Item 2.01 Completion of Acquisition or Disposition of Assets.
On
Pursuant to the Agreement, the base purchase price was
This Current Report on Form 8-K/A amends the Current Report on Form 8-K filed by
the Company on
Forward-looking Statements
Certain statements in this Current Report on Form 8-K/A may constitute "forward-looking statements" for purposes of the federal securities laws. Our forward-looking statements include, but are not limited to, statements regarding our or our management team's expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intends," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "would" and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.
These forward-looking statements are based on information available as of the date of this Current Report on Form 8-K/A, and current expectations, forecasts and assumptions, and involve a number of judgments, risks and uncertainties. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date, and we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
As a result of a number of known and unknown risks and uncertainties, our actual
results or performance may be materially different from those expressed or
implied by these forward-looking statements. A further description of such risks
and uncertainties can be found in the Company's filings with the
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
· The audited combined financial statements of PCS, as of and for the years ended
March 31, 2019 and 2018, and the related notes to the financial statements incorporated herein by reference to Exhibit 99.2 to this Current Report on Form 8-K/A.
· The unaudited combined financial statements of PCS, as of
andMarch 31, 2019 and for the six months endedSeptember 30, 2019 and 2018, and the related notes to the financial statements incorporated herein by reference to Exhibit 99.3 to this Current Report on Form 8-K/A. - 2 -
(b) Pro Forma Financial Information.
· The unaudited pro forma condensed combined financial information, and the
related notes thereto, ofAdaptHealth Holdings LLC and PCS, as of and for the nine months endedSeptember 30, 2019 and for the year endedDecember 31, 2018 , incorporated herein by reference to Exhibit 99.4 to this Current Report on Form 8-K/A. (d) Exhibits 99.1* Press Release, datedJanuary 3, 2020 99.2 Audited combined financial statements of PCS, as of and for the years endedMarch 31, 2019 and 2018 99.3 Unaudited combined financial statements of PCS, as ofSeptember 30, 2019 andMarch 31, 2019 and for the six months endedSeptember 30, 2019 and 2018 99.4 Unaudited pro forma condensed combined financial information, and the related notes thereto, ofAdaptHealth Holdings LLC and PCS, as of and for the nine months endedSeptember 30, 2019 and for the year endedDecember 31, 2018 - 3 -
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