LHC GROUP, INC. (NASDAQ:LHCG) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
|
For |
Against | Abstain |
|
16,227,340 |
9,473 | 18,851 |
| 2. | The stockholders approved the adoption of the Amended and Restated Charter. The voting results are as follows: |
|
For |
Against | Abstain |
|
16,231,584 |
6,667 | 17,413 |
| 3. | The stockholders approved any motion to adjourn the Special Meeting, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to approve the issuance of shares of the Company’s Common Stock to the Almost Family stockholders to the Merger. The voting results are as follows: |
|
For |
Against | Abstain |
|
15,536,389 |
698,396 | 20,879 |
Item 1.01. Other Events.
On March29, 2018, the Company and Almost Family issued a joint press release announcing the results of the proposals considered at each company’s special meeting. A copy of the press release is filed herewith as Exhibit 99.1 and incorporated by reference herein.
On April2, 2018, the Company issued a press release announcing the completion of the Merger, a copy of which is filed herewith as Exhibit 99.2 and incorporated by reference herein.
Item 1.01. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
The financial statements required to this Item 1.01(a) in relation to the Merger will be filed by amendment to this Current Report on Form 8-K no later than 71 calendar days after the date by which this Current Report is required to be filed.
(b) Pro Forma Financial Information.
The pro forma financial information required to this Item 1.01(b) in relation to the Merger will be filed by amendment to this Current Report on Form 8-K no later than 71 calendar days after the date by which this Current Report is required to be filed.
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(d) Exhibits:
| 3.1 | Amended and Restated Charter |
| 10.1 | Senior Secured Credit Facility, dated March30, 2018, between LHC Group, Inc., the Lenders Party Thereto, JPMorgan Chase Bank, N.A. and Capital One, National Association* |
| 99.1 | Joint Press Release of LHC Group, Inc. and Almost Family, Inc., issued March29, 2018 |
| 99.2 | Press Release of LHC Group, Inc., issued April2, 2018 |
| * | The annexes and exhibits have been omitted to Item601(b)(2) of Regulation S-K. The Company hereby undertakes to furnish copies of any of the omitted annexes and exhibits to the U.S. Securities and Exchange Commission upon request. |
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LHC Group, Inc ExhibitEX-3.1 2 d523422dex31.htm EX-3.1 EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LHC GROUP,…To view the full exhibit click here
About LHC GROUP, INC. (NASDAQ:LHCG)
LHC Group, Inc. is a holding company. The Company provides post-acute healthcare services to patients through its home nursing agencies, community-based services agencies and long-term acute care hospitals (LTACHs). The Company operates through four segments: home health services, hospice services, community-based services and facility-based services. Through its home health services segment, the Company offers a range of services, including skilled nursing, medically-oriented social services, and physical, occupational and speech therapy. Through its hospice services segment, the Company offers a range of services, including pain and symptom management, emotional and spiritual support, inpatient and respite care, homemaker services and counseling. The Company’s community-based service operations offer a range of services to patients in their home or in a medical facility. The Company provides facility-based services principally through its LTACHs.