Havencrest Healthcare Amends Oncology Institute Stake
Ticker: TOIIW · Form: SC 13D/A · Filed: Jan 2, 2024 · CIK: 1799191
| Field | Detail |
|---|---|
| Company | Oncology Institute, Inc. (TOIIW) |
| Form Type | SC 13D/A |
| Filed Date | Jan 2, 2024 |
| Risk Level | medium |
| Pages | 6 |
| Reading Time | 8 min |
| Key Dollar Amounts | $0.0001 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: insider-ownership, amendment, institutional-investor
TL;DR
**Major investor Havencrest just updated their stake in The Oncology Institute.**
AI Summary
Havencrest Healthcare Partners, L.P. filed an amendment to their Schedule 13D on January 2, 2024, indicating a change in their beneficial ownership of The Oncology Institute, Inc. common stock, effective December 28, 2023. This filing updates previous disclosures regarding their stake in the company. For investors, this matters because Havencrest is a significant holder, and changes in their reported ownership can signal shifts in their investment strategy or outlook on The Oncology Institute's future.
Why It Matters
Changes in major investor holdings can influence stock price and reflect confidence (or lack thereof) in the company's future performance.
Risk Assessment
Risk Level: medium — While not inherently negative, changes in significant investor holdings can introduce uncertainty about the stock's future direction.
Analyst Insight
Investors should monitor subsequent filings from Havencrest Healthcare Partners to understand the nature and extent of any changes in their ownership, as this could provide insight into their long-term view of The Oncology Institute.
Key Players & Entities
- Havencrest Healthcare Partners, L.P. (company) — the entity filing the SC 13D/A
- The Oncology Institute, Inc. (company) — the subject company whose stock is being reported
- Christopher Kersey (person) — Manager and authorized contact for Havencrest Healthcare Partners
- December 28, 2023 (date) — Date of event requiring the filing
- January 2, 2024 (date) — Date the SC 13D/A was filed
FAQ
Who filed this SC 13D/A amendment?
The SC 13D/A amendment was filed by Havencrest Healthcare Partners, L.P., along with group members HAVENCREST HEALTHCARE PARTNERS GP, LLC and TOI HC I, LLC.
What company's stock is the subject of this filing?
The filing concerns the Common Stock, par value of $0.0001 per share, of The Oncology Institute, Inc. (CIK: 0001799191).
What was the date of the event that triggered this filing?
The event that required the filing of this statement occurred on December 28, 2023.
What is the CUSIP number for The Oncology Institute, Inc. common stock?
The CUSIP number for The Oncology Institute, Inc. common stock is 23343Q100.
Who is the contact person for notices and communications regarding this filing?
Christopher Kersey, Manager, is the person authorized to receive notices and communications, with an address at 2100 McKinney Ave, Suite 1760, Dallas, Texas 75201 and phone number (214) 420-3481.
Filing Stats: 1,888 words · 8 min read · ~6 pages · Grade level 11.4 · Accepted 2024-01-02 17:06:50
Key Financial Figures
- $0.0001 — of Issuer) Common Stock, par value of $0.0001 per share (Title of Class of Securiti
Filing Documents
- d32418dsc13da.htm (SC 13D/A) — 75KB
- 0001193125-24-000748.txt ( ) — 76KB
Identity and Background
Item 2. Identity and Background. Paragraph (a) of Item 2 is hereby amended and restated as follows: (a) This Amendment No. 4 is being jointly filed by Havencrest Healthcare Partners, L.P., Havencrest Healthcare Partners GP, LLC, and TOI HC I, LLC (each a Reporting Person and collectively, the Reporting Persons). The name, residence, or principal business address, citizenship, and present principal occupation of each officer or manager of each Reporting Person, as applicable (each, a Listed Person), is listed on the updated Schedule I attached hereto. The agreement among the Reporting Persons to file jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the Act) was filed as Exhibit 1.1 to the Original Schedule 13D. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person assumes responsibility for the accuracy or completeness of the information furnished by another Reporting Person.
