Combined Company Known
as “CareMax, Inc.” Scheduled to Commence Trading on NASDAQ Global
Select Market Under Ticker Symbol “CMAX”
Deerfield Healthcare Technology Acquisitions Corp. ("DFHT")
(NASDAQ: DFHT), a special purpose acquisition company sponsored
by an affiliate of Deerfield Management Company, L.P.
(“Deerfield”), and Richard Barasch, a veteran healthcare public
company executive and investor, announced today that it has closed
its business combination with CareMax Medical Group, L.L.C. and IMC
Medical Group Holdings LLC (“IMC”), creating a technology-enabled
care platform providing value-based care and chronic disease
management to seniors. As previously announced, the transaction was
approved at a special meeting of DFHT’s stockholders held on June
4, 2021.
The combined company, which has been renamed CareMax, Inc.
(“CareMax”), expects that its Class A common stock and public
warrants will commence trading on the Nasdaq Global Select Market
under the new trading symbols “CMAX” and “CMAXW”, respectively,
starting on Wednesday, June 9, 2021.
Immediately following closing, CareMax will own and operate 26
multi-specialty medical centers throughout South Florida. CareMax
has recently signed definitive agreements for 4 acquisitions, which
it believes will be accretive, covering approximately 3,600 full
and partial risk Medicare lives. Two of these acquisitions recently
closed and the remaining two acquisitions are subject to customary
closing conditions and are expected to close during the second
quarter of this year. CareMax will continue to be led by its
seasoned team of industry professionals, including Chief Executive
Officer, Carlos de Solo; Executive Vice President, William
Lamoreaux; Chief Financial Officer, Kevin Wirges; Chief Medical
Officer, Niberto Moreno MD; Chief Operating Officer, Albert de
Solo; and Chief Strategy Officer, Ben Quirk.
“On behalf of the team at DFHT and Deerfield, I am very pleased
to announce the closing of this business combination,” said Richard
Barasch, who will serve as Executive Chairman of CareMax. “The
CareMax team has created a foundational senior-focused healthcare
delivery platform that combines high-touch patient care, vertical
care coordination and delivery, and a highly scalable technology
backbone. We believe this differentiated model facilitates members
receiving the right care at the right time in the most efficient
setting. CareMax has become the platform of choice for payors,
providers, and patients. Working collaboratively, we believe that
the success that CareMax has experienced regionally can be
replicated to other markets across the country.”
“We look forward to this next, exciting phase of our growth as a
public company,” said Mr. de Solo. “We created the CareMax platform
to address a fundamental flaw in our nation’s healthcare system:
the current fee-for-service business model is failing the elderly
and the taxpayer. By interceding early on the primary care level,
we have demonstrated that we can improve patient outcomes and lower
senior healthcare spending through the prevention and management of
chronic disease. We expect to grow organically and via acquisition,
while remaining focused both on providing the highest level of
patient care and delivering long-term shareholder value. We believe
our pipeline for acquisitions remains robust as providers seek to
align themselves with our model of value-based care.”
CareMax focuses on providing access to high quality care in
underserved communities, with approximately 65 percent of its
Medicare Advantage patients being dual-eligible and low-income
subsidy eligible as of December 31, 2020. CareMax has contractual
relationships with some of the largest and most established payors
in the industry.
CareMax’s comprehensive, high-touch approach to health care
delivery is powered by its CareOptimize technology platform, a
proprietary end-to-end technology solution that aggregates and
analyzes data using artificial intelligence and machine learning to
support more informed care delivery decisions and to focus care
decisions on preventative chronic disease management and the social
determinants of health. The CareOptimize technology platform also
provides CareMax with a national reach beyond its South Florida
presence. As of December 31, 2020, the CareOptimize platform was
used by approximately 20,000 providers in more than 30 states,
including IMC, which CareMax believes will facilitate the
integration and operation of the combined company while also
providing a pipeline for potential future acquisitions.
The business combination was funded by approximately $144
million in cash held in the DFHT trust account, over $400 million
through a private placement in public equity including Deerfield,
Fidelity Management & Research, LLC, Eminence Capital, LP,
funds and accounts managed by BlackRock, and Maverick Capital, and
$125 million in debt financing through a $185 million senior
secured credit facility, with RBC Capital Markets, LLC and Truist
Securities, Inc. acting as joint leading arrangers and joint
bookrunners for the facility. Total cash consideration payable to
the equityholders of CareMax Medical Group, L.L.C. and IMC was
approximately $229.4 million and $85.2 million, respectively, net
of debt and subject to ordinary adjustments, representing
approximately 68% and 45%, respectfully of the value of each
business.
