Teladoc Health Announces Shareholder Approvals in Merger with Livongo
29 Oktober 2020 - 6:24PM
Teladoc Health (TDOC), the global leader in whole person virtual
care, today announced that its shareholders have overwhelmingly
showed their support for the merger with Livongo (LVGO) by
voting to approve the Teladoc Health charter amendment and share
issuance.
During Teladoc Health’s Special Meeting of shareholders held
earlier today, Teladoc Health’s shareholders approved the Teladoc
Health charter amendment and share issuance, with more than 99
percent of the votes cast being voted in favor of the proposals.
The final vote results will be filed in a Form 8-K with the
Securities and Exchange Commission.
In a separate Special Meeting of shareholders held earlier
today, Livongo shareholders approved the merger agreement, with
more than 99 percent of the votes cast being voted in favor of the
proposal.
“We are pleased that our shareholders overwhelmingly
support this transformative opportunity to deliver, enable and
empower true whole person health,” said Jason Gorevic, CEO of
Teladoc Health. “By combining with Livongo, Teladoc Health
will be able to connect consumers and health care professionals
from hospital to home with data insights and personalized support
that deliver better health outcomes. We are excited to move another
big step closer to making this vision a reality.”
About Teladoc Health
Teladoc Health is transforming how people experience healthcare
and empowering people everywhere to live healthier lives.
Recognized as the world leader in virtual care, Teladoc Health
directly delivers millions of medical visits across 175 countries
each year through the Teladoc Health Medical Group and enables
patient and provider touchpoints for hospitals, health systems and
physician practices globally. Ranked Best in KLAS for Virtual Care
Platforms in 2020, Teladoc Health leverages more than a decade of
expertise and real-time insights to meet the growing virtual care
needs of consumers and healthcare professionals. For more
information, please visit www.teladochealth.com or follow
@TeladocHealth on Twitter.
Cautionary Note Regarding Forward-Looking
Statements
This communication contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995, Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended.
These forward-looking statements generally include statements
regarding the potential transaction between Teladoc Health, Inc.
(“Teladoc”) and Livongo Health, Inc. (“Livongo”), including any
statements regarding the expected timetable for completing the
potential transaction, the ability to complete the potential
transaction, the expected benefits of the potential transaction
(including anticipated synergies, projected financial information
and future opportunities) and any other statements regarding
Teladoc’s and Livongo’s future expectations, beliefs, plans,
objectives, results of operations, financial condition and cash
flows, or future events or performance. These statements are often,
but not always, made through the use of words or phrases such as
“anticipate,” “intend,” “plan,” “believe,” “project,” “estimate,”
“expect,” “may,” “should,” “will” and similar expressions. All such
forward-looking statements are based on current expectations of
Teladoc’s and Livongo’s management and therefore involve estimates
and assumptions that are subject to risks, uncertainties and other
factors that could cause actual results to differ materially from
the results expressed in the statements. Key factors that could
cause actual results to differ materially from those projected in
the forward-looking statements include uncertainties as to the
timing to consummate the potential transaction; the risk that a
condition to closing the potential transaction may not be
satisfied; the risk that the anticipated U.S. federal income tax
treatment of the transaction is not obtained; litigation relating
to the potential transaction that have been or could be instituted
against Teladoc, Livongo or their respective directors; the effects
of disruption to Teladoc’s or Livongo’s respective businesses;
restrictions during the pendency of the potential transaction that
may impact Teladoc’s or Livongo’s ability to pursue certain
business opportunities or strategic transactions; the effect of
this communication on Teladoc’s or Livongo’s stock prices;
transaction costs; Teladoc’s ability to achieve the benefits from
the proposed transaction; Teladoc’s ability to effectively
integrate acquired operations into its own operations; the ability
of Teladoc or Livongo to retain and hire key personnel; unknown
liabilities; and the diversion of management time on
transaction-related issues. Other important factors that could
cause actual results to differ materially from those in the
forward-looking statements include the effects of industry, market,
economic, political or regulatory conditions outside of Teladoc’s
or Livongo’s control (including public health crises, such as
pandemics and epidemics); changes in laws and regulations
applicable to Teladoc’s business model; changes in market
conditions and receptivity to Teladoc’s services and offerings;
results of litigation; the loss of one or more key clients of
Teladoc (including potential adverse reactions or changes to
business relationships resulting from the announcement or
completion of the potential transaction); changes to Teladoc’s
abilities to recruit and retain qualified providers into its
network; the impact of the COVID-19 pandemic on the parties’
business and general economic conditions; risks regarding Livongo’s
ability to retain clients and sell additional solutions to new and
existing clients; Livongo’s ability to attract and enroll new
members; the growth and success of Livongo’s partners and reseller
relationships; Livongo’s ability to estimate the size of its target
market; uncertainty in the healthcare regulatory environment; and
the factors set forth under the heading “Risk Factors” of Teladoc’s
Annual Report and Livongo’s Annual Report, in each case on Form
10-K, and in subsequent filings with the U.S. Securities and
Exchange Commission (the “SEC”). These risks, as well as other
risks associated with the potential transaction, are more fully
discussed in the joint proxy statement/prospectus filed with the
SEC in connection with the proposed transaction. Other
unpredictable or unknown factors not discussed in this
communication could also have material adverse effects on
forward-looking statements. Neither Teladoc nor Livongo assumes any
obligation to update any forward-looking statements, except as
required by law. Readers are cautioned not to place undue reliance
on these forward-looking statements that speak only as of the date
hereof.
Contacts
Teladoc Health - InvestorsPatrick Feeley
pfeeley@teladochealth.com 914-265-7925
Teladoc Health - MediaChris Stenrud pr@teladochealth.com
860-491-8821
Livongo Health (NASDAQ:LVGO)
Historical Stock Chart
Von Mai 2024 bis Jun 2024
Livongo Health (NASDAQ:LVGO)
Historical Stock Chart
Von Jun 2023 bis Jun 2024