EVOLENT HEALTH, INC. (NYSE:EVH) Files An 8-K Entry into a Material Definitive Agreement
ITEM1.01 Entry into a Material Definitive Agreement.
On June22, 2017, Evolent Health, Inc., a Delaware corporation
(the Company), and Evolent Health LLC, the operating
subsidiary of the Company, entered into an underwriting agreement
(the Underwriting Agreement) with Goldman Sachs Co. LLC,
as representative of the several underwriters listed in Schedule
1 thereto (the Underwriters), certain affiliates of TPG
Global, LLC, and Ptolemy Capital, LLC (the Selling
Stockholders), relating to an underwritten secondary public
offering of 4,500,000 shares of ClassA common stock of the
Company, par value $0.01 per share (the Shares), being
sold by the Selling Stockholders (the Offering). The
Offering closed on June28, 2017.
The Underwriting Agreement contains customary representations,
warranties, and covenants of the Company and the Selling
Stockholders and also provides for customary indemnification by
each of the Company, the Selling Stockholders and the
Underwriters against certain liabilities.
The Offering is made to a registration statement on Form S-3
(File No.333-212709) filed with the Securities and Exchange
Commission (the SEC), which was declared effective by the
SEC on August12, 2016, a base prospectus dated March27, 2017 and
a related prospectus supplement dated June22, 2017.
The foregoing description of the Underwriting Agreement does not
purport to be complete and is subject to and qualified in its
entirety by reference to the full text of the Underwriting
Agreement, which is filed as Exhibit 1.1 to this Current Report
on Form 8-K and is incorporated herein by reference.
ITEM9.01 Financial Statements and Exhibits.
(d) Exhibits
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Description | |
| 1.1 |
Underwriting Agreement, dated June22, 2017, by and among Evolent Health, Inc., Evolent Health LLC, Goldman Sachs Co. LLC, as representative of the several underwriters listed in Schedule 1 thereto, and the selling stockholders listed in Schedule 2 thereto. |
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| 5.1 | Opinion of Cravath, Swaine Moore LLP. | |
| 23.1 |
Consent of Cravath, Swaine Moore LLP (included as part of Exhibit 5.1). |
Evolent Health, Inc. ExhibitEX-1.1 2 d416238dex11.htm EX-1.1 EX-1.1 Exhibit 1.1 EVOLENT HEALTH,…To view the full exhibit click here About EVOLENT HEALTH, INC. (NYSE:EVH)
Evolent Health, Inc. supports integrated health systems in their migration towards value-based care and population health management. The Company’s services include providing customers with a population management platform, integrated data and analytics capabilities, pharmacy benefit management services and health plan administration services. Together these services enable health systems to manage patients’ health. It provides an end-to-end, built-for-purpose, technology-enabled services platform for providers in value-based payment models. Its platform supports a diverse set of provider value-based care strategies. It provides the technology and services necessary for the models pursued by providers. The Company offers Identifi, a technology platform that aggregates and analyzes data, manages care workflows and engages patients. Its Value-Based Operations are empowered and supported by Identifi.
