According to the Complaint, Almost Family is a leading provider of cost efficient, high quality home healthcare services and related innovations to drive savings for payors and improve patient outcomes and experience. The Company was founded in 1976 and operates over 340 locations across 26 states.
This action stems from a proposed “merger of equals” transaction announced on November 16, 2017 (the “Proposed Transaction”), pursuant to which Almost Family, Inc. (“Almost Family” or the “Company”) will merge with LHC Group, Inc. (“Parent”) and its wholly owned subsidiary, Hammer Merger Sub, Inc. (“Merger Sub,” and together with Parent, “LHC”).
Upon completion of the Proposed Transaction, Parent and Almost Family, and their respective subsidiaries, will operate as a combined company under the name “LHC Group, Inc.,” and Parent’s current stockholders will own approximately 58.5% of the combined company and Almost Family’s current stockholders will own approximately 41.5% of the combined company.
On December 21, 2017, defendants filed a Form S-4 Registration Statement (the “Registration Statement”) with the United States Securities and Exchange Commission (“SEC”) in connection with the Proposed Transaction.
The Complaint alleges that the Registration Statement omits material information with respect to the Proposed Transaction, which renders the Registration Statement false and misleading. Accordingly, plaintiff alleges herein that defendants violated Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 (the “1934 Act”) in connection with the Registration Statement.
On December 19, 2018, the Court issued an Order consolidating cases and appointing Lead Plaintiff and Counsel. Lead Plaintiff filed a consolidated amended Complaint on February 1, 2019. Defendants filed a Motion to Dismiss the consolidated amended Complaint on April 12. On February 10, 2020, the Court issued an Order granting Defendants' Motion to Dismiss. Judgment was entered in favor of the Defendants and the claims were dismissed with prejudice. Lead Plaintiff filed a Notice appealing the Court's Dismissal Order on March 12. The appeal was voluntarily dismissed on April 24.