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| CIK | 1756497 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Change Healthcare Inc
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 2, 2023 |
CHNG / Change Healthcare Inc / ABRAMS CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desig |
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| October 13, 2022 |
As filed with the Securities and Exchange Commission on October 13, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 7, 2022 |
CHNG / Change Healthcare Inc / Farallon Capital Partners, L.P. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| October 3, 2022 |
As filed with the Securities and Exchange Commission on October 3, 2022 As filed with the Securities and Exchange Commission on October 3, 2022 Registration No. |
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| October 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 3, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission |
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| October 3, 2022 |
Amended and Restated Certificate of Incorporation of Change Healthcare Inc. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHANGE HEALTHCARE INC. October 3, 2022 FIRST. The name of the corporation is CHANGE HEALTHCARE INC. (the ?Corporation?). SECOND. The address of the corporation?s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, DE 19801, New Castle County. The name of its registered agent at such |
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| October 3, 2022 |
Amended and Restated Bylaws of Change Healthcare Inc. Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF CHANGE HEALTHCARE INC. INC. (Effective as of October 3, 2022) ARTICLE I OFFICES, CORPORATE SEAL Section 1.01. Registered Office. The registered office of the corporation in Delaware shall be that set forth in the Certificate of Incorporation or in the most recent amendment of the Certificate of Incorporation or in a certificate filed with the Secretary of |
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| September 21, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 19, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commissi |
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| September 21, 2022 |
EXHIBIT 99.1 DISTRICT COURT DENIES REQUEST TO ENJOIN ACQUISITION OF CHANGE HEALTHCARE INC. BY UNITEDHEALTH GROUP INCORPORATED; CHANGE HEALTHCARE INC. ANNOUNCES SPECIAL CASH DIVIDEND September 20, 2022 05:15 PM Eastern Daylight Time NASHVILLE, Tenn. ? (BUSINESS WIRE) ? Yesterday, the U.S. District Court for the District of Columbia issued an opinion and final appealable order denying the request ma |
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| August 4, 2022 |
CERTAIN INFORMATION, IDENTIFIED BY, AND REPLACED WITH, A MARK OF ?[**]? HAS BEEN EXCLUDED FROM THIS DOCUMENT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. |
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| August 4, 2022 |
? ? ? ? ? ? PERSONAL AND CONFIDENTIALWithout Prejudice ? ? ? April 9, 2022 ? ? BY EMAIL [] Mr. |
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| August 4, 2022 |
Exhibit A U.S. Form - Executives RESTRICTED STOCK UNIT GRANT NOTICE UNDER THE CHANGE HEALTHCARE INC. 2019 OMNIBUS INCENTIVE PLAN Change Healthcare Inc., a Delaware corporation (the ?Company?), pursuant to its 2019 Omnibus Incentive Plan (the ?Plan?), hereby grants to the Participant set forth below the number of Restricted Stock Units set forth below. The Restricted Stock Units are subject to all |
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| August 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38961 Change Healthcare Inc. |
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| August 4, 2022 |
Change Healthcare Inc. 424 Church Street, Suite 1400 Nashville, Tennessee37219 ? April 24, 2022 ? Dear Stock Option Participant: ? The Compensation Committee of the Board of Directors (the ?Compensation Committee?) of Change Healthcare Inc. (the ?Company?) has decided to modify the vesting terms applicable to the performance-vesting Options (the ?Performance Options?) granted to you in 2017 and/or |
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| August 4, 2022 |
Modification Letter, dated as of June 24, 2022, with respect to 2019 Performance Stock Units ? Change Healthcare Inc. 424 Church Street, Suite 1400 Nashville, Tennessee 37219 ? June 24, 2022 ? ? Change Healthcare Performance Stock Unit Participant, ? The Compensation Committee of the Board of Directors (the ?Compensation Committee?) of Change Healthcare Inc. (the ?Company?) made a decision to modify the vesting terms of the Performance Stock Units (PSUs) you were granted in 2019 under the |
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| August 4, 2022 |
Change Healthcare Inc. 424 Church Street, Suite 1400 Nashville, Tennessee 37219 ? April 24, 2022 ? Dear Stock Option Participant: ? The Compensation Committee of the Board of Directors (the ?Compensation Committee?) of Change Healthcare Inc. (the ?Company?) has decided to modify the vesting terms applicable to the performance-vesting Options (the ?Performance Options?) granted to you in 2017 and/o |
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| August 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 3, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 3, 2022 |
Exhibit 99.1 Change Healthcare Inc. Reports First Quarter Fiscal 2023 Financial Results ? Revenue growth driven by continued momentum in core business and investment in expanded capabilities ? Total revenue of $884M, including solutions revenue of $831M; solutions revenue growth of 1.8% driven by increased volume and new sales Nashville, Tenn., Aug. 3, 2022 ? Change Healthcare Inc. (Nasdaq: CHNG) |
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| July 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38961 Change Heal |
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| July 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 19, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| July 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-38961 Change Healthcare Inc. (Exact name of registrant as specified in |
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| June 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 1, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| May 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38961 Change Healthcare Inc. (Exact |
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| May 26, 2022 |
