Bankruptcy: CareMax, Inc.

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Form Type: 15-12G

Filing Date: 2025-02-21

Corporate Action: Bankruptcy

Type: New

Accession Number: 000119312525031988

Filing Summary: CareMax, Inc. has filed Form 15 to certify the termination of its registration and suspension of the duty to file reports under the Securities Exchange Act of 1934. This follows the company's voluntary petitions under Chapter 11 of the U.S. Bankruptcy Code, filed on November 17, 2024, and the confirmation of the Third Amended Joint Chapter 11 Plan on January 31, 2025. The plan was effective as of February 3, 2025, leading to the cancellation and extinguishment of all shares of common stock, warrants, and other equity instruments of CareMax, Inc.

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Additional details:

Rule 12g 4 A 1: X


Rule 12h 3 B 1 I: X


Approximate Number Of Holders Record: 0 holders of record


Form Type: 8-K

Filing Date: 2025-02-03

Corporate Action: Bankruptcy

Type: Update

Accession Number: 000119312525019379

Filing Summary: On February 3, 2025, CareMax, Inc.'s Third Amended Joint Chapter 11 Plan became effective following a confirmation order from the Bankruptcy Court dated January 31, 2025. All outstanding equity interests of the company were canceled, and no recovery will be provided to existing equity holders. The restructuring plan includes various transactions, including the sale of CareMax Accountable Care Network, LLC, and CareMax National Care Network, LLC, to RHG Network, LLC for $10 million and certain Medicare payments. Additionally, the sale of the core assets to ClareMedica Viking, LLC was executed for $35 million in cash and $65 million in equity. The company intends to wind down its ACO REACH and Medicare Advantage segments. Following the plan's effective date, the management was reorganized, with new personnel appointed to lead the company post-bankruptcy. The company is also preparing to deregister its securities and suspend its reporting obligations under the Exchange Act.

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Additional details:

Equity Interest Status: discharged


Credit Agreement Status: cancelled


Acquisition Details: [{"buyer":"RHG Network, LLC","acquisition_value":"$10 million"},{"buyer":"ClareMedica Viking, LLC","cash_payment":"$35 million","equity_value":"$65 million"}]


Number Of Shares Outstanding: 3,816,049


Total Assets: $1.7 billion


Total Liabilities: $1.4 billion


Form Type: POS AM

Filing Date: 2025-02-03

Corporate Action: Bankruptcy

Type: Update

Accession Number: 000119312525019361

Filing Summary: CareMax, Inc. filed a Post-Effective Amendment to its Form S-1 Registration Statement, originally filed on June 30, 2021 and effective July 15, 2021, to terminate the offering of its securities. The filing follows the commencement of Chapter 11 bankruptcy proceedings, which began on November 17, 2024, in the U.S. Bankruptcy Court for the Northern District of Texas. As of the date of the filing, all existing equity interests in the Company were discharged, canceled, released, and extinguished as part of the Third Amended Joint Chapter 11 Plan. The amendment removes from registration all unsold securities associated with the initial filing and formally terminates its effectiveness.

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Additional details:

State: Delaware


Irs Employer Identification Number: 85-0992224


Address: 1000 NW 57 Court, Suite 400, Miami, FL 33126


Cfo Name: Kevin Wirges


Cfo Address: 1000 NW 57 Court, Suite 400, Miami, FL 33126


Cfo Phone: (786) 360-4768


Legal Counsel: Sidley Austin LLP


Counsel Address: 1001 Brickell Bay Drive, Suite 900, Miami, FL 33131


Counsel Phone: (305) 391-5210


Form Type: POS AM

Filing Date: 2025-02-03

Corporate Action: Bankruptcy

Type: Update

Accession Number: 000119312525019362

Filing Summary: CareMax, Inc. filed a Post-Effective Amendment No. 2 to Form S-1 on Form S-3 to deregister securities in connection with its Chapter 11 bankruptcy proceedings. The company had previously filed for Chapter 11 on November 17, 2024, and sought relief under U.S. bankruptcy law. This filing cancels all existing equity interests in the company, which have been discharged, released, and extinguished as part of the bankruptcy process. The amendment serves to remove any unsold securities from registration and terminates the effectiveness of the original Registration Statement filed on May 4, 2022, which was declared effective on May 18, 2022. The amendment indicates CareMax, Inc. is an emerging growth company and has voluntarily chosen not to utilize an extended transition period for new accounting standards. The filing is signed by Kevin Wirges, the Chief Financial Officer, affirming that the company meets requirements to file on Form S-3, effective as of February 3, 2025.

