Item 2.01. Completion of Acquisition or Disposition of Assets.
Effective as of
At the Closing, the Company also entered into a transition services agreement with Purchaser, pursuant to which, among other things, (i) the Company will provide to Purchaser certain human resources, information technology, finance and accounting and other services for up to six months following the Closing and (ii) Purchaser will provide the Company certain administrative services for inventory management and order fulfillment relating to nutrition products for a period of 18 months following the Closing.
The foregoing description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, which is attached as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
On
Item 9.01. Financial Statements and Exhibits.
(b) Pro forma financial information. Unaudited pro forma condensed consolidated financial information of the Company giving effect to the Transactions and related notes thereto are attached as Exhibit 99.2 and incorporated herein by reference.
(d) Exhibits.
Exhibit 2.1 Stock Purchase Agreement, dated as of
amongTivity Health, Inc. ,Kainos NS Holdings LP , andKNS Acquisition Corp. [incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K datedOctober 19, 2020 , File No. 000-19364] .*
Exhibit 99.1 Press Release issued by
2020
Exhibit 99.2 Unaudited Pro Forma Condensed Consolidated Financial Information
ofTivity Health, Inc.
Exhibit 104 Cover Page Interactive Date File (embedded within the Inline XBRL
document)
* Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation
S-K. The registrant agrees to furnish supplementally a copy of any omitted schedule
or exhibit to the
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