Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
LHC Group, Inc: Amended and restated bylaws in their entirety.
- Change
- bylaw amendment
Exact text from the filing
the Company’s certificate of incorporation and its bylaws, as in effect immediately prior to the consummation of the Merger, were each amended and restated in their entirety, effective as of the Effective Time.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
LHC Group, Inc: Amended and restated certificate of incorporation in its entirety.
- Change
- charter amendment
Exact text from the filing
the Company’s certificate of incorporation and its bylaws, as in effect immediately prior to the consummation of the Merger, were each amended and restated in their entirety, effective as of the Effective Time.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
LHC Group, Inc underwent a change of control involving UnitedHealth Group Incorporated for $170.00 per share in cash (closed 2023-02-22).
- Action
- change of control
- Counterparty
- UnitedHealth Group Incorporated
- Consideration
- $170.00 per share in cash
- Closing
- 2023-02-22
Exact text from the filing
with respect to their shares) was automatically converted into the right to receive an amount in cash, without interest and subject to any applicable withholding taxes, equal to $170.00 (the “Per Share Merger Consideration”) and cancelled and ceased to exist. At the Effective Time, the equity-based awards of the Company outstanding as of immediately prior to the
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
LHC Group, Inc terminated Credit Agreement with lenders party thereto from time to time, and J.P. Morgan Chase Bank, N.A., as administrative agent valued at approximately $796 million (effective 2023-02-22).
- Action
- termination
- Agreement
- credit facility
- Counterparty
- lenders party thereto from time to time, and J.P. Morgan Chase Bank, N.A., as administrative agent
- Value
- approximately $796 million
- Effective
- 2023-02-22
Exact text from the filing
In connection with the consummation of the Merger, on February 22, 2023, the Company terminated the Amended and Restated Credit Agreement, dated as of August 3, 2021, by and among the Company, the lenders party thereto from time to time, and J.P. Morgan Chase Bank, N.A., as administrative agent (as amended, the “Credit Agreement”) governing its senior secured term loan facility and its revolving credit facility (such facilities, collectively, the “Senior Credit Facilities”). The Company paid an aggregate amount of approximately $796 million in satisfaction of all of its outstanding obligations under the Senior Credit Facilities in accordance with the terms of the Credit Agreement.
View on SEC.gov