Subsidiaries of the Registrant Exhibit 21.1 ? LIST OF SUBSIDIARIES The following entities are subsidiaries of Change Healthcare Inc. as of May 24, 2022. ? Name Jurisdiction of Organization or Incorporation Change Encircle, LLC Delaware Change Healthcare Advocates, LLC Delaware Change Healthcare Business Fulfillment, LLC Delaware Change Healthcare Canada Company Nova Scotia Change Healthcare Communications, LLC Delaware Change H |
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| May 25, 2022 |
Exhibit 99.1 Change Healthcare Inc. Reports Fourth Quarter and Full Year Fiscal 2022 Financial Results ? Strong revenue and cash flow growth driven by continued momentum in core business and investment in expanded capabilities ? Total revenue of $920M, including record solutions revenue of $859M; solutions revenue growth of 6.8% driven by increased volume, COVID-19 activities and new sales Nashvil |
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| May 25, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 25, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 4, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 22, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| April 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 15, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| April 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 10, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| April 5, 2022 |
Exhibit 10.1 UnitedHealth Group Incorporated UnitedHealth Group Center 9900 Bren Road East Minnetonka, MN 55343 Cambridge Merger Sub Inc. UnitedHealth Group Center 9900 Bren Road East Minnetonka, MN 55343 Change Healthcare Inc. 100 Airpark Center Drive East Nashville, TN 37217 Re: Merger Agreement Waivers This waiver letter (this ?Waiver?), dated as of April 4, 2022, is executed by Change Healthca |
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| April 5, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 4, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| April 5, 2022 |
Exhibit 99.1 CHANGE HEALTHCARE AND OPTUM EXTEND MERGER AGREEMENT Combination will benefit patients, payers and providers by lowering costs and improving experiences EDEN PRAIRIE, Minn. and NASHVILLE, Tenn. (April 5, 2022)?Optum, a diversified health services company, and Change Healthcare (NASDAQ: CHNG), a health care technology leader, have agreed to extend their merger agreement to December 31, |
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| March 30, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 29, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 ? Filed by the Registrant ? Filed by a party other than the Registrant Check the appropriate box: ? Preliminary Proxy Statement ? CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(e)(2)) ? Definitive Proxy State |
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| February 24, 2022 |
Exhibit 99.1 External Statement Media Contact: Katherine Wojtecki External Communications [email protected] 630-624-9142 Change Healthcare Issues the Following Statement: NASHVILLE, Tenn.?(BUSINESS WIRE)?Feb. 24, 2022-Change Healthcare (Nasdaq: CHNG) issued the following statement regarding the announcement that DOJ intends to pursue litigation to block the proposed merger be |
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| February 24, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 24, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commissio |
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| February 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 17, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commissio |
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| February 14, 2022 |
CHNG / Change Healthcare Inc / ABRAMS CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)1* Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 14, 2022 |
CHNG / Change Healthcare Inc / ABRAMS CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desig |
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| February 10, 2022 |
Page 1 of 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Change Healthcare Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| February 9, 2022 |
CHNG / Change Healthcare Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Change Healthcare Inc. Title of Class of Securities: Common Stock CUSIP Number: 15912K100 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed |
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| February 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38961 Change Healthcare |
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| February 2, 2022 |
Exhibit 99.1 Change Healthcare Inc. Reports Third Quarter Fiscal 2022 Financial Results Nashville, Tenn., Feb. 2, 2022 ? Change Healthcare Inc. (Nasdaq: CHNG) (the ?Company? or ?Change Healthcare?), a leading healthcare technology company, today reported financial results for the third quarter of fiscal year 2022 ended December 31, 2021. ?The third quarter results demonstrate the underlying streng |
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| February 2, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 2, 2022 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission |
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| January 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 28, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commissio |
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| December 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 9, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38961 Change Healthcare |
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| November 3, 2021 |
Exhibit 99.1 Change Healthcare Inc. Reports Second Quarter Fiscal 2022 Financial Results Nashville, Tenn., Nov. 3, 2021 ? Change Healthcare Inc. (Nasdaq: CHNG) (the ?Company? or ?Change Healthcare?), a leading healthcare technology company, today reported financial results for the second quarter of fiscal year 2022 ended September 30, 2021. ?Our results this quarter continue to demonstrate solid e |
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| November 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 3, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission |
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| August 13, 2021 |
CHNG / Change Healthcare Inc / ABRAMS CAPITAL MANAGEMENT, L.P. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) August 4, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| August 13, 2021 |
