APOLLO MEDICAL HOLDINGS, INC. (OTCMKTS:AMEH) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
| Entry into a Material Definitive Agreement. |
Pulmonary Critical Care Management, Inc. (PCCM), an indirect
wholly-owned subsidiary of Apollo Medical Holdings, Inc. (the
Company), is a party to a Management Services Agreement dated
July 1, 2011 with Los Angeles Lung Center, a California Medical
Corporation (LALC) (the LALC MSA). Under the terms of the LALC
MSA, PCCM provides various management services to LALC. As a
result of the LALC MSA, LALC has been treated as a variable
interest entity (VIE) of the Company, meaning, among other
things, that the results of operations of LALC are consolidated
with those of the Company.
Effective January 1, 2017, PCCM and LALC entered into Amendment
No.1 to the LALC MSA (the First LALC Amendment). Under the terms
of the First LALC Amendment, the expiration of the term of the
LALC MSA has been changed from June 30, 2031 (a 20-year term) to
December 31, 2017. The term may be extended for an additional one
year period upon mutual agreement of the parties. All other
provisions of the LALC MSA remain in full force and effect.
Effective March 24, 2017, PCCM and LALC entered into Amendment
No. 2 to the LALC MSA (the Second LALC Amendment). Under the
terms of the Second LALC Amendment, the scope of services to be
provided by PCCM was reduced to align with the actual course of
dealing between the parties. Additionally, the fee paid to PCCM
was changed to a flat fee in the amount of $6,500 per month. All
other provisions of the LALC MSA, as amended by the First LALC
Amendment, remain in full force and effect.
Verdugo Medical Management, Inc. (Verdugo), an indirect
wholly-owned subsidiary of Apollo Medical Holdings, Inc. (the
Company) is a party to a Management Services Agreement dated
August 1, 2012 with Eli E. Hendel, M.D., a Medical Corporation, a
California Medical Corporation (Hendel) (the Hendel MSA). Under
the terms of the Hendel MSA, Verdugo provides various management
services to Hendel. As a result of the Hendel MSA, Hendel has
been treated as a VIE of the Company, meaning, among other
things, that the results of operations of Hendel are consolidated
with those of the Company.
Effective January 1, 2017, Verdugo and Hendel entered into
Amendment No. 1of the Hendel MSA (the First Hendel Amendment).
Under the terms of the First Hendel Amendment, the expiration of
the term of the Hendel MSA has been changed from July 31, 2022 (a
10-year term) to December 31, 2017. The term may be extended for
an additional one year period upon mutual agreement of the
parties. All other provisions of the Hendel MSA remain in full
force and effect.
Effective March 24, 2017, Verdugo and Hendel entered into
Amendment No. 2 to the Hendel MSA (the Second Hendel Amendment).
Under the terms of the Second Hendel Amendment, the scope of
services to be provided by Verdugo was reduced to align with the
actual course of dealing between the parties. Additionally, the
fee paid to Verdugo was changed to a flat fee in the amount of
$2,000 per month. All other provisions of the Hendel MSA, as
amended by the First Hendel Amendment, remain in full force and
effect.
Among the primary effects of the First LALC Amendment and the
First Hendel Amendment, the Company has determined that it is no
longer the primary beneficiary of either LALC or Hendel.
Accordingly, neither LALC nor Hendel will continue to be treated
as a VIE of the Company and the respective results of operations
of LALC and Hendel will no longer be consolidated with those of
the Company effective January 1, 2017, the date that the Company
ceased to have a controlling financial interest in LALC and
Hendel. The Company has consolidated the results of LALC and
Hendel through December 31, 2016.
| Item9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description |
| 10.1 |
Management Services Agreement dated as of July 1, 2011 between Pulmonary Critical Care Management, Inc. and Los Angeles Lung Center, a California Medical Corporation |
| 10.2 |
Amendment No.1 dated as of January 1, 2017 to Management Services Agreement between Pulmonary Critical Care Management, Inc. and Los Angeles Lung Center, a California Medical Corporation |
| 10.3 |
Amendment No.2 dated as of March 24, 2017 to Management Services Agreement between Pulmonary Critical Care Management, Inc. and Los Angeles Lung Center, a California Medical Corporation |
| 10.4 |
Management Services Agreement dated as of August 1, 2012 between Verdugo Medical Management, Inc. and Eli E. Hendel, M.D., a Medical Corporation, a California Medical Corporation |
| 10.5 |
Amendment No.1 dated as of January 1, 2017 to Management Services Agreement between Verdugo Medical Management, Inc. and Eli E. Hendel, M.D., a Medical Corporation, a California Medical Corporation |
| 10.6 |
Amendment No.2 dated as of March 24, 2017 to Management Services Agreementbetween Verdugo Medical Management, Inc. and Eli E. Hendel, M.D., a Medical Corporation, a California Medical Corporation |
About APOLLO MEDICAL HOLDINGS, INC. (OTCMKTS:AMEH)
Apollo Medical Holdings, Inc. is a patient-centered, physician-centric integrated population health management company working to provide coordinated, outcomes-based medical care. The Company operates in healthcare delivery segment. Its operations include Hospitalists, which include its contracted physicians focusing on the delivery of medical care to hospitalized patients; an accountable care organization (ACO), which focuses on providing care to Medicare fee-for-service patients; an independent practice association (IPA), which contracts with physicians and provides care to Medicare, Medicaid, commercial and dual-eligible patients on a risk- and value-based fee basis; approximately three clinics, which it owns or operates, and which provide specialty care in the greater Los Angeles area, and Palliative care, home health and hospice services, which include its at-home and end-of-life services. APOLLO MEDICAL HOLDINGS, INC. (OTCMKTS:AMEH) Recent Trading Information
APOLLO MEDICAL HOLDINGS, INC. (OTCMKTS:AMEH) closed its last trading session 00.00 at 9.75 with 1,175 shares trading hands.