CareCloud Requests Delisting of Series A Preferred Stock after Mandatory Conversion

Rhea-AI Summary

CareCloud (Nasdaq: CCLD) has announced its intention to voluntarily delist its 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock (CCLDP) from the Nasdaq Global Market. This decision follows a mandatory conversion of Series A Preferred Stock into common stock, where each share was converted into 7.3358 shares of the company's common stock. The conversion excluded 'material shareholders' who owned at least 100,000 shares of Series A Preferred Stock.

The company plans to file a Form 25 with the SEC around March 21, 2025, with the delisting expected to become effective by March 31, 2025. The delisting is being initiated as the security no longer meets Nasdaq's continued listing requirements following the conversion.

Positive

• Mandatory conversion of preferred stock to common stock simplifies capital structure
• 7.3358:1 conversion ratio provides value to preferred stockholders

Negative

• Delisting of preferred stock (CCLDP) may reduce investment options for preferred shareholders
• Non-material shareholders forced into mandatory conversion

SOMERSET, N.J., March 11, 2025 (GLOBE NEWSWIRE) -- CareCloud, Inc. (the “Company”) (Nasdaq: CCLD, CCLDO, CCLDP), a leader in healthcare information technology and generative AI solutions for medical practices and health systems nationwide, announced today that it will formally notify The Nasdaq Stock Market LLC of its intent to voluntarily delist its 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock (Nasdaq: CCLDP) (“Series A Preferred Stock”) from the Nasdaq Global Market. The Company expects to file a Form 25 with the Securities and Exchange Commission relating to the voluntary delisting of its Series A Preferred Stock on or about March 21, 2025, since the security no longer complies with Nasdaq’s continued listing requirements following the recent mandatory conversion of each share of Series A Preferred Stock not held by a “material shareholder” (a Series A Preferred Stock shareholder who, as of the conversion effective date, owned at least 100,000 shares of Series A Preferred Stock) into 7.3358 shares of the Company’s common stock. The Company expects the delisting of the Series A Preferred Stock to be effective on or about March 31, 2025.

About CareCloud

CareCloud brings disciplined innovation to the business of healthcare. Our suite of technology-enabled solutions helps clients increase financial and operational performance, streamline clinical workflows and improve the patient experience. More than 40,000 providers count on CareCloud to help them improve patient care, while reducing administrative burdens and operating costs. Learn more about our products and services, including revenue cycle management (RCM), practice management (PM), electronic health records (EHR), business intelligence, patient experience management (PXM) and digital health at www.carecloud.com.

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Disclaimer

This press release is for information purposes only, and does not constitute an offer to sell or solicitation of an offer to buy, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction.

Forward-Looking Statements

This press release contains various forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements relate to anticipated future events, future results of operations or future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “might,” “will,” “shall,” “should,” “could,” “intends,” “expects,” “plans,” “goals,” “projects,” “anticipates,” “believes,” “seeks,” “estimates,” “forecasts,” “predicts,” “possible,” “potential,” “target,” or “continue” or the negative of these terms or other comparable terminology.

Our operations involve risks and uncertainties, many of which are outside our control, and any one of which, or a combination of which, could materially affect our results of operations and whether the forward-looking statements ultimately prove to be correct. Forward-looking statements in this press release include, without limitation, statements reflecting management's expectations for future financial performance and operating expenditures, expected growth, profitability and business outlook, the impact of pandemics on our financial performance and business activities, and the expected results from the integration of our acquisitions.

These forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are only predictions, are uncertain and involve substantial known and unknown risks, uncertainties and other factors which may cause our (or our industry’s) actual results, levels of activity or performance to be materially different from any future results, levels of activity or performance expressed or implied by these forward-looking statements. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all of the risks and uncertainties that could have an impact on the forward-looking statements, including without limitation, risks and uncertainties relating to the Company’s ability to manage growth, migrate newly acquired customers and retain new and existing customers, maintain cost-effective global operations, increase operational efficiency and reduce operating costs, predict and properly adjust to changes in reimbursement and other industry regulations and trends, retain the services of key personnel, develop new technologies, upgrade and adapt legacy and acquired technologies to work with evolving industry standards, compete with other companies’ products and services competitive with ours, and other important risks and uncertainties referenced and discussed under the heading titled “Risk Factors” in the Company’s filings with the Securities and Exchange Commission.

The statements in this press release are made as of the date of this press release, even if subsequently made available by the Company on its website or otherwise. The Company does not assume any obligations to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.

SOURCE CareCloud

Company Contact:
Norman Roth
Interim Chief Financial Officer and Corporate Controller
CareCloud, Inc.
nroth@carecloud.com

Investor Contact:
Stephen Snyder
Co-Chief Executive Officer
CareCloud, Inc.
ir@carecloud.com

FAQ

When will CareCloud (CCLD) delist its Series A Preferred Stock from Nasdaq?

CareCloud expects the delisting of its Series A Preferred Stock (CCLDP) to be effective around March 31, 2025.

What is the conversion ratio for CareCloud's Series A Preferred Stock to common stock?

Each share of Series A Preferred Stock is being converted into 7.3358 shares of CareCloud's common stock.

Who is exempt from CareCloud's mandatory Series A Preferred Stock conversion?

Material shareholders owning at least 100,000 shares of Series A Preferred Stock are exempt from the mandatory conversion.

When will CareCloud file Form 25 with the SEC for the CCLDP delisting?

CareCloud plans to file Form 25 with the SEC around March 21, 2025.