Item 8.01 Other Events Agreement and Plan of Merger
On
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 99.1 Press release ofSyneos Health, Inc. , datedMay 10, 2023 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document
Additional Information and Where to Find It
This Current Report on Form 8-K and the information contained herein shall not
constitute an offer to buy or sell or the solicitation of an offer to buy or
sell any securities or a solicitation of any proxy, vote or approval. The
proposed transaction will be submitted to the stockholders of the Company for
their consideration and approval. In connection with the proposed transaction,
the Company intends to file a preliminary proxy statement with the
The Company's investors and stockholders may obtain a free copy of the proxy
statement and documents filed by the Company with the
--------------------------------------------------------------------------------
Participants in the Solicitation
The Company and its directors and executive officers and other members of
management and employees may, under the rules of the
Forward-Looking Statements
Any assumptions, views or opinions (including statements, projections, forecasts or other forward-looking statements) contained in this press release represent the assumptions, views or opinions of the Company, unless otherwise indicated, as of the date indicated and are subject to change without notice. All information not separately sourced is from internal company data and estimates. Any data relating to past performance contained herein is no indication as to future performance. The information in this press release is not intended to predict actual results, and no assurances are given with respect thereto.
The information contained in this press release has not been independently verified, and no representation or warranty, express or implied, is made as to the fairness, accuracy, completeness or correctness of the information contained herein and no reliance should be placed on it. None of the Company or any of its affiliates, advisers, affiliated persons or any other person accept any liability for any loss howsoever arising (in negligence or otherwise), directly or indirectly, from this press release or its contents or otherwise arising in connection with this press release. This shall not, however, restrict or exclude or limit any duty or liability to a person under any applicable law or regulation of any jurisdiction which may not lawfully be disclaimed (including in relation to fraudulent misrepresentation).
Certain statements contained in this press release may constitute
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All
statements, other than statements of historical fact, are statements that could
be deemed forward-looking statements, including statements containing the words
"predicts," "plans," "expects," "anticipates," "believes," "goal," "target,"
"estimate," "potential," "may," "might," "could," "see," "seek," "forecast," and
similar words. All statements, other than historical facts, including statements
regarding the expected timing of the closing of the proposed transaction; any
anticipated effects of the announcement, pendency or completion of the proposed
transaction on the value of the Company's Class A common stock, the ability of
the parties to obtain any required regulatory approvals in connection with the
proposed transaction and to complete the proposed transaction considering the
various closing conditions; the expected benefits of the proposed transaction;
the expected timing of the closing of the proposed transaction; expenses related
to the proposed transaction and any potential future costs; the Company's future
growth and financial results, business strategy, value provided to customers and
patients, and competitive position; and any assumptions underlying any of the
foregoing, are forward-looking statements. The Forward-looking statements are
based on the Company's current plans and expectations and involve risks and
uncertainties which are, in many instances, beyond its control, and which could
cause actual results to differ materially from those included in or contemplated
or implied by the forward-looking statements. Such risks and uncertainties
include, among others: (i) the occurrence of any event, change or other
circumstance that could give rise to the termination of the merger agreement,
including the failure to close the proposed transaction by
--------------------------------------------------------------------------------
management's attention from ongoing business operations due to the proposed
transaction; (viii) the ability to meet expectations regarding the timing and
completion of the proposed transaction; (ix) significant costs associated with
the proposed transaction; (x) potential litigation relating to the proposed
transaction; (xi) restrictions during the pendency of the proposed transaction
that may impact the Company's ability to pursue certain business opportunities;
and (xii) the risk factors set forth in the Company's Annual Report on Form 10-K
for the fiscal year ended
Investor Relations Contact
Ronnie Speight Senior Vice President, Investor Relations +1 919 745 2745 Investor.Relations@syneoshealth.com
Media Contact
Gary Gatyas Executive Director,External Communications +1 908 763 3428 gary.gatyas@syneoshealth.com
--------------------------------------------------------------------------------
© Edgar Online, source