ENVISION HEALTHCARE CORPORATION (NYSE:EVHC) Files An 8-K Results of Operations and Financial ConditionItem 2.02. Results of Operations and Financial Condition.
On February7, 2018, Envision Healthcare Corporation, a Delaware corporation (the "Company") issued a press release which, among other things, disclosed its preliminary unaudited estimate regarding fourth-quarter 2017 net revenues from continuing operations, and refined its outlook regarding its previously provided Adjusted EBITDA guidance for the fourth-quarter. A copy of the press release is being furnished as Exhibit 99.1 to this Form 8-K and the information contained in Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Furthermore, the information contained in Exhibit 99.1 shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended (the "Securities Act").
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Changes in Fiscal Year.
On February7, 2018, the Company’s Board of Directors (the “Board”) approved an amendment to the Company’s Second Amended and Restated By-laws (the “By-laws”) to extend the deadline for nominations of persons for election to the Board or other business to be properly brought before the Company’s 2018 annual meeting of stockholders to March 16, 2018. The original nomination and proposal deadline was February 24, 2018. Any director nominations or proposals of other business received by the Company prior to the close of business on March 16, 2018, and otherwise complying with the By-laws, may be brought before the Company’s 2018 annual meeting of stockholders. The foregoing description of this amendment to the By-laws is qualified in its entirety by reference to the full text of the First Amendment to the By-laws, which is filed herewith as Exhibit 3.1 and incorporated herein by reference. The Company issued a press release in connection with this decision. A copy of the press release is being furnished as Exhibit 99.1 to this Form 8-K and the information contained in Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act. Furthermore, the information contained in Exhibit 99.1 shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act.
Item 9.01. Financial Statements and Exhibits.
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Exhibit No. |
Description of Exhibit |
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3.1 |
First Amendment to Second Amended and Restated By-laws of Envision Healthcare Corporation (dated February 7, 2018). |
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99.1 |
Press Release dated February 7, 2018. |
Envision Healthcare Corp ExhibitEX-3.1 2 evhc8k20180207ex3v1.htm EXHIBIT 3.1 Exhibit Exhibit 3.1FIRST AMENDMENT TO SECOND AMENDED AND RESTATED BYLAWSOF ENVISION HEALTHCARE CORPORATION The second sentence of Article I,…To view the full exhibit click here