Deutsche Bank Securities Inc. and UBS Investment Bank acted as
financial advisors and capital markets advisors to DFHT, Morgan
Stanley & Co. LLC acted as financial advisor to CareMax Medical
Group, L.L.C. and Piper Sandler acted as financial advisor to IMC.
DLA Piper LLP (US) acted as legal advisor to CareMax Medical Group,
L.L.C., McDermott Will & Emery LLP acted as legal advisor to
IMC, White & Case LLP and Polsinelli PC acted as legal advisors
to DFHT and Katten Muchin Rosenman LLP acted as legal advisor to
Deerfield.
CareMax’s Board of Directors is comprised of healthcare industry
veterans, with specialties in managed care, process improvement,
audit, investing, government, and research.
“We are pleased to welcome these individuals as members of
CareMax’s Board of Directors,” said Mr. de Solo. “Their knowledge,
insight and experience will be invaluable as we begin this period
of transformation and continue our growth and evolution as a
provider of senior-focused value-based care and chronic disease
management in Florida and across the United States.”
The Board of Directors is comprised of the following
individuals:
Richard Barasch
Richard Barasch has served as DFHT’s Chairman since May 2020 and
will serve as Executive Chairman following the closing of the
business combination. Mr. Barasch was formerly Chairman and CEO of
Universal American Corp., a publicly traded health insurance and
services company focused on the senior market and government
programs, from 1995 until Universal American’s acquisition by
WellCare Health Plans in May 2017. He also serves as Chairman of
AdaptHealth Corp. (Nasdaq: AHCO), which went public in 2019 via a
business combination with DFB Healthcare Acquisitions Corp, and is
a founding partner of RAB Ventures, formed to invest in growth
healthcare companies. Mr. Barasch serves on the Board of Trustees
of the Maimonides Medical Center in Brooklyn, New York. Mr. Barasch
graduated from Swarthmore College and Columbia University Law
School.
Carlos A. de Solo
Carlos A. de Solo is the President, CEO and a co-founder of
CareMax. He has served in those capacities since May 2011. Before
co-founding CareMax, he served as COO and partner of Solera Health
Systems, LLC, a startup managed healthcare company. Mr. de Solo
also serves as a board member of the Coral Gables Hospital. Mr. de
Solo received a B.B.A. in Accounting and Finance from Florida
International University.
Dr. Jennifer Carter
Dr. Jennifer Carter is a board-certified internist and
healthcare entrepreneur with over 20 years of experience evaluating
existing and emerging markets, new medical technologies and
early-stage companies in the healthcare field. She is currently
Managing Director of JLC Precision Health Strategies, LLC, a
strategy and innovation consulting company that advises data-driven
healthcare and life science companies on their commercial and
financing strategy and the development of novel products and
services. In 2018, Dr. Carter founded TrialzOWN, Inc. and was CEO
until its prelaunch acquisition by Integral Health (now Valo
Health) in 2019. Dr. Carter has a B.S. in Molecular Biophysics and
Biochemistry from Yale University, an M.D. from Harvard Medical
School, an M.P.H. from Harvard School of Public Health and an
M.B.A. from the Sloan School at Massachusetts Institute of
Technology.
Jose R. Rodriguez
Before he retired on March 31, 2021, Jose R. Rodriguez was a
senior audit partner at KPMG LLP (KPMG). During his career at KPMG,
he held various leadership positions, including as lead director of
the board of directors, COO of KPMG International’s global audit
practice, office managing partner, leader of its Audit Committee
Institute (ACI), east region professional practice partner and,
most recently, ombudsman. Mr. Rodriguez brings to the board
in-depth knowledge and understanding of generally accepted
accounting principles, experience in auditing and SEC reporting,
mergers and acquisitions, familiarity with the responsibilities and
functions of audit committees and expertise in corporate
governance. Mr. Rodriguez received a B.B.A. with a major in
accounting from the University of Miami.
Hon. David J. Shulkin, M.D.
