ENVISION HEALTHCARE HOLDINGS,INC. (NYSE:EVHC) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders.
On November28, 2016, Envision Healthcare Holdings,Inc. (Envision)
held a Special Meeting of Stockholders (the Envision Special
Meeting) to consider proposals related to the Agreement and Plan
of Merger, dated as of June15, 2016 (the Merger Agreement), by
and among Envision, AmSurg Corp. (AmSurg) and New Amethyst Corp.,
to which Envision and AmSurg will combine in an all-stock merger
of equals. A total of 159,119,616 shares of Envisions common
stock were voted in person or by proxy, representing over 84% of
the shares outstanding and entitled to be voted, which
constituted a quorum to conduct business at the Envision Special
Meeting. Envisions stockholders considered, and a majority
approved, a proposal to adopt the Merger Agreement and a proposal
to approve, on an advisory basis, certain compensation that may
be paid to the Envision named executive officers in connection
with the consummation of the transactions contemplated by the
Merger Agreement, as described in Envisions Definitive Proxy
Statement filed with the Securities and Exchange Commission on
October21, 2016.
As Envision received the requisite approval from its stockholders
to approve the Merger Agreement, stockholders did not consider a
vote on the proposal to adjourn the Envision Special Meeting to
solicit additional proxies. The final voting results of the
stockholders vote at the Envision Special Meeting are set forth
below:
Proposal 1: The Adoption of the Merger Agreement
|
For |
|
Against |
|
Abstain |
|
Non-Votes(VotesAgainst) |
|
|
153,714,901 |
56,253 |
5,348,461 |
Proposal 2: Advisory (Non-binding) Vote on Compensation
|
For |
|
Against |
|
Abstain |
|
Non-Votes(NoEffect) |
|
|
152,610,806 |
1,216,773 |
5,292,037 |
Item 8.01. Other Items.
On November28, 2016, Envision and AmSurg issued a joint press
release announcing the results of the Envision Special Meeting
and the special meeting of AmSurgs shareholders held on the same
day, which is attached hereto as Exhibit99.1 and incorporated by
reference herein.
Item 9.01. Financial Statements and Exhibits.
(d)
Exhibits.
|
ExhibitNo. |
|
DescriptionofExhibit |
|
99.1 |
Press Release, dated November28, 2016 |
About ENVISION HEALTHCARE HOLDINGS, INC. (NYSE:EVHC)
Envision Healthcare Holdings, Inc., formerly CDRT Holding Corporation, is a holding company. The Company, through its subsidiary, provides physician-led medical services in the United States. It operates in two segments: EmCare Holdings, Inc. (EmCare) and American Medical Response, Inc. (AMR). Its EmCare segment is a provider of integrated facility-based and post-acute care physician services to healthcare facilities in the United States. Its AMR segment has developed a network of ambulance services and other healthcare transportation services in the United States. It provides Emergency Department (ED) physician services to hospitals and other facilities. Its hospitalist services include inpatient physician services. It provides anesthesiology services to hospitals, free-standing ambulatory surgery centers and physician offices. It provides radiology, including tele-radiology services to hospitals. It offers management, oversight and surgeon staffing for trauma surgery services. ENVISION HEALTHCARE HOLDINGS, INC. (NYSE:EVHC) Recent Trading Information
ENVISION HEALTHCARE HOLDINGS, INC. (NYSE:EVHC) closed its last trading session down -0.50 at 21.62 with 1,620,799 shares trading hands.