HEALTHCARE ACQUISITION CORP. | ||
(Name of Issuer) | ||
Common Stock, par value $.0001 per share | ||
(Title of Class of Securities) | ||
42224H203 | ||
(CUSIP Number) | ||
July 29, 2005 | ||
(Date of Event Which Requires Filing of this Statement) | ||
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13G | ||||||
CUSIP No. 42224H203 | ||||||
1. | Name of Reporting Person: Sapling, LLC |
I.R.S. Identification Nos. of above persons (entities only): |
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2. | Check the Appropriate Box if a Member of a Group*: | |||||
(a) | o | |||||
(b) | o | |||||
3. | SEC Use Only: | |||||
4. | Citizenship or Place of Organization: Delaware |
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Number of Shares Beneficially Owned by Each Reporting Person With | ||||||
5. | Sole Voting Power: 0 | |||||
6. | Shared Voting Power: 681,815 | |||||
7. | Sole Dispositive Power: 0 | |||||
8. | Shared Dispositive Power: 681,815 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person: 681,815 |
|||||
10. | Check
box if the Aggregate Amount in Row (9) Excludes Certain Shares*: o |
|||||
11. | Percent of Class Represented by Amount in Row (9): 6.1% | |||||
12. | Type
of Reporting Person*: OO | |||||
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13G | ||||||
CUSIP No. 42224H203 | ||||||
1. | Name of Reporting Person: Fir Tree Recovery Master Fund, L.P. |
I.R.S. Identification Nos. of above persons (entities only): |
||||
2. | Check the Appropriate Box if a Member of a Group*: | |||||
(a) | o | |||||
(b) | o | |||||
3. | SEC Use Only: | |||||
4. | Citizenship or Place of Organization: Cayman Islands |
|||||
Number of Shares Beneficially Owned by Each Reporting Person With | ||||||
5. | Sole Voting Power: 0 | |||||
6. | Shared Voting Power: 335,185 | |||||
7. | Sole Dispositive Power: 0 | |||||
8. | Shared Dispositive Power: 335,185 | |||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person: 335,185 |
|||||
10. | Check
box if the Aggregate Amount in Row (9) Excludes Certain Shares*: o |
|||||
11. | Percent of Class Represented by Amount in Row (9): 3.0% | |||||
12. | Type
of Reporting Person*: PN | |||||
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Item 1(a) | Name of Issuer. | |||
Healthcare Acquisition Corp. | ||||
Item 1(b) | Address of Issuers Principal Executive Offices. | |||
2116 Financial Center 666 Walnut Street Des Moines, Iowa 50309 |
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Item 2(a) | Name of Person Filing. | |||
Sapling, LLC (Sapling) and Fir Tree Recovery Master Fund, L.P. (Fir Tree Recovery) |
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Item 2(b) | Address of Principal Business Office. | |||
535 Fifth Avenue 31st Floor New York, New York 10017 |
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Item 2(c) | Place of Organization. | |||
Sapling is a Delaware limited liability company. Fir Tree Recovery is a Cayman Islands exempted limited partnership. | ||||
Item 2(d) | Title of Class of Securities. | |||
Common Stock, par value $.0001 per share (the Common Stock). | ||||
Item 2(e) | CUSIP Number. | |||
42224H203 |
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Item 3 | Reporting Person. | |||
The person filing is not listed in Items 3(a) through 3(j). | ||||
Item 4 | Ownership. | |||
(a) | Sapling and Fir Tree Recovery are the beneficial owners of 1,017,000 shares of Common Stock. | |||
(b) | Sapling and Fir Tree Recovery are the beneficial owners of 9.0% of the outstanding shares of Common Stock. This percentage is determined by dividing the number of shares beneficially held by 11,250,000, the number of shares of Common Stock issued and outstanding as of July 29, 2005, as reported in the Issuers Prospectus filed pursuant to Rule 424(b)(3) dated July 29, 2005. | |||
(c) | Sapling may direct the vote and disposition of the 681,815 shares of Common Stock. Fir Tree Recovery may direct the vote and disposition of 335,185 shares of Common Stock. | |||
Item 5 | Ownership of Five Percent or Less of a Class. | |||
Inapplicable. | ||||
Item 6 | Ownership of More Than Five Percent on Behalf of Another Person. | |||
Fir Tree Master, as the sole member of Sapling, has the right to receive dividends from and the proceeds from the sale of the Common Stock. | ||||
Item 7 | Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company. | |||
Inapplicable. | ||||
Item 8 | Identification and Classification of Members of the Group. | |||
Inapplicable. | ||||
Item 9 | Notice of Dissolution of Group. | |||
Inapplicable. | ||||
Item 10 | Certification. | |||
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were |
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not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
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SAPLING, LLC By: FIR TREE, INC., its Manager |
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By: | /s/ Jeffrey Tannenbaum | |||
Name: | Jeffrey Tannenbaum | |||
Title: | President | |||
FIR TREE RECOVERY MASTER FUND, L.P. By: FIR TREE, INC., its Manager |
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By: | /s/ Jeffrey Tannenbaum | |||
Name: | Jeffrey Tannenbaum | |||
Title: | President |
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SAPLING, LLC By: FIR TREE, INC., its Manager |
||||
By: | /s/ Jeffrey Tannenbaum | |||
Name: | Jeffrey Tannenbaum | |||
Title: | President | |||
FIR TREE RECOVERY MASTER FUND, L.P. By: FIR TREE, INC., its Manager |
||||
By: | /s/ Jeffrey Tannenbaum | |||
Name: | Jeffrey Tannenbaum | |||
Title: | President | |||
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