Performant Healthcare acquired by Continental Buyer, shares delisted from Nasdaq

Performant Healthcare Inc. (NASDAQ:PHLT), which has seen its stock surge over 220% in the past six months according to InvestingPro data, announced Tuesday that it has completed its acquisition by Continental Buyer, Inc., as detailed in a statement filed with the Securities and Exchange Commission. The transaction was finalized through a merger in which Performant Healthcare, with a market capitalization of approximately $623 million, became a wholly-owned subsidiary of Continental Buyer.

Under the terms of the merger agreement, each outstanding share of Performant Healthcare common stock, except certain excluded shares, was converted into the right to receive $7.75 in cash, without interest. The company’s strong financial position, evidenced by a healthy current ratio of 2.64 and moderate debt levels as reported by InvestingPro, likely contributed to the successful completion of this transaction. All outstanding stock options and restricted stock units were also canceled and converted into the right to receive cash payments, subject to applicable taxes.

Following the completion of the merger, Performant Healthcare notified The Nasdaq Stock Market LLC of the transaction and requested the delisting of its shares. Trading of Performant Healthcare shares on Nasdaq was halted prior to the market opening Tuesday. The company also intends to file to deregister its shares and suspend its reporting obligations under the Securities Exchange Act.

As a result of the merger, a change in control occurred and Performant Healthcare is now a wholly-owned subsidiary of Continental Buyer. At the effective time of the merger, all members of Performant Healthcare’s board of directors resigned, and the directors and officers of the merger subsidiary assumed their roles at the surviving corporation.

Additionally, the company’s certificate of incorporation and by-laws were amended and restated in accordance with the merger agreement. All outstanding obligations under the company’s credit agreement with Wells Fargo Bank, National Association, were paid in full and all related liens and guarantees were released.

This information is based on a press release statement filed with the SEC.

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