Exhibit 99.1 JOINT FILING AGREEMENT This Joint Filing Agreement is by and among Abrams Capital Partners II, L.P., Abrams Capital, LLC, Abrams Capital Management, LLC, Abrams Capital Management, L.P. and David Abrams (collectively, the ?Filers?). Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13G and/or 13D with respect t |
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| August 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 7, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38961 Change Healthcare Inc. |
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| August 4, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 4, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 4, 2021 |
Exhibit 99.1 Change Healthcare Inc. Reports First Quarter Fiscal 2022 Financial Results Nashville, Tenn., Aug. 4, 2021 ? Change Healthcare Inc. (Nasdaq: CHNG) (the ?Company? or ?Change Healthcare?), a leading healthcare technology company, today reported financial results for the first quarter of fiscal year 2022 ended June 30, 2021. ?The solid performance in the first quarter, combined with the m |
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| July 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38961 Change Heal |
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| May 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38961 Change Heal |
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| May 27, 2021 |
Exhibit 99.1 Financial Information of Consolidated Subsidiary Change Healthcare LLC Index to Consolidated Financial Statements Page Explanatory Note 2 Report of Independent Registered Public Accounting Firm 3 Consolidated Statements of Operations for the years ended March 31, 2020, 2019 and 2018 4 Consolidated Statements of Comprehensive Income (Loss) for the years ended March 31, 2020, 2019 and 2 |
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| May 27, 2021 |
Supplemental Information of Change Healthcare LLC for fiscal years ended March 31, 2020 and 2019 Exhibit 99.2 Financial Information of Consolidated Subsidiary Change Healthcare LLC EXPLANATORY NOTE During the first quarter of fiscal year 2021, the Company decided to allocate all administrative and certain other corporate expenses to the respective reportable segments. This allocation methodology differs from the methodology utilized by the Joint Venture in prior fiscal years. The financial re |
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| May 27, 2021 |
Subsidiaries of the Registrant Exhibit 21.1 LIST OF SUBSIDIARIES The following entities are subsidiaries of Change Healthcare Inc. as of May 24, 2021. Name Jurisdiction of Organization or Incorporation Change Encircle, LLC Delaware Change Healthcare Advocates, LLC Delaware Change Healthcare Business Fulfillment, LLC Delaware Change Healthcare Canada Company Nova Scotia Change Healthcare Communications, LLC Delaware Change Healt |
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| May 26, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 26, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| May 26, 2021 |
Exhibit 99.1 Change Healthcare Inc. Reports Fourth Quarter and Full Year Fiscal 2021 Financial Results Nashville, Tenn., May 26, 2021 ? Change Healthcare Inc. (Nasdaq: CHNG) (the ?Company? or ?Change Healthcare?), a leading healthcare technology company, today reported financial results for the fourth quarter and fiscal year ended March 31, 2021. ?The fourth quarter performance demonstrates the ex |
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| April 14, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 13, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| April 14, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 13, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| April 14, 2021 |
Exhibit 99.1 Change Healthcare Announces Stockholder Approval for the Combination with OptumInsight, part of UnitedHealth Group Nashville, Tenn., April 14, 2021 ? Change Healthcare Inc. (Nasdaq: CHNG) (the ?Company? or ?Change Healthcare?), a leading healthcare technology company, today announced that during a special meeting held yesterday, Change Healthcare stockholders voted to approve the prev |
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| April 7, 2021 |
Annex I (Amortization Schedule) to the TRA Letter Agreement. Exhibit 99.1 Annex I Amortization Schedule [Attached] Illustrative Calculation Tax Year 3/31/2020 3/31/2021 3/31/2022 3/31/2023 3/31/2024 3/31/2025 3/31/2026 3/31/2027 3/31/2028 3/31/2029 3/31/2030 Date ITR Paid 7/15/2020 7/15/2021 7/15/2022 7/15/2023 7/15/2024 7/15/2025 7/15/2026 7/15/2027 7/15/2028 7/15/2029 7/15/2030 Years from Transaction 10.9178 11.9178 12.9178 13.9178 14.9205 15.9205 16.9205 |
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| April 7, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 7, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| April 7, 2021 |
Annex II (Net Operating Loss Schedule) to the TRA Letter Agreement. Exhibit 99.2 Annex II Net Operating Loss Schedule [Attached] Change Healthcare, Inc. New Echo TRA, dated February 28, 2017 Tax Asset Disclosure Attributes Generation Date (Period Ended) Original Scheduled Expiration Date As of 2/28 NOLs of Change, excluding acquisitions (196,563,390 ) 12/31/2011 12/31/2031 (41,583,796 ) 12/31/2012 12/31/2032 (76,855,482 ) 12/31/2013 12/31/2033 (4,973,561 ) 2/28/20 |
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| April 7, 2021 |
Exhibit 99.1 Annex I Amortization Schedule [Attached] Illustrative Calculation Tax Year 3/31/2020 3/31/2021 3/31/2022 3/31/2023 3/31/2024 3/31/2025 3/31/2026 3/31/2027 3/31/2028 3/31/2029 3/31/2030 Date ITR Paid 7/15/2020 7/15/2021 7/15/2022 7/15/2023 7/15/2024 7/15/2025 7/15/2026 7/15/2027 7/15/2028 7/15/2029 7/15/2030 Years from Transaction 10.9178 11.9178 12.9178 13.9178 14.9205 15.9205 16.9205 |
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| April 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 ? Filed by the Registrant ? Filed by a party other than the Registrant Check the appropriate box: ? Preliminary Proxy Statement ? CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(e)(2)) ? Definitive Proxy State |
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| April 7, 2021 |
Annex II Net Operating Loss Schedule EX-99.2 3 d141164dex992.htm EX-99.2 Exhibit 99.2 Annex II Net Operating Loss Schedule [Attached] Change Healthcare, Inc. New Echo TRA, dated February 28, 2017 Tax Asset Disclosure Attributes Generation Date (Period Ended) Original Scheduled Expiration Date As of 2/28 NOLs of Change, excluding acquisitions (196,563,390 ) 12/31/2011 12/31/2031 (41,583,796 ) 12/31/2012 12/31/2032 (76,855,482 ) 12/31/ |
