0001193805-21-000842.txt : 20210610 0001193805-21-000842.hdr.sgml : 20210610 20210610174821 ACCESSION NUMBER: 0001193805-21-000842 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210608 FILED AS OF DATE: 20210610 DATE AS OF CHANGE: 20210610 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DEERFIELD MANAGEMENT COMPANY, L.P. (SERIES C) CENTRAL INDEX KEY: 0001009258 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39391 FILM NUMBER: 211009221 BUSINESS ADDRESS: STREET 1: 345 PARK AVENUE SOUTH, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 2125511600 MAIL ADDRESS: STREET 1: 345 PARK AVENUE SOUTH, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 FORMER NAME: FORMER CONFORMED NAME: DEERFIELD MANAGEMENT CO DATE OF NAME CHANGE: 20131114 FORMER NAME: FORMER CONFORMED NAME: DEERFIELD MANAGEMENT CO /NY DATE OF NAME CHANGE: 19981022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Deerfield Mgmt L.P. CENTRAL INDEX KEY: 0001010823 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39391 FILM NUMBER: 211009220 BUSINESS ADDRESS: STREET 1: 780 THIRD AVENUE STREET 2: 37TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2125511600 MAIL ADDRESS: STREET 1: 780 THIRD AVENUE STREET 2: 37TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER NAME: FORMER CONFORMED NAME: DEERFIELD CAPITAL LP DATE OF NAME CHANGE: 20050930 FORMER NAME: FORMER CONFORMED NAME: DEERFIELD CAPITAL LP ET AL DATE OF NAME CHANGE: 19960318 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DEERFIELD PARTNERS, L.P. CENTRAL INDEX KEY: 0001301041 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39391 FILM NUMBER: 211009219 BUSINESS ADDRESS: STREET 1: 345 PARK AVENUE SOUTH STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 212-551-1600 MAIL ADDRESS: STREET 1: 345 PARK AVENUE SOUTH STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10010 FORMER NAME: FORMER CONFORMED NAME: DEERFIELD PARTNERS, LP DATE OF NAME CHANGE: 20040819 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Flynn James E CENTRAL INDEX KEY: 0001352546 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39391 FILM NUMBER: 211009222 MAIL ADDRESS: STREET 1: 780 THIRD AVENUE STREET 2: 37TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Deerfield Healthcare Technology Acquisitions Corp. CENTRAL INDEX KEY: 0001813914 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-NURSING & PERSONAL CARE FACILITIES [8050] IRS NUMBER: 850992224 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 780 THIRD AVENUE, 37TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2125511600 MAIL ADDRESS: STREET 1: 780 THIRD AVENUE, 37TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 4 1 e620698_4-caremax.xml X0306 4 2021-06-08 0 0001813914 Deerfield Healthcare Technology Acquisitions Corp. CMAX 0001352546 Flynn James E 345 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK NY 10010 1 0 1 1 Director by Deputization 0001009258 DEERFIELD MANAGEMENT COMPANY, L.P. (SERIES C) 345 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK NY 10010 1 0 1 1 Director by Deputization 0001010823 Deerfield Mgmt L.P. 345 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK NY 10010 1 0 1 1 Director by Deputization 0001301041 DEERFIELD PARTNERS, L.P. 345 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK NY 10010 1 0 1 1 Director by Deputization Class A common stock 2021-06-08 4 A 0 9600000 10 A 12960000 I Through Deerfield Partners, L.P. Class A common stock 2021-06-08 4 A 0 400000 10 A 400000 I Through DFHTA Sponsor LLC Class A common stock 2021-06-08 4 M 0 3368750 0 A 3768750 I Through DFHTA Sponsor LLC Class A common stock 2021-06-08 4 M 0 50000 0 A 50000 I Through Deerfield Management Company, L.P. Class B common stock 2021-06-08 4 M 0 3368750 D Class A common stock 3368750 0 I Through DFHTA Sponsor LLC Class B common stock 2021-06-08 4 M 0 50000 D Class A common stock 50000 0 I Through Deerfield Management Company, L.P. Private Placement Warrants 11.50 2021-06-08 4 A 0 2916667 0 A 2021-07-21 2026-06-08 Class A common stock 2916667 2916667 I Through DFHTA Sponsor LLC Public Warrants 11.50 2021-06-08 4 J 0 672000 0 A 2021-07-21 2026-06-08 Class A common stock 672000 672000 I Through Deerfield Partners, L.P. On June 8, 2021, immediately prior to, and conditioned upon the consummation of, CareMax, Inc.'s (formerly known as Deerfield Healthcare Technology Acquisitions Corp.) (the "Issuer") business combination with CareMax Medical Group, LLC and IMC Medical Group Holdings, LLC (the "Business Combination"), Deerfield Partners, L.P. ("Deerfield Partners") acquired from the Issuer 9,600,000 shares of Class A common stock of the Issuer. This Form 4 is being filed by the parties listed on the Joint Filer Information Statement attached as an exhibit hereto. Deerfield Partners holds a membership interest in DFHTA Sponsor LLC (the "Sponsor"). Deerfield Mgmt, L.P. is the general partner of Deerfield Partners. Deerfield Management Company, L.P. ("Deerfield Management") is the investment manager of Deerfield Partners. James E. Flynn is the sole member of the general partner of each of Deerfield Management and Deerfield Mgmt, L.P. Steven Hochberg, a partner in Deerfield Management, previously served as chief executive officer of the Issuer and, until immediately following consummation of the Business Combination, a member of the Issuer's board of directors. In accordance with Instruction 4(b)(iv) to Form 4, the entire amount of the Issuer's securities held by Deerfield Management, Deerfield Partners and the Sponsor is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. On June 8, 2021, immediately prior to, and conditioned upon the consummation of, the Business Combination, the Sponsor acquired from the Issuer 400,000 shares of Class A common stock of the Issuer. In connection with the closing of the Business Combination, each share of the Issuer's Class B common stock automatically converted into one share of the Issuer's Class A common stock. The Class A common stock owned directly by Steven Hochberg and reported herein is held for the benefit, and at the direction, of Deerfield Management. The Sponsor acquired the Private Placement Warrants from the Issuer in connection with the Issuer's initial public offering on July 21, 2020. As a result of the closing of the Business Combination, the Private Placement Warrants will become exercisable as of the date that is 12 months after the closing of the Issuer's initial public offering (i.e., July 21, 2021). The Private Placement Warrants will expire on June 8, 2026 or earlier upon redemption or liquidation. Deerfield Partners acquired the Public Warrants in the Issuer's initial public offering on July 21, 2020. As a result of the closing of the Business Combination, the Public Warrants will become exercisable as of the date that is 12 months after the closing of the Issuer's initial public offering (i.e., July 21, 2021). The Public Warrants will expire on June 8, 2026 or earlier upon redemption or liquidation. Jonathan Isler, Attorney-in-Fact: Power of Attorney, which is hereby incorporated by reference to Exhibit 24 to a Form 3 with regard to Proteon Therapeutics, Inc. filed with the Securities and Exchange Commission on August 4, 2017 by Deerfield Special Situations Fund, L.P., Deerfield Partners, L.P., Deerfield International Master Fund, L.P., Deerfield Private Design Fund III, L.P., Deerfield Private Design Fund IV, L.P., Deerfield Mgmt, L.P., Deerfield Mgmt III, L.P., Deerfield Mgmt IV, L.P., Deerfield Management Company, L.P., and James E. Flynn. /s/ Jonathan Isler, Attorney-in-Fact 2021-06-10 EX-99 2 e620698_ex99.htm

 

Joint Filer Information

 

Name:   Deerfield Partners, L.P., Deerfield Mgmt, L.P., Deerfield Management Company, L.P.
     
Address:   345 Park Avenue South, 12th Floor
New York, NY 10010
     
Designated Filer:   James E. Flynn
     
Issuer and Ticker Symbol:   CareMax, Inc. [CMAX]
     
Date of Event Requiring Statement:   June 8, 2021

 

The undersigned, Deerfield Management Company, L.P., Deerfield Mgmt, L.P. and Deerfield Partners, L.P. are jointly filing the attached Statement of Changes in Beneficial Ownership on Form 4 with James E. Flynn with respect to the beneficial ownership of securities of CareMax, Inc.

 

Signatures:

 

 

DEERFIELD MGMT, L.P.  
   
By: J.E. Flynn Capital, LLC, General Partner  
     
By: /s/ Jonathan Isler  
  Jonathan Isler, Attorney-In-Fact  

 

 

DEERFIELD MANAGEMENT COMPANY, L.P.  
   
By: Flynn Management LLC, General Partner  
     
By: /s/ Jonathan Isler  
  Jonathan Isler, Attorney-In-Fact  

 

 

DEERFIELD PARTNERS, L.P.  
   
By: Deerfield Mgmt, L.P., General Partner  
     
By: J.E. Flynn Capital, LLC, General Partner  
     
By: /s/ Jonathan Isler  
  Jonathan Isler, Attorney-In-Fact