Item 1.01 Entry Into A Material Definitive Agreement.
Purchase Agreement
On
Under the terms of the Agreement, Cano purchased all of the assets and
securities of the
The Agreement contains customary representations, warranties and covenants made
by each of Cano and University. In addition, each
Terms not defined herein shall have the meaning ascribed to them in the Agreement. The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by the full text of the Agreement, a copy of which is filed as Exhibit 2.1 hereto and is incorporated by reference herein. The Agreement has been attached to provide investors with information regarding its terms. It is not intended to provide any other factual information about Cano or University. Accordingly, the representations and warranties in the Agreement should not be relied on as characterization of the actual state of facts about Cano or University.
Amendment to Credit Agreement
On
The forgoing description does not purport to be complete and is qualified in its entirety by the full text of the Third Amendment, which will be filed with the Company's next Form 10-Q.
Item 3.02 Unregistered Sales of
In connection with the Closing,
Item 7.01 Regulation FD Disclosure
The parties receiving equity consideration under the Agreement have entered into
lockup agreements pursuant to which each shareholder agreed not to sell or enter
into certain other transactions relating to the potential disposal of such
securities until
On
The information in this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filings.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Title 2.1 Purchase Agreement by andAmong University Pharmacy, Inc. , Each of the Sellers, Each of the Beneficial Owners,Cano Health, Inc. ,Cano Health, LLC ,Margarita Quevedo , as Sellers' Representative, and Solely with Respect to Section 6.4, Michael Qeuvedo DatedJune 11, 2021 . 99.1 Press Release ofCano Health, Inc. datedJune 14, 2021 .
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