Hon. David J. Shulkin, M.D., a board-certified internist with
executive healthcare management experience, has served as an
independent director of DFHT since July 2020. Dr. Shulkin served as
the ninth United States Secretary of Veterans Affairs from February
2017 to April 2018 and the Under Secretary of Veterans Affairs for
Health from July 2015 to February 2017. Before arriving to such
appointments, Dr. Shulkin was CEO of various leading hospitals and
health systems, including Beth Israel in New York City and
Morristown Medical Center in Northern New Jersey. He has held
numerous physician leadership roles and academic positions, and
founded DoctorQuality, one of the first consumer-orientated sources
of information for quality and safety in healthcare. Dr. Shulkin
received his M.D. from the Medical College of Pennsylvania, did his
internship at Yale University School of Medicine, and his Residency
and Fellowship in General Medicine at the University of Pittsburgh
Presbyterian Medical Center. He received advanced training in
outcomes research and economics as a Robert Wood Johnson Foundation
Clinical Scholar at the University of Pennsylvania.
Randy Simpson
Randy Simpson, who was Partner and Head of the Healthcare Group
at Glenview Capital Management, brings significant investment
experience to the board. He joined Glenview Capital Management in
September 2005 and was named Partner in April 2011. As a senior
member of Glenview Capital Management’s investment team, Mr.
Simpson managed Glenview Capital Management’s healthcare
investments through 2019. Before joining Glenview Capital
Management, he was an equity research analyst at Goldman Sachs. Mr.
Simpson received his M.B.A. in Finance and Accounting from the
University of Chicago, his J.D. from Georgetown University Law
Center and his B.A. in Quantitative Economics and Decision Sciences
from the University of California, San Diego.
About CareMax
CareMax is a technology-enabled care platform providing
value-based care and chronic disease management to seniors.
Collectively, CareMax operates 26 wholly-owned medical centers that
offer a comprehensive suite of healthcare and social services, and
a proprietary software and services platform that provides data,
analytics, and rules-based decision tools/workflows for physicians
across the United States. Learn more at www.caremax.com.
Forward-Looking
Statements
This press release includes certain statements that are not
historical facts but are forward-looking statements for purposes of
the safe harbor provisions under the United States Private
Securities Litigation Reform Act of 1995. Forward-looking
statements generally are accompanied by words such as “believe,”
“may,” “will,” “estimate,” “continue,” “anticipate,” “intend,”
“expect,” “should,” “would,” “plan,” “predict,” “potential,”
“seem,” “seek,” “future,” “outlook,” and similar expressions that
predict or indicate future events or trends or that are not
statements of historical matters. These forward-looking statements
include, but are not limited to, statements regarding the
commencement of trading of CareMax’s Class A common stock and
public warrants on Nasdaq, patient care under the CareMax model and
expansion of that model, the timing for closing of CareMax’s
recently signed acquisitions, CareMax’s expected growth, including
via organic growth and acquisitions, and that CareMax will continue
to be led by its management team. These statements are based on
various assumptions and on the current expectations of CareMax
management and are not predictions of actual performance. These
forward-looking statements are provided for illustrative purposes
only and are not intended to serve as, and must not be relied on by
any investor as, a guarantee, an assurance, a prediction or a
definitive statement of fact or probability. Actual events and
circumstances are difficult or impossible to predict and will
differ from assumptions. Many actual events and circumstances are
beyond the control of CareMax. These forward-looking statements are
subject to a number of risks and uncertainties, including changes
in CareMax’s clients’ preferences, prospects and the competitive
conditions prevailing in the healthcare sector; those factors
discussed in the definitive proxy statement filed by DFHT under the
heading “Risk Factors,” and other documents of DFHT filed, or to be
filed, with the SEC. If the risks materialize or assumptions prove
incorrect, actual results could differ materially from the results
implied by these forward-looking statements. There may be
additional risks not presently known to CareMax or that CareMax
currently believes are immaterial that could also cause actual
results to differ from those contained in the forward-looking
statements. In addition, forward-looking statements reflect
CareMax’s expectations, plans or forecasts of future events and
views as of the date of this press release. CareMax anticipates
that subsequent events and developments will cause CareMax’s
assessments to change. However, while CareMax may elect to update
these forward-looking statements at some point in the future,
CareMax specifically disclaims any obligation to do so. These
forward-looking statements should not be relied upon as
representing CareMax’s assessments as of any date subsequent to the
date of this press release. Accordingly, undue reliance should not
be placed upon the forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20210608006108/en/
DFHT Chris Wolfe chris.wolfe@dfhealthcaretech.com
CareMax, Inc. Ben Quirk ben.quirk@caremax.com
Investor Relations The Equity Group Inc. Devin Sullivan
Senior Vice President dsullivan@equityny.com (212) 836-9608
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