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| March 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 24, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| March 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 24, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| March 5, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(e)(2)) ? Defi |
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| February 16, 2021 |
SC 13G 1 changesc13g021621.htm SC 13G - CHANGE HEALTHCARE AND CCP Page 1 of 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Change Healthcare Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Stat |
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| February 16, 2021 |
SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desig |
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| February 16, 2021 |
EXHIBIT 99.1 Joint Filing Agreement The undersigned acknowledge and agree that the Schedule 13G with respect to beneficial ownership by the undersigned of shares of Common Stock, $0.001 par value per share, of Change Healthcare Inc. filed on or about the date hereof is being filed on behalf of each of the undersigned in accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| February 16, 2021 |
EX-99.A Exhibit A JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing of BCP Summit Holdings L.P., BFIP Summit Holdings L.P., BCP Summit Holdings GP L.L.C., BFIP Summit Holdings GP L.L.C. Blackstone Capital Partners VI L.P., Blackston |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d- 1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934* (Amendment No. 1) Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (C |
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| February 16, 2021 |
SC 13G/A 1 changehealth13gam2dec312020.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Change healthcare inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this St |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 12, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commissio |
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| February 16, 2021 |
8-K 1 d108375d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 12, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdictio |
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| February 16, 2021 |
EX-1 2 chng13ga2020ex1.htm JOINT FILING AGREEMENT EXHIBIT 1 JOINT FILING AGREEMENT This Joint Filing Agreement dated Februaru 16, 2021 is by and between Camber Capital Management LP, a Delaware limited partnership, and Stephen DuBois, an individual (the foregoing are collectively referred to herein as the "Filers"). Each of the Filers may be required to file with the United States Securities and E |
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| February 12, 2021 |
CUSIP: 15912K100 SCHEDULE 13G EXHIBIT 99.1 EXHIBIT A JOINT FILING STATEMENT We, the undersigned, hereby express our agreement that the attached statement on Schedule 13G relating to the Common Stock of Change Healthcare Inc. is filed on behalf of each of us. Dated: February 11, 2021 MCKESSON CORPORATION By: /s/ Michele Lau Michele Lau Senior Vice President, Corporate Secretary and Associate Genera |
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| February 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 12, 2021 |
SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desig |
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| February 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Change Healthcare Inc (Name of Issuer) Common Stock (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S |
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| February 11, 2021 |
PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 11, 2021 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 ☒ Filed by the Registrant ☐ Filed by a party other than the Registrant Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(e)(2)) ☐ Definitive Pro |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Change Healthcare Inc. Title of Class of Securities: Common Stock CUSIP Number: 15912K100 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☐ |
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| February 4, 2021 |
EX-10.3 Exhibit 10.3 PERFORMANCE STOCK UNIT GRANT NOTICE UNDER THE CHANGE HEALTHCARE INC. 2019 OMNIBUS INCENTIVE PLAN Change Healthcare Inc., a Delaware corporation (the “Company”), pursuant to its 2019 Omnibus Incentive Plan (the “Plan”), hereby grants to the Participant set forth below the number of Performance Stock Units, which are Restricted Stock Units that are subject to the performance ves |
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| February 4, 2021 |
EX-99.1 Exhibit 99.1 Financial Information of Consolidated Subsidiary Change Healthcare LLC EXPLANATORY NOTE During the first quarter of fiscal year 2021, the Company decided to allocate all administrative and certain other corporate expenses to the respective reportable segments. This allocation methodology differs from the methodology utilized by the Joint Venture in prior fiscal years. The fina |
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| February 4, 2021 |
Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 3, 2021 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 3, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (C |
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| February 3, 2021 |
Press Release of Change Healthcare Inc. dated February 3, 2021. EX-99.1 Exhibit 99.1 Change Healthcare Inc. Reports Third Quarter Fiscal 2021 Financial Results Nashville, Tenn., Feb. 3, 2021 – Change Healthcare Inc. (Nasdaq: CHNG) (the “Company” or “Change Healthcare”), a leading independent healthcare technology company, today reported financial results for the third quarter ended December 31, 2020 of fiscal year 2021. “Our third quarter results demonstrate t |
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| February 3, 2021 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 3, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (C |
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| February 3, 2021 |
EX-99.1 Exhibit 99.1 Change Healthcare Inc. Reports Third Quarter Fiscal 2021 Financial Results Nashville, Tenn., Feb. 3, 2021 – Change Healthcare Inc. (Nasdaq: CHNG) (the “Company” or “Change Healthcare”), a leading independent healthcare technology company, today reported financial results for the third quarter ended December 31, 2020 of fiscal year 2021. “Our third quarter results demonstrate t |
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| January 22, 2021 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(e)(2)) ☐ Definitive Pro |