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Additional details:

Cik: 0001891765


Address Of Principal Executive Offices: 1000 NW 57 Court, Suite 400, Miami, Florida 33126


Date Of Filing: 2025-02-03


Chapter: 11


Form Type: S-8 POS

Filing Date: 2025-02-03

Corporate Action: Bankruptcy

Type: Update

Accession Number: 000119312525019364

Filing Summary: CareMax, Inc. has filed Post-Effective Amendment No. 1 to its Form S-8 Registration Statements, deregistering all unsold or unissued securities under the previous registrations. The company registered a total of 11,453,303 shares of its Class A common stock under the CareMax, Inc. 2021 Long-Term Incentive Plan. Due to ongoing Chapter 11 bankruptcy proceedings initiated on November 17, 2024, by CareMax and its affiliates in the U.S. Bankruptcy Court for the Northern District of Texas, all offerings pursuant to the Registration Statements are now terminated and the company is removing any unsold securities from registration. The registrant certifies compliance with Form S-8 requirements as of the filing date.

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Additional details:

Cik: 0001583315


State Or Other Jurisdiction Of Incorporation: Delaware


Employer Identification No: 85-0992224


Address Of Principal Offices: 1000 NW 57 Court, Suite 400, Miami, Florida 33126


Name And Address Of Agent For Service: Kevin Wirges, 1000 NW 57 Court, Suite 400, Miami, Florida 33126


Telephone Number Of Agent For Service: (786) 360-4768


Number Of Shares Registered: 11453303


Plan Title: CareMax, Inc. 2021 Long-Term Incentive Plan


Form Type: S-8 POS

Filing Date: 2025-02-03

Corporate Action: Bankruptcy

Type: Update

Accession Number: 000119312525019367

Filing Summary: CareMax, Inc. filed a Post-Effective Amendment to its Form S-8 Registration Statements to deregister an aggregate of 11,453,303 shares of its Class A common stock under the CareMax, Inc. 2021 Long-Term Incentive Plan. This amendment follows the company's filing of voluntary Chapter 11 petitions for bankruptcy on November 17, 2024, in the U.S. Bankruptcy Court for the Northern District of Texas. Due to these proceedings, CareMax has terminated all offerings under the Registration Statements and removed from registration any unsold or unissued securities. The Registrant confirms compliance with the requirements for filing on Form S-8 and terminates the effectiveness of the Registration Statements.

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Additional details:

Registered Securities Amount: 11,453,303


Incorporation State: Delaware


Irs Employer Identification No: 85-0992224


Address Of Principal Executive Offices: 1000 NW 57 Court, Suite 400 Miami, Florida 33126


Agent For Service: Kevin Wirges


Agent Telephone Number: (786) 360-4768


Chapter 11 Cases Fill Date: 2024-11-17


Form Type: 8-K

Filing Date: 2025-01-03

Corporate Action: Bankruptcy

Type: Update

Accession Number: 000095017025001331

Filing Summary: CareMax, Inc. filed for Chapter 11 bankruptcy on November 17, 2024, with the proceedings being jointly administered under Case No. 24-80093 (MVL) in the U.S. Bankruptcy Court for the Northern District of Texas. The company continues to operate under court jurisdiction and has filed monthly operating reports. Trading of its Class A common stock and warrants was suspended by Nasdaq on November 29, 2024, and the securities now trade on the OTC Pink Marketplace under symbols CMAXQ and CMXWQ respectively. The filing includes cautionary statements regarding the Monthly Operating Reports, emphasizing that the information should not be relied upon for investment decisions and that figures may be subject to future adjustments.

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Additional details:

Title Of Each Class: Class A common stock, par value $0.0001 per share


Trading Symbol: CMAXQ


Name Of Each Exchange: N/A


Title Of Each Class: Warrants, each whole warrant exercisable for 1/30th of one share of Class A common stock


Trading Symbol: CMXWQ


Name Of Each Exchange: N/A


Chapter 11 Case Number: 24-80093 (MVL)


Monthly Operating Report Exhibit 99 1: Report for CareMax, Inc. for the period ended November 30, 2024


Monthly Operating Report Exhibit 99 2: Report for Managed Healthcare Partners, L.L.C. for the period ended November 30, 2024


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