Interest in Securities of the Issuer
Item 5. Interest in Securities of the Issuer. Paragraphs (a) and (c) of Item 5 are hereby amended and restated as follows: (a) Based on the 73,748,979 shares of the Issuers Common Stock outstanding as of November 3, 2023, as reported in the Issuers Quarterly Report on Form 10-Q filed with the SEC on November 8, 2023, the shares of Common Stock held by the Reporting Persons constitute 12.04% of the outstanding shares of Common Stock of the Issuer. Each Reporting Person disclaims beneficial ownership of the reported Common Stock except to the extent of such Reporting Persons pecuniary interest therein, and this statement shall not be deemed an admission that such Reporting Person is the beneficial owner of the reported Common Stock for the purposes of Section 13(d) of the Act or any other purpose. The shares of the Issuers Common Stock reported in this Item 5 do not include the Earnout Shares described in Item 3 above. (c) The information contained in Item 4 is incorporated by reference herein. Except as set forth below or as disclosed herein, none of the Reporting Persons, or to the Reporting Persons knowledge, the persons set forth on Schedule I of this Amendment No. 4 has effected transactions in the Common Stock in the past 60 days. On December 28, 2023, TOI HC I, LLC distributed an aggregate of 4,561,050 shares of the Issuers Common Stock in a pro-rata in-kind distribution to its members in accordance with the governing documents of TOI HC I, LLC (the TOI HC I Distribution). 5 Also on December 28, 2023, following the TOI HC I Distribution, Havencrest Healthcare Partners GP, LLC, on behalf of Havencrest Healthcare Partners, L.P., made a further pro-rata in-kind distribution of the 3,999,998 shares Havencrest Healthcare Partners, L.P. received in the TOI HC I Distribution to Havencrest Healthcare Partners, L.P.s limited partners in accordance with the governing documents of Havencrest Healthcare Partners, L.P.
Material to be Filed as Exhibits
Item 7. Material to be Filed as Exhibits.
of the Original Schedule 13D is hereby amended to add the following exhibit
Item 7 of the Original Schedule 13D is hereby amended to add the following exhibit: Exhibit 2.5 Power of Attorney (incorporated herein by reference to Exhibit 24.1 to the Reporting Persons Form 4, filed with the Securities and Exchange Commission on January 2, 2024). 6 SCHEDULE I Havencrest Healthcare Partners, L.P. The business and operations of Havencrest Healthcare Partners, L.P. are managed by its general partner, Havencrest Healthcare Partners GP, LLC, as set forth below. Havencrest Healthcare Partners GP, LLC The name, function, citizenship, and present principal occupation or employment for the officers of Havencrest Healthcare Partners GP, LLC are set forth below. Unless otherwise indicated below, the business address of each officer listed below is 2100 McKinney Avenue, Suite 1760, Dallas, TX 75201. Name Position with Reporting Person Principal Occupation/Business Citizenship No. Shares Held Christopher W. Kersey Manager and President Founding Managing Partner of Havencrest Capital Management United States 0 Randy Chappel Manager Managing Director, Hersh Family Investments United States 0 Tom White Manager Vice President and Controller of BEPCO, L.P. United States 0 Matthew Shofner Vice President, Secretary and Treasurer Partner of Havencrest Capital Management United States 0 TOI HC I, LLC The name, function, citizenship, and present principal occupation or employment for the managers of TOI HC I, LLC are set forth below. Unless otherwise indicated below, (i) each occupation set forth opposite the individuals name refers to employment with Havencrest Healthcare Partners, L.P. and (ii) the business address of each manager listed below is 2100 McKinney Avenue, Suite 1760, Dallas, TX 75201. Name Position with Reporting Person Principal Occupation/Business Citizenship No. Shares Held Christopher W. Kersey Manager Founding Managing Partner of Havencrest Capital Management Un