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| January 15, 2021 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(e)(2)) ☐ Definitive Pro |
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| January 15, 2021 |
EX-99.2 Exhibit 2 SUPPORT AGREEMENT This Support Agreement (this “Agreement”) is made and entered into as of January 5, 2021, by and among UnitedHealth Group Incorporated, a Delaware corporation (“Parent”), and each of the Persons listed on Annex I hereto (each, a “Shareholder” and collectively, the “Shareholders”). RECITALS A. On January 5, 2021, Change Healthcare Inc., a Delaware corporation (th |
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| January 15, 2021 |
SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) Dannette L. Smith Secretary to the Board of Directors UnitedHealth Group Incorporated 9900 Bren Road East Minnetonka, Minnesota ( |
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| January 11, 2021 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(e)(2)) ☐ Definitive Pro |
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| January 7, 2021 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 ☒ Filed by the Registrant ☐ Filed by a party other than the Registrant Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(e)(2)) ☐ Definitive Pro |
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| January 6, 2021 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 5, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Co |
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| January 6, 2021 |
EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among CHANGE HEALTHCARE INC., UNITEDHEALTH GROUP INCORPORATED and CAMBRIDGE MERGER SUB INC. Dated as of January 5, 2021 TABLE OF CONTENTS Page ARTICLE I Definitions 1.1. Certain Definitions 1 1.2. Terms Defined Elsewhere 2 ARTICLE II Closing; Certificate of Merger and Effective Time; The Merger 2.1. Closing 3 2.2. Certificate |
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| January 6, 2021 |
DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| January 6, 2021 |
EX-10.1 Exhibit 10.1 January 5, 2021 Blackstone Capital Partners VI LP. Blackstone Family Investment Partnership VI - ESC L.P. Blackstone Family Investment Partnership VI L.P. Blackstone Eagle Principal Transaction Partners L.P. Blackstone Capital Partners VI ITR LP Blackstone Eagle Principal Transaction Partners ITR L.P Beagle Parent LLC 345 Park Avenue, New York, NY 10154 Attention: Neil Simpkin |
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| January 6, 2021 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 ☒ Filed by the Registrant ☐ Filed by a party other than the Registrant Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(e)(2)) ☐ Definitive Pro |
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| January 6, 2021 |
Financial Statements and Exhibits, Other Events - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 6, 2021 (January 5, 2021) Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of |
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| January 6, 2021 |
EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among CHANGE HEALTHCARE INC., UNITEDHEALTH GROUP INCORPORATED and CAMBRIDGE MERGER SUB INC. Dated as of January 5, 2021 TABLE OF CONTENTS Page ARTICLE I Definitions 1.1. Certain Definitions 1 1.2. Terms Defined Elsewhere 2 ARTICLE II Closing; Certificate of Merger and Effective Time; The Merger 2.1. Closing 3 2.2. Certificate |
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| January 6, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 5, 2021 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Co |
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| January 6, 2021 |
EX-10.1 Exhibit 10.1 January 5, 2021 Blackstone Capital Partners VI LP. Blackstone Family Investment Partnership VI - ESC L.P. Blackstone Family Investment Partnership VI L.P. Blackstone Eagle Principal Transaction Partners L.P. Blackstone Capital Partners VI ITR LP Blackstone Eagle Principal Transaction Partners ITR L.P Beagle Parent LLC 345 Park Avenue, New York, NY 10154 Attention: Neil Simpkin |
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| January 6, 2021 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 6, 2021 (January 5, 2021) Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of |
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| January 6, 2021 |
Joint Press Release dated January 6, 2021 EX-99.1 2 d40030dex991.htm EX-99.1 Exhibit 99.1 OptumInsight and Change Healthcare Combine to Advance a More Modern, Information and Technology-Enabled Health Care Platform Accelerates work to improve outcomes and experiences and lower the cost of health care EDEN PRAIRIE, Minn. and NASHVILLE, Tenn. (January 6, 2021) – Optum, a diversified health services company and part of UnitedHealth Group (NY |
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| January 6, 2021 |
EX-99.1 Exhibit 99.1 OptumInsight and Change Healthcare Combine to Advance a More Modern, Information and Technology-Enabled Health Care Platform Accelerates work to improve outcomes and experiences and lower the cost of health care EDEN PRAIRIE, Minn. and NASHVILLE, Tenn. (January 6, 2021) – Optum, a diversified health services company and part of UnitedHealth Group (NYSE: UNH), and Change Health |
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| December 28, 2020 |
EX-10.1 Exhibit 10.1 December 17, 2020 Mr. Roderick O’Reilly [address] Dear Rod: As discussed, effective December 31, 2020, your employment will be transferred from Change Healthcare Technologies, LLC to Change Healthcare Canada Company in Vancouver, British Columbia, including the transfer of all accrued seniority, which you agree constitutes as valuable and sufficient consideration for entering |
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| December 28, 2020 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 22, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) ( |
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| November 5, 2020 |
Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| November 5, 2020 |
Amended and Restated Change Healthcare LLC Supplemental 401(k) Plan EX-10.1 Exhibit 10.1 EXECUTION COPY CHANGE HEALTHCARE LLC SUPPLEMENTAL 401(k) PLAN Effective March 1, 2017 (Amended and Restated September 1, 2020) TABLE OF CONTENTS Item Page A. PURPOSE 1 B. ERISA PLAN 1 C. PARTICIPATION 1 D. AMOUNTS OF DEFERRAL 3 E. COMPANY CONTRIBUTIONS 3 F. PAYMENT OF DEFERRED COMPENSATION 4 G. BENEFICIARY DESIGNATION 7 H. SOURCE OF PAYMENT 7 I. MISCELLANEOUS 8 J. ADMINISTRATI |
