AdaptHealth Corp. (AHCO)
NASDAQ: AHCO · Real-Time Price · USD
12.80
+0.07 (0.55%)
At close: Apr 24, 2026, 4:00 PM EDT
12.81
+0.01 (0.08%)
After-hours: Apr 24, 2026, 7:41 PM EDT
← View all transcripts

AGM 2021

Mar 3, 2021

Speaker 1

Welcome to the special meeting for ADAPT Health. Our host for today's call is Luke McGee, co chief executive officer. At this time, all participants will be in a listen only mode. I'll now turn the call over to your host, mister mister McGee. You may begin, sir.

Speaker 2

Good morning. I'm Luke McGee, Co Chief Executive Officer of the Dow Health Corp, and it is a pleasure to welcome you to our 03/03/2021 Special Meeting of Stockholders. This meeting is now called to order. On behalf of our directors, officers and employees, I want to thank you for joining us virtually today. We are holding this meeting virtually to maximize shareholder participation in light of the COVID-nineteen pandemic.

We hope everyone is staying safe and healthy in these unprecedented times. Before we begin, I'd like to introduce the company's Chairman of the Board of Directors, Richard Barish my Co CEO, Stephen Griggs Adaptal's President, Josh Parnas our Chief Financial Officer, Jason Clemens and our General Counsel, Chris Joyce. I'll now turn the meeting over to Chris.

Speaker 3

Thanks, Luke. Turning to procedural matters and the formal business of the meeting. The record date for the meeting was 01/04/2021. Only stockholders of record on the close of business on that date are entitled to vote and submit questions at this meeting. The proxy materials were first mailed on or about 01/19/2021 to all stockholders of record and will be maintained with the minutes of this meeting.

An affidavit of mailing will also be maintained with the minutes of this meeting. Mr. Lewis Larson has been appointed as the inspector of elections for the meeting, and he has signed an oath of office which is available for your examination and will also be filed with the minutes of the meeting. I will serve as secretary for purposes of this meeting. We have present online or by proxy a sufficient number of shares to constitute a quorum so the meeting is duly constituted.

I've been authorized by the board to hold and act upon proxy solicited and received by the company in connection with this meeting. We will vote by proxy and online today. If you voted by Internet or telephone or sent your proxy card and do not intend to change your vote, then it is not necessary that you vote because we will count your proxy. If you have not yet submitted a proxy card and wish to vote on these items or wish to revoke a proxy card you previously signed, you may vote your shares by clicking on the vote here button on your screen now. You will need the control number provided on your proxy in order to vote your shares online.

The polls are now open. As described in the proxy materials, there is one item on the agenda today which has been described in the proxy materials previously delivered to all stockholders of record for the meeting. Once again, if you've logged into the meeting with your control number and you would like to ask a question, you may do so by typing your question into the box at the bottom of the screen. We will prioritize questions that relate to the proposal considered at this meeting. If you have a general question about Adaptal, please include your contact information so that we can respond directly to you after the meeting.

Are there any questions regarding procedural matters before we begin the vote? Seeing none, we'll commence with the vote. The item on which we are voting today is the approval for purposes of complying with NASDAQ listing rule 5,635, the issuance of shares of the company's Class A common stock representing equal to or greater than 20% of the outstanding common stock or voting power of the company issuable upon conversion of our Series C convertible preferred stock to be issued by the company to equity holders of AeroCare Holdings Inc. Pursuant to an agreement and plan of merger entered into by the company on 12/01/2020 by removal of the conversion restrictions that prohibit such conversion of the Series C preferred stock. Are there any questions on this matter?

For those of you who are voting here, please submit online accordingly and indicate the way you wish to vote. We will now pause to allow stockholders to vote. In just a minute, we will report on the results of the meeting after we tally the votes. The polls have now closed. We have completed a tally of the votes.

Louis Larson, the inspector of elections will now report the results. Lou?

Speaker 4

The preliminary results are as follows. Of the 88,334,106 shares of common stock eligible to vote at this meeting, a total of approximately 58,430,605 shares of common stock were actually present or represented by proxy. The proposal was to approve for purpose of complying with NASDAQ Listing Rule 5,635, the issuance of shares of the company's Class A common stock representing equal to or greater than 20% of the outstanding common stock or voting power of the company issuable upon conversion of Series C convertible preferred stock issued by the company to equity holders of Aerocare Holdings Inc. Pursuant to an agreement and plan of merger entered into by the company on 12/01/2020 by removal of the conversion restriction that prohibits such conversion of Series C preferred stock. An aggregate of approximately 66% of the total shares represented in voting on this proposal at the meeting was voted in favor of this proposal.

I hereby declare that the proposal has been passed by the necessary vote. This

Speaker 3

brings the formal business portion of the meeting to an end. I'd like to thank all the stockholders present online as well as those who participated by proxy. After adjournment, we will conduct a brief Q and A session to answer questions submitted during the meeting. There being no further business, do I have a motion to adjourn the business portion of this meeting?

Speaker 2

So motioned. Is there a second?

Speaker 4

Yes, second.

Speaker 3

The meeting is therefore adjourned. Thank you all for your support and for joining us today. We will now begin the Q and A portion of the meeting if there are any questions. Again, we would remind people to include their contact information in the questions. Seeing none, this will conclude the meeting.

Speaker 1

This now concludes the meeting. Thank you for joining and have a pleasant day.

Powered by