CareMax Reaches Agreements to Sell Management Services Organization and Core Centers’ Assets
CareMax (NASDAQ: CMAX) has announced agreements to sell its business through a prearranged Chapter 11 bankruptcy process. Revere Medical will acquire the Medicare Shared Savings Program portion of CareMax's management services organization, which serves approximately 80,000 Medicare beneficiaries. The company has also reached a preliminary 'stalking horse' agreement for its Core Centers' Assets with an undisclosed buyer. The restructuring process is supported by 100% of CareMax's secured lenders, who have provided $30.5 million in debtor-in-possession financing. The company expects to maintain normal operations and continue providing healthcare services throughout the process, with transactions anticipated to close in early 2025.
CareMax (NASDAQ: CMAX) ha annunciato accordi per vendere la propria attività attraverso un processo preordinato di fallimento ai sensi del Capitolo 11. Revere Medical acquisirà la parte del Programma di Risparmio Condiviso Medicare dell’organizzazione dei servizi di gestione di CareMax, che serve circa 80.000 beneficiari Medicare. L'azienda ha anche raggiunto un accordo preliminare di 'stalking horse' per gli asset dei Core Centers con un acquirente non divulgato. Il processo di ristrutturazione è supportato dal 100% dei creditori garantiti di CareMax, che hanno fornito 30,5 milioni di dollari in finanziamento per debitori in possesso. L'azienda prevede di mantenere normali operazioni e continuare a fornire servizi sanitari durante tutto il processo, con chiusure di transazioni previste per inizio 2025.
CareMax (NASDAQ: CMAX) ha anunciado acuerdos para vender su negocio a través de un proceso preestablecido de bancarrota del Capítulo 11. Revere Medical adquirirá la parte del Programa de Ahorros Compartidos de Medicare de la organización de servicios de gestión de CareMax, que atiende a aproximadamente 80,000 beneficiarios de Medicare. La empresa también ha llegado a un acuerdo preliminar de 'stalking horse' para los activos de sus Core Centers con un comprador no revelado. El proceso de reestructuración cuenta con el apoyo del 100% de los prestamistas garantizados de CareMax, quienes han proporcionado 30,5 millones de dólares en financiamiento para deudores en posesión. La empresa espera mantener operaciones normales y continuar brindando servicios de salud a lo largo del proceso, con transacciones previstas para cerrarse a principios de 2025.
CareMax (NASDAQ: CMAX)는 미리 정해진 11장 파산 프로세스를 통해 사업을 매각하기 위한 협정을 발표했습니다. Revere Medical는 CareMax 관리 서비스 조직의 Medicare 공동 절약 프로그램 부분을 인수할 예정이며, 이는 약 80,000명의 Medicare 수혜자를 서비스합니다. 회사는 또한 공개되지 않은 구매자와 Core Centers의 자산에 대한 초기 ‘스톨킹 호스’ 계약을 체결했습니다. 이 구조조정 과정은 CareMax의 100% 담보 대출 기관의 지원을 받고 있으며, 이들은 3천5백만 달러의 채무자 보유 자금을 제공했습니다. 회사는 이 과정에서 정상적인 운영을 유지하고 의료 서비스를 계속 제공할 것으로 예상하며, 거래는 2025년 초에 마감될 것으로 예상됩니다.
CareMax (NASDAQ: CMAX) a annoncé des accords pour vendre son entreprise par le biais d'un processus de faillite chapitré 11 préarrangé. Revere Medical acquerra la partie du Programme de Partage des Économies Medicare de l'organisation des services de gestion de CareMax, qui sert environ 80 000 bénéficiaires de Medicare. L'entreprise a également conclu un accord préliminaire de 'stalking horse' pour les actifs de ses centres principaux avec un acheteur non divulgué. Le processus de restructuration est soutenu par 100 % des créanciers garantis de CareMax, qui ont fourni 30,5 millions de dollars en financement pour le débiteur en possession. L'entreprise s'attend à maintenir ses opérations normales et à continuer à fournir des services de santé tout au long du processus, avec des transactions devant être finalisées au début de 2025.
CareMax (NASDAQ: CMAX) hat Vereinbarungen bekannt gegeben, um sein Geschäft durch einen vorab festgelegten Chapter 11-Insolvenzprozess zu verkaufen. Revere Medical wird den Teil des Medicare Shared Savings Program des Managementdienstleistungsunternehmens von CareMax übernehmen, das ca. 80.000 Medicare-Begünstigte betreut. Das Unternehmen hat auch eine vorläufige 'stalking horse'-Vereinbarung für die Vermögenswerte der Core Centers mit einem nicht bekannt gegebenen Käufer getroffen. Der Restrukturierungsprozess wird von 100 % der gesicherten Gläubiger von CareMax unterstützt, die 30,5 Millionen Dollar an Schuldnerfinanzierung bereitgestellt haben. Das Unternehmen erwartet, den normalen Betrieb aufrechtzuerhalten und während des gesamten Prozesses weiterhin Gesundheitsdienstleistungen anzubieten, wobei die Transaktionen voraussichtlich Anfang 2025 abgeschlossen werden.
- Secured $30.5 million in DIP financing to maintain operations
- 100% support from secured lenders for restructuring plan
- Agreement to sell Medicare Shared Savings Program serving 80,000 beneficiaries
- Filing for Chapter 11 bankruptcy protection
- Winding down ACO REACH and Medicare Advantage operations
- Potential impact on shareholders through bankruptcy process
- Company requires sale of core assets to remain viable
Insights
This bankruptcy filing represents a significant restructuring of CareMax's operations through two major transactions. The sale of their MSO business to Revere Medical covers approximately 80,000 Medicare beneficiaries, while a separate stalking horse agreement is being arranged for their Core Centers' Assets. The secured lenders' unanimous support and provision of
The Chapter 11 process appears well-planned with key stakeholder support, but equity holders will likely face significant losses. The company's decision to wind down its ACO REACH and Medicare Advantage operations signals a major strategic shift. The anticipated completion in early 2025 suggests a relatively expedited bankruptcy process, though regulatory approvals could impact timing.
The restructuring maintains operational continuity for patient care while addressing financial challenges. Key provisions ensure uninterrupted wage payments to medical staff and critical vendor payments, which is essential for maintaining healthcare service quality. The separation of the MSO business from core centers creates distinct operational entities that may be more sustainable independently.
The wind-down of ACO REACH and Medicare Advantage programs marks a significant pivot away from value-based care models, potentially indicating these initiatives weren't delivering expected results. The stalking horse process for core assets, backed by secured lenders' credit bid option, provides a safety net for maintaining healthcare delivery infrastructure.
Revere Medical Enters into Agreement to Acquire CareMax’s Management Services Organization
Agreement in Principle Reached with “Stalking Horse” for Core Centers’ Assets
Sale Transactions to be Implemented Through an Expedited Prearranged Chapter 11 Plan Supported by
CareMax Secures
CareMax has entered into an agreement with an affiliate of Revere Medical (formerly known as Rural Health Group), pursuant to which Revere Medical will acquire the Medicare Shared Savings Program portion of the Company’s management services organization (the “MSO Business”) that supports care provided to approximately 80,000 Medicare beneficiaries. The sale of the MSO Business is anticipated to be consummated simultaneously with the consummation of CareMax’s Prearranged Plan. The Company intends to wind down the ACO REACH and Medicare Advantage portions of its management services organization.
CareMax also announced that it has reached an agreement in principle on a “stalking horse” agreement with a third-party buyer for the Company’s operating clinic business (the “Core Centers’ Assets”). The closing of this sale is also anticipated to be consummated simultaneously with the consummation of CareMax’s Prearranged Plan. The Company intends to disclose the proposed terms of the stalking horse agreement and the potential purchaser in the coming days, when and if an agreement is finalized.
The stalking horse bid will be subject to an auction and, if an agreement with the stalking horse bidder is not finalized in the coming days, CareMax’s current secured lenders – who have been providing capital to the business for the past four months – will credit bid for the Core Centers Assets. The sale process is intended to ensure patient and doctor continuity and CareMax’s secured lenders are committed to supporting the business throughout this process.
To facilitate the foregoing, CareMax has initiated prearranged voluntary chapter 11 proceedings in the
- Continuing operations to ensure patients at its clinics continue to receive high-quality, value-based healthcare;
- Paying associated wages, including for its doctors and nurses, without interruption; and
- Paying the existing pre-petition claims of certain vendors that are critical to the health and safety of CareMax’s patients and critical to the operation of the Company's medical centers.
These motions, once approved, will help facilitate a smooth transition into the restructuring process and ensure the Company's medical centers and physicians can continue providing uninterrupted service to patients.
Simultaneously, CareMax entered into a restructuring support agreement (the "RSA") with lenders holding 100 percent of the Company’s secured debt obligations. The RSA provides for, among other things, the lenders’ support for the Sale Transactions and the Prearranged Plan and the lenders’ agreement to provide CareMax with a
The Prearranged Plan, the Sale Transactions, the RSA, and the DIP Financing are subject to Court approval, as well as customary regulatory approval and closing conditions. CareMax anticipates that the Sale Transactions and Prearranged Plan will be consummated in early 2025.