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| November 5, 2020 |
EX-99.1 Exhibit 99.1 Financial Information of Consolidated Subsidiary Change Healthcare LLC EXPLANATORY NOTE During the first quarter of fiscal year 2021, the Company decided to allocate all administrative and certain other corporate expenses to the respective reportable segments. This allocation methodology differs from the methodology utilized by the Joint Venture in prior fiscal years. The fina |
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| November 4, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d55999d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 4, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction |
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| November 4, 2020 |
EX-99.1 2 d55999dex991.htm EX-99.1 Exhibit 99.1 Change Healthcare Inc. Reports Second Quarter Fiscal 2021 Financial Results Nashville, Tenn., Nov. 4, 2020 – Change Healthcare Inc. (Nasdaq: CHNG) (the “Company” or “Change Healthcare”), a leading independent healthcare technology company, today reported financial results for the second quarter of fiscal year 2021 ended Sept. 30, 2020. “Our second qu |
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| September 4, 2020 |
Submission of Matters to a Vote of Security Holders - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 2, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) ( |
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| August 14, 2020 |
CORRESP Change Healthcare Inc. 3055 Lebanon Pike, Suite 1000 Nashville, TN 37214 August 14, 2020 Ms. Brittany Ebbert and Ms. Christine Dietz U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Change Healthcare Inc. Form 10-K for the fiscal year ended March 31, 2020 Filed June 4, 2020 File No. 001-38961 Dear Ms. Ebbert and Ms. Dietz |
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| August 6, 2020 |
EX-10.2 Exhibit 10.2 Executive Form RESTRICTED STOCK UNIT GRANT NOTICE UNDER THE CHANGE HEALTHCARE INC. 2019 OMNIBUS INCENTIVE PLAN Cash-Settled Change Healthcare Inc., a Delaware corporation (the “Company”), pursuant to its 2019 Omnibus Incentive Plan (the “Plan”), hereby grants to the Participant set forth below the number of Restricted Stock Units set forth below. The Restricted Stock Units are |
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| August 6, 2020 |
Supplemental Information of Change Healthcare LLC for the fiscal years ended March 31, 2020 and 2019 EX-99.1 Exhibit 99.1 Financial Information of Consolidated Subsidiary Change Healthcare LLC EXPLANATORY NOTE During the first quarter of fiscal year 2021, the Company decided to allocate all administrative and certain other corporate expenses to the respective reportable segments. This allocation methodology differs from the methodology utilized by the Joint Venture in prior fiscal years. The fina |
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| August 6, 2020 |
EX-10.3 Exhibit 10.3 Executive Form RESTRICTED STOCK UNIT GRANT NOTICE UNDER THE CHANGE HEALTHCARE INC. 2019 OMNIBUS INCENTIVE PLAN Change Healthcare Inc., a Delaware corporation (the “Company”), pursuant to its 2019 Omnibus Incentive Plan (the “Plan”), hereby grants to the Participant set forth below the number of Restricted Stock Units set forth below. The Restricted Stock Units are subject to a |
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| August 6, 2020 |
Change Healthcare Inc. Annual Incentive Plan (AIP) Amended and Restated as of June 17, 2020 EX-10.1 Exhibit 10.1 Change Healthcare Inc. Annual Incentive Plan (AIP) Amended and Restated as of June 17, 2020 1. Purpose. The purpose of the Change Healthcare Inc. Annual Incentive Plan (the “Plan”) is to provide an incentive to eligible employees of Change Healthcare Inc. and its participating subsidiaries (collectively, the “Company”) who contribute to the success of the enterprise. The Plan |
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| August 6, 2020 |
Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 5, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 5, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Com |
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| August 5, 2020 |
EX-99.1 2 d732661dex991.htm EX-99.1 Exhibit 99.1 Change Healthcare Inc. Reports First Quarter Fiscal 2021 Financial Results Nashville, Tenn., August 5, 2020 (BUSINESS WIRE) – Change Healthcare Inc. (Nasdaq: CHNG), a leading independent healthcare technology company, today reported financial results for the first quarter of fiscal year 2021 ended June 30, 2020. “While the first quarter reflects the |
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| July 16, 2020 |
- CHANGE HEALTHCARE INC. - DEFA14A CHANGE HEALTHCARE INC. - DEFA 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(e)(2) |
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| July 16, 2020 |
COURTESY PDF OF PROXY STATEMENT Notice of 2020 Annual Meeting of Stockholders and Proxy Statement Wednesday, September 2, 2020 Time: 11 am EDT www. |
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| July 16, 2020 |
CHANGE HEALTHCARE INC. - DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(A) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(e)(2)) |
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| July 13, 2020 |
EXHIBIT 1 JOINT FILING AGREEMENT This Joint Filing Agreement dated July 13, 2020 is by and between Camber Capital Management LP, a Delaware limited partnership, and Stephen DuBois, an individual (the foregoing are collectively referred to herein as the "Filers"). |
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| July 13, 2020 |
CHNG / Change Healthcare Inc. / Camber Capital Management LLC - PRIMARY DOCUMENT Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Change Healthcare Inc (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) July 07, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t |
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| June 24, 2020 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 18, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Comm |
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| June 18, 2020 |
8-K 1 d946771d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 15, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of |
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| June 18, 2020 |
