M&A - Aveanna Healthcare Holdings, Inc.

Form Type: 8-K/A

Filing Date: 2025-06-04

Corporate Action: Merger

Type: Update

Accession Number: 000095017025081394

Filing Summary: On April 1, 2025, Aveanna Healthcare Holdings Inc. executed a Merger Agreement with Pediatric Services of America, LLC and its subsidiaries, resulting in the mergers of Aveanna Merger Sub, LLC and Aveanna Blocker Merger Sub, Inc. with Thrive Skilled Pediatric Care and SP GE IX-B Thrive Blocker Corp., respectively. The merger was completed on June 2, 2025, with a total of 11,184,588 shares of Common Stock issued as merger consideration. This issuance was exempt from registration under the Securities Act. The document serves as an amendment to a previous 8-K filing, providing critical updates regarding the share issuance associated with the merger.

Form Type: 8-K

Filing Date: 2025-04-03

Corporate Action: Merger

Type: New

Accession Number: 000095017025049951

Filing Summary: On April 1, 2025, Aveanna Healthcare Holdings Inc. entered into an Agreement and Plan of Merger involving several parties including Pediatric Services of America, LLC, and Thrive Skilled Pediatric Care, LLC. Under the terms of the Agreement, Aveanna Merger Sub, LLC will merge with Thrive, while Aveanna Blocker Merger Sub, Inc. will merge with SP GE IX-B Thrive Blocker Corp. Following the mergers, Thrive and Blocker will remain as wholly-owned subsidiaries of the Purchaser. The total consideration for the mergers is approximately $75.0 million, primarily payable through shares of common stock, subject to customary purchase price adjustments. A press release dated April 3, 2025, was issued to announce the merger agreement.