoff * |
Director | May 26, 2021 | ||
Srdjan Vukovic | Director | May 26, 2021 |
* | The undersigned, by signing his name hereto, signs and executes this Registration Statement pursuant to the Powers of Attorney executed by the above named signatories and previously filed with the Securities and Exchange Commission on May 24, 2021. |
/s/ Rob Guenthner |
Rob Guenthner |
Attorney-in-fact |