Change Healthcare Names Bansi Nagji to Board of Directors EX-99.1 Exhibit 99.1 Media contact Kerry Kelly Vice President External Communications Change Healthcare 339-236-2756 [email protected] Change Healthcare Names Bansi Nagji to Board of Directors Nashville, Tenn., June 18, 2020––Change Healthcare Inc. (Nasdaq: CHNG), a leading independent healthcare technology company, announced today that Bansi Nagji, president, Healthcare at GoodRx, |
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| June 4, 2020 |
Subsidiaries of the Registrant EX-21.1 Exhibit 21.1 LIST OF SUBSIDIARIES The following entities are subsidiaries of Change Healthcare Inc. as of June 1, 2020. Name Jurisdiction of Organization or Incorporation ACO Partner, LLC(1) Arizona Change Encircle, LLC Delaware Change Healthcare Advocates, LLC Delaware Change Healthcare Australia Pty Limited Australia Change Healthcare Business Fulfillment, LLC Delaware Change Healthcare |
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| June 4, 2020 |
Offer Letter, dated as of February 17, 2020, between Roderick O’Reilly and Change Healthcare Inc. EX-10.52 Exhibit 10.52 3055 Lebanon Pike Nashville, TN 37214 615.932.3000 phone www.changehealthcare.com February 17, 2020 Mr. Roderick O’Reilly [address] Dear Rod: This letter will confirm the terms of your offer of employment with Change Healthcare Technologies, LLC, and/or its affiliates (the “Company”). It is anticipated that your transfer of employment with the Company will be effective as of |
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| June 4, 2020 |
EX-10.53 Exhibit 10.53 Final Version RESTRICTED STOCK UNIT GRANT NOTICE UNDER THE CHANGE HEALTHCARE INC. 2019 OMNIBUS INCENTIVE PLAN (Non-Employee Directors) Change Healthcare Inc., a Delaware corporation (the “Company”), pursuant to its 2019 Omnibus Incentive Plan (the “Plan”), hereby grants to the Participant set forth below the number of Restricted Stock Units set forth below. The Restricted St |
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| June 4, 2020 |
EX-10.56 Exhibit 10.56 Final Version Cash Settled RESTRICTED STOCK UNIT GRANT NOTICE UNDER THE CHANGE HEALTHCARE INC. 2019 OMNIBUS INCENTIVE PLAN (Cash Settled) Change Healthcare Inc., a Delaware corporation (the “Company”), pursuant to its 2019 Omnibus Incentive Plan (the “Plan”), hereby grants to the Participant set forth below the number of Restricted Stock Units set forth below. The Restricted |
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| June 4, 2020 |
EX-4.11 Exhibit 4.11 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of March 31, 2020, Change Healthcare Inc. had two classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1) its Common Stock, par value $0.001 per share (“Common Stock”) and (2) 6.00% Tangibl |
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| June 4, 2020 |
Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| June 4, 2020 |
EX-10.54 Exhibit: 10.54 Final Version DEFERRED STOCK UNIT GRANT NOTICE UNDER THE CHANGE HEALTHCARE INC. 2019 OMNIBUS INCENTIVE PLAN (Non-Employee Directors) Change Healthcare Inc., a Delaware corporation (the “Company”), pursuant to its 2019 Omnibus Incentive Plan (the “Plan”), hereby grants to the Participant set forth below the number of Deferred Stock Units set forth below. The Deferred Stock U |
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| June 4, 2020 |
EX-10.57 Exhibit 10.57 Final Version PERFORMANCE STOCK UNIT GRANT NOTICE UNDER THE CHANGE HEALTHCARE INC. 2019 OMNIBUS INCENTIVE PLAN Change Healthcare Inc., a Delaware corporation (the “Company”), pursuant to its 2019 Omnibus Incentive Plan (the “Plan”), hereby grants to the Participant set forth below the number of Performance Stock Units, which are Restricted Stock Units that are subject to the |
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| June 4, 2020 |
EX-99.1 Exhibit 99.1 Financial Information of Consolidated Subsidiary Change Healthcare LLC Index to Consolidated Financial Statements Page Explanatory Note 2 Report of Independent Registered Public Accounting Firm 3 Consolidated Statements of Operations for the years ended March 31, 2020, 2019 and 2018 4 Consolidated Statements of Comprehensive Income (Loss) for the years ended March 31, 2020, 20 |
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| June 4, 2020 |
EX-10.55 Exhibit 10.55 Final Version Stock-Settled RESTRICTED STOCK UNIT GRANT NOTICE UNDER THE CHANGE HEALTHCARE INC. 2019 OMNIBUS INCENTIVE PLAN Change Healthcare Inc., a Delaware corporation (the “Company”), pursuant to its 2019 Omnibus Incentive Plan (the “Plan”), hereby grants to the Participant set forth below the number of Restricted Stock Units set forth below. The Restricted Stock Units a |
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| June 3, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d937321d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 3, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of |
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| June 3, 2020 |
EX-99.1 Exhibit 99.1 Change Healthcare Inc. Reports Fourth Quarter and Full Year Fiscal 2020 Financial Results NASHVILLE, Tenn., Jun. 3, 2020— (BUSINESS WIRE) – Change Healthcare Inc. (Nasdaq: CHNG), a leading independent healthcare technology company, today reported financial results for Change Healthcare LLC (“Change Healthcare”) for the fourth quarter and fiscal year ended March 31, 2020. “Chan |
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| June 1, 2020 |
EX-1.01 Exhibit 1.01 to the Form SD Change Healthcare Conflict Minerals Report For the reporting period from January 1, 2019 to December 31, 2019 Except as otherwise indicated, all references in this report to “Change Healthcare,” “the Company,” “we,” “our” and “us” refer to Change Healthcare Incorporated and its consolidated subsidiaries. Change Healthcare Incorporated This Conflict Minerals Repo |
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| June 1, 2020 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 1, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commi |
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| June 1, 2020 |
SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Change Healthcare Inc. (Exact name of the registrant as specified in its charter) Delaware 001-38961 82-2152098 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 3055 Lebanon Pike, Suite 1000, Nashville, Tennesse |
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| May 13, 2020 |
Change Healthcare Names Nella Domenici to Board of Directors EX-99.1 Exhibit 99.1 Change Healthcare Names Nella Domenici to Board of Directors Nashville, Tennessee – May 13, 2020 – Change Healthcare Inc. (Nasdaq: CHNG), a leading independent healthcare technology company, announced today that Nella Domenici, currently a member of the Board of Alliance Bernstein LP, and former Chief Financial Officer of Bridgewater Associates, has been appointed to the Chang |
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| May 13, 2020 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 12, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 8, 2020 |
SC 13G/A 1 chnga150820.htm ROBECO INVESTMENT MANAGEMENT INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Change Healthcare Inc (Name of Issuer) (Title of Class of Securities) 15912K100 (CUSIP Number) April 30, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box t |
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| May 4, 2020 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 1, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 24, 2020 |
8-K 1 d913349d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of In |
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| April 24, 2020 |
EX-4.1 Exhibit 4.1 SECOND SUPPLEMENTAL INDENTURE Second Supplemental Indenture (this “Supplemental Indenture”), dated as of April 21, 2020, among Change Healthcare Holdings, LLC, a Delaware limited liability company (the “Issuer”), Change Healthcare Finance, Inc., a Delaware corporation (the “Co-Issuer” and, together with the Issuer, the “Issuers”), the guarantors party hereto (collectively, the “ |
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| April 16, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| April 16, 2020 |
EX-99.1 Exhibit 99.1 Change Has Reacted Proactively to COVID-19 COVID-19 Impact Actions To Date • Overall decline in healthcare utilization observed • Employees health first: moved 100% North American and throughout the US 85% offshore to WFM, balance to be migrated by end of April • Depressed elective procedure volumes impacting all major • Launched several cost / automation initiatives healthcar |
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| April 6, 2020 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 6, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Comm |
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| March 13, 2020 |
EX-99.1 3 d875958dex991.htm EX-99.1 Exhibit 99.1 Change Healthcare Inc. Announces the Completion of Split-Off of McKesson’s Ownership Interest Mar 10, 2020, 9:00 AM Nashville, Tenn., March 10, 2020––Change Healthcare Inc. (Nasdaq: CHNG), a leading independent healthcare technology company, today announced the successful completion of McKesson Corporation’s (“McKesson”) previously announced disposi |
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| March 13, 2020 |
EX-2.3 2 d875958dex23.htm EX-2.3 Exhibit 2.3 Execution Version TAX MATTERS AGREEMENT between McKesson Corporation, on behalf of itself and the members of the Parent Group, and PF2 SpinCo Inc., on behalf of itself and the members of the SpinCo Group, and Change Healthcare Inc., on behalf of itself and the members of the Acquiror Group. and Change Healthcare LLC, on behalf of itself and the members |
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| March 13, 2020 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 9, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Comm |
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| March 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d-1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934* Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) March 3, |
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| March 9, 2020 |
CHNG / Change Healthcare Inc. / Park West Asset Management LLC - AMENDMENT NO. 1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Change healthcare inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 15912K100 (CUSIP Number) March 2, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| March 9, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Change healthcare inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 15912K100 (CUSIP Number) February 28, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| March 9, 2020 |
Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of them of a statement on Schedule 13G (including amendments thereto) with respect to the shares of Common Stock, $0. |
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| February 28, 2020 |
424B3 1 d826474d424b3.htm PROSPECTUS FILED PURSUANT TO RULE 424(B)(3) Table of Contents Index to Financial Statements Filed Pursuant to Rule 424(b)(3) Registration No. 333-236234 PROSPECTUS—OFFER TO EXCHANGE MCKESSON CORPORATION Offer to Exchange All Shares of Common Stock of PF2 SPINCO, INC. which are owned by McKesson Corporation and will be converted into Shares of Common Stock of CHANGE HEALTH |
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| February 25, 2020 |
CHNGU / Change Healthcare Inc. Tangible Equity Units CORRESP - - Acceleration Request of Simpson Thacher VIA EDGAR February 25, 2020 Re: Acceleration Request for Change Healthcare Inc. |
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| February 25, 2020 |
CHNGU / Change Healthcare Inc. Tangible Equity Units S-4/A - - AMENDMENT NO. 3 TO FORM S-4 Amendment No. 3 to Form S-4 As filed with the Securities and Exchange Commission on February 25, 2020. Registration No. 333-236234 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Change Healthcare Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 7374 82-2152098 (State or |
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| February 25, 2020 |
CHNGU / Change Healthcare Inc. Tangible Equity Units CORRESP - - Company Acceleration Request February 25, 2020 VIA EDGAR Re: Change Healthcare Inc. |
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| February 24, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 24, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) ( |
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| February 24, 2020 |
Filed by Change Healthcare Inc. Filed by Change Healthcare Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: PF2 SpinCo, Inc. Registration Statement on Form S-4 and S-1 filed by PF2 SpinCo, Inc. (File No. 333-236236) Inspiring a Better Healthcare System Roadshow Presentation ? ? 20 2020 20 C Cha hange nge H He ea allt thc hca are re LLC LLC a and nd/ /or or on one e of of iit ts s su sub bsi |
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| February 24, 2020 |
EX-99.1 Exhibit 99.1 Inspiring a Better Healthcare System Roadshow Presentation © © 20 2020 20 C Cha hange nge H He ea allt thc hca are re LLC LLC a and nd/ /or or on one e of of iit ts s su sub bsi sidi dia ar riie es. