SCP & CO Healthcare Acquisition Company Amends Charter to Unwind Before Year-End and Announces December 9, 2022 as Amended Termination Date and Announces Key Dates in Connection with the Liquidation

Rhea-AI Summary

Tampa, FL, Dec. 09, 2022 – SCP & CO Healthcare Acquisition Company announced the approval of a Charter Amendment allowing the redemption of all public shares before December 30, 2022. Following this, the Board set December 9, 2022, as the termination date. The Company has requested a suspension of trading for its Class A common stock, warrants, and units effective December 12, 2022, with plans for delisting. Approximately 22.7 million shares will be redeemed at $10.11 per share, totaling $229.5 million, as the Company prepares for dissolution.

Positive

• Approved Charter Amendment allows for the redemption of all public shares, simplifying the process for shareholders.
• Substantial cash distribution of approximately $229.5 million to shareholders, enhancing liquidity.

Negative

• Complete liquidation and dissolution of the Company, which could result in loss of investment for shareholders.
• Public shares will be fully redeemed, leaving only a small number outstanding, indicating no ongoing business operations.

Tampa, FL, Dec. 09, 2022 (GLOBE NEWSWIRE) --  On December 8, 2022, the stockholders of SCP & CO Healthcare Acquisition Company (the “Company”) approved an amendment to the Company’s amended and restated certificate of incorporation (the “Charter Amendment”) to allow the Company to unwind and redeem all of its outstanding public shares prior to December 30, 2022.  The Company filed the Charter Amendment with the Secretary of State of the State of Delaware on December 8, 2022.

Following the implementation of the Charter Amendment, the Board of Directors of the Company set December 9, 2022 as the amended termination date.

The Company has also requested the Nasdaq Stock Market LLC to suspend trading of (i) its Class A common stock, par value $0.0001 per share, of the Company (“Class A Common Stock”), (ii) redeemable warrants to purchase shares of Class A Common Stock (the “Redeemable Warrants”) and (iii) units, each consisting of one share of Class A Common Stock and one-half of one Redeemable Warrant (the "Units" and together with the Class A Common Stock and the Redeemable Warrants, the “Securities”) effective before the opening of trading on December 12, 2022 and file with the Securities and Exchange Commission the forms necessary to delist the Company’s Securities.

Pursuant to the amended Charter, the public shares of Class A Common Stock will be redeemed at a per-share price, payable in cash, equal to the quotient obtained by dividing (A) the aggregate amount then on deposit in the trust account, including interest (net of taxes payable, and less up to $100,000 of such net interest to pay dissolution expenses) (the “Redemption Amount”), by (B) the total number of then outstanding public shares of Class A Common Stock. The redemption will completely extinguish rights of holders of public shares of Class A Common Stock. There will be no redemption rights or liquidating distributions with respect to the Redeemable Warrants, which will expire worthless upon the liquidation of the Company.  

If stockholders hold Units, such stockholders do not need to separate the Units into their component parts in order to have their public shares of Class A Common Stock redeemed.

In connection with the approval and implementation of the Charter Amendment, the holders of 22,697,589 public shares of Class A Common Stock, exercised their right to redeem their shares for cash at a redemption price of approximately $10.11 per share, for an aggregate redemption amount of approximately $229,480,867. The Company has instructed its trustee to promptly distribute payment of the redemption price to such holders. Following such redemptions, 302,411 public shares of Class A Common Stock remain outstanding. The Company expects to redeem all remaining public shares of the Company on December 12, 2022, following which the Company will be dissolved, liquidated and wound up. The Company estimates that the total Redemption Amount will be approximately $3,057,485, and the per-share Redemption Amount will be approximately $10.11.

About SCP & CO Healthcare Acquisition Company

The Company is a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue an acquisition in any business industry or sector, it intends to concentrate its efforts on identifying businesses in the healthcare technology industry or healthcare-related industries in the United States and other developed countries.

Forward-Looking Statements

The foregoing communication includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to the proposed early unwind of the Company.  These forward-looking statements involve many risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements.  These forward-looking statements speak only as of the date of the foregoing communication, and the Company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.  Please refer to the publicly filed documents of the Company, including its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, for risks and uncertainties related to the Company’s business which may affect the statements made in this communication.

Investor Contact

SCP & CO
(813) 318-9600
www.scpandco.com

FAQ

What is the significance of the Charter Amendment for SHAC?

The Charter Amendment allows SHAC to redeem all public shares, indicating a move towards liquidation.

What is the redemption price per share for SHAC shareholders?

SHAC shareholders will receive approximately $10.11 per share in the redemption process.

When will SHAC cease trading on the Nasdaq?

Trading for SHAC's securities will be suspended effective before market opening on December 12, 2022.

What will happen to the Redeemable Warrants after SHAC's liquidation?

The Redeemable Warrants will expire worthless upon the Company’s liquidation.

How much total is expected to be distributed to SHAC shareholders?

The total redemption amount expected to be distributed is approximately $229.5 million.