CareMax will continue to operate and maintain its commitment to providing high-quality patient care and services. The DIP Financing is expected to provide sufficient liquidity to support the Company's ongoing operations throughout the restructuring process.
Carlos de Solo, Chief Executive Officer of CareMax, commented, “After a careful review of the Company’s strategic alternatives, we have determined that the transactions announced today are our best opportunity to protect the long-term value of the CareMax assets and ensure our patients, providers, and health plans can continue to rely on the comprehensive, coordinated care we provide. We are deeply appreciative of the outstanding team members across CareMax, whose hard work and commitment to our partners is resolute.”
Additional information regarding the Company’s court-supervised process, court filings, and information about the claims process can be found at https://cases.stretto.com/CareMax, a website administered by CareMax’s claims agent, Stretto, Inc. Information is also available by calling (855.314.3709) (Toll-Free) and (657.660.3550) (International).
Additional information regarding the Prearranged Plan, Sale Transactions, the RSA, and the DIP Financing, and the impact of the foregoing on the Company’s securityholders, can be found in a Current Report on Form 8-K to be filed with the
Advisors
Sidley Austin LLP is serving as legal counsel to CareMax. Alvarez & Marsal North America, LLC is serving as financial advisor to CareMax. Piper Sandler & Co. is serving as investment banker to CareMax. Ropes & Gray LLP is serving as legal counsel and Guggenheim Securities, LLC is serving as financial advisor and investment banker to the current secured lenders.
About CareMax
Founded in 2011, CareMax is a value-based care delivery system that utilizes a proprietary technology-enabled platform and multi-specialty, whole person health model to deliver comprehensive, preventative and coordinated care for its members. CareMax operates 46 clinical centers and employs approximately 1,100 employees who serve approximately 260,000 patients across all business lines. Through CareMax’s fully-integrated, Five-Star Quality rated health and wellness centers, CareMax is redefining healthcare across the country by reducing costs, improving overall outcomes and promoting health equity for seniors.
Learn more at www.caremax.com.
About Revere Medical / Rural Healthcare Group
Rural Healthcare Group is now Revere Medical. Revere Medical is headquartered in
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements include statements regarding the process and potential outcomes and timing of the Company’s chapter 11 proceedings, the Company’s expectations regarding the Prearranged Plan, the Sale Transactions and the DIP Financing and the Court’s approval thereof, the Company’s expectations regarding reaching an agreement to sell the Core Centers’ Assets, the Company’s ability to continue to operate as usual during the chapter 11 proceedings and the Company's ability to pay for continuing obligations. Words such as "anticipate," "believe," "budget," "contemplate," "continue," "could," "envision," "estimate," "expect," "guidance," "indicate," "intend," "may," "might," "plan," "possibly," "potential," "predict," "probably," "pro forma," "project," "seek," "should," "target," or "will," or the negative or other variations thereof, and similar words or phrases or comparable terminology, are intended to identify forward-looking statements. These forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this press release. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements.
Important risks and uncertainties that could cause the Company's actual results and financial condition to differ materially from those indicated in forward-looking statements include, among others, the Company's future capital requirements and sources and uses of cash, including funds to satisfy its liquidity needs; the Company's ability to fund its planned operations and its ability to continue as a going concern; the adverse impact of the chapter 11 proceedings on the Company's business, financial condition, and results of operations; the Company's ability to maintain relationships with patients, employees, doctors, health plans and other key payers and other third parties as a result of the chapter 11 proceedings; the effects of the chapter 11 proceedings on the Company and the interests of various constituents, including holders of the Company's common stock; the Company's ability to obtain court approvals with respect to motions filed or other requests made to the Court throughout the course of the chapter 11 proceedings; risk associated with third-party motions in the chapter 11 cases; and the other risks and uncertainties described from time to time in the Company's filings with the United States Securities and Exchange Commission (the “SEC”). For a detailed discussion of the risk factors that could affect the Company's actual results, please refer to the risk factors identified in the Company's reports filed with the SEC. All information provided in this press release is as of the date hereof, and the Company undertakes no duty to update or revise this information unless required by law, and forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release.
View source version on businesswire.com: https://www.businesswire.com/news/home/20241117000726/en/
Investor Relations / Media
Jude
CareMax-CS@collectedstrategies.com
Source: CareMax, Inc.
FAQ
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