UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Introductory Note
As previously reported, on December 10, 2021, Aveanna Healthcare Holdings Inc., a Delaware corporation (the "Company"), completed its acquisition of Comfort Care Home Health Services, LLC, an Alabama limited liability company (“Comfort Care Home Health”), Comfort Care Hospice, L.L.C., an Alabama limited liability company (“Comfort Care Hospice”), Premier Medical Housecall, LLC, an Alabama limited liability company (“Premier Medical Housecall,” and together with Comfort Care Home Health and Comfort Care Hospice, “Comfort Care”), as contemplated by the previously reported Membership Interest Purchase Agreement, entered into on September 27, 2021, by the Company's wholly owned subsidiary, Aveanna Healthcare Senior Services LLC, and the other parties thereto.
This Amendment No. 1 (this "Amendment") to the Current Report on Form 8-K filed by the Company on December 16, 2021 (the "Original Form 8-K") amends the Original Form 8-K to include the financial statements required by Item 9.01(a) and the pro forma financial information required by Item 9.01(b) of Form 8-K. Except as set forth in this Amendment, the disclosure contained in the Original Form 8-K remains unchanged, and this Amendment should be read together with the Original Form 8-K and the Company's other filings with the Securities and Exchange Commission.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Businesses or Funds Acquired
The audited consolidated and combined balance sheet of Comfort Care Home Health Services, LLC and subsidiaries and affiliates as of December 31, 2020, the related audited consolidated and combined statements of operations, members' capital and cash flows of Comfort Care Home Health Services, LLC and subsidiaries and affiliates for the year ended December 31, 2020 and the notes related thereto, together with the report thereon by Warren Averett, LLC included in the audited consolidated and combined financial statements are filed as Exhibit 99.1 hereto and are incorporated herein by reference.
The unaudited consolidated and combined balance sheet of Comfort Care Home Health Services, LLC and subsidiaries and affiliates as of September 30, 2021, the related unaudited consolidated and combined statements of operations, members' capital and cash flows of Comfort Care Home Health Services, LLC and subsidiaries and affiliates for the nine-months ended September 30, 2021 and the notes related thereto are filed as Exhibit 99.2 hereto and are incorporated herein by reference.
(b) Pro Forma Financial Information
The unaudited pro forma condensed consolidated statement of operations of Comfort Care Home Health Services, LLC and subsidiaries for the year ended December 31, 2020 and unaudited pro forma condensed consolidated statement of operations of Comfort Care Home Health Services, LLC and subsidiaries for the nine-months ended September 30, 2021, the unaudited pro forma condensed consolidated balance sheet of Comfort Care Home Health Services, LLC and subsidiaries as of September 30, 2021 and the notes related thereto are filed as Exhibit 99.3 hereto and are incorporated herein by reference.
(d) Exhibits
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Description |
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23.1 |
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Consent of Warren Averett, LLC related to the financial statements of Comfort Care Home Health Services, LLC. |
99.1 |
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Audited Consolidated and Combined Financial Statements of Comfort Care Home Health Services, LLC and subsidiaries and affiliates as of and for the year ended December 31, 2020. |
99.2 |
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Unaudited Consolidated and Combined Financial Statements of Comfort Care Home Health Services, LLC and subsidiaries and affiliates as of and for the nine-months ended September 30, 2021. |
99.3 |
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Unaudited Pro Forma Condensed Consolidated Financial Statements. |
104 |
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Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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Aveanna Healthcare Holdings Inc. |
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Date: |
February 24, 2022 |
By: |
/s/ David Afshar |
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David Afshar |