true 0001813914 0001813914 2021-08-13 2021-08-13 0001813914 us-gaap:CommonClassAMember 2021-08-13 2021-08-13 0001813914 us-gaap:WarrantMember 2021-08-13 2021-08-13

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K/A

(Amendment No. 1)

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 13, 2021

 

 

 

LOGO

CareMax, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-39391   85-0992224

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1000 NW 57 Court  
Suite 400  
Miami, Florida   33126
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: 786 360-4768

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

  ☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

  ☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

  ☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

  ☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Class A common stock, par value $0.0001 per share   CMAX   The NASDAQ Stock Market LLC
Warrants, each whole warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share   CMAXW   The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Explanatory Note

On August 13, 2021, CareMax, Inc., a Delaware corporation (the “Company”), issued a press release announcing its financial results for the second quarter ended June 30, 2021. The Company is filing this Amendment No.1 to the Company’s Current Report on Form 8-K filed with the United States Securities and Exchange Commission on August 13, 2021 (the “Original Report”) solely to include the form of press release as was actually disseminated on August 13, 2021 as Exhibit 99.1. Except as expressly set forth herein, this amendment does not amend, modify or update the disclosures contained in the Original Report.

Item 2.02 Results of Operations and Financial Condition.

The information contained in Item 7.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.02.

Item 7.01 Regulation FD Disclosure

On August 13, 2021, the Company issued a press release announcing its financial results for the second quarter ended June 30, 2021 and provided an investor presentation to accompany the press release. The Company also issued a press release announcing a collaboration agreement with Anthem. Copies of the press release announcing its financial results, the investor presentation and press release announcing a collaboration agreement with Anthem are furnished as Exhibits 99.1, 99.2 and 99.3, respectively, to this Current Report on Form 8-K and is incorporated herein by reference.

This information and the information contained in Exhibits 99.1, 99.2 and 99.3 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 incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in any such filing, regardless of any general incorporation language in the filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

    

Exhibit Index

99.1    Press Release issued by CareMax Inc. on August 13, 2021.
99.2    Investor Presentation of CareMax Inc. on August 13, 2021 (incorporated by reference to Exhibit 99.2 to the Company’s Current Report on Form 8-K (File No. 001-39391), filed with the SEC on August 13, 2021).
99.3    Press Release from CareMax, Inc., dated August 13, 2021, entitled “CareMax Signs Collaboration Agreement with Anthem” (incorporated by reference to Exhibit 99.3 to the Company’s Current Report on Form 8-K (File No. 001-39391), filed with the SEC on August 13, 2021).
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

      CareMax Inc.
Date: August 16, 2021     By:  

/s/ Carlos de Solo

      Carlos de Solo
      Chief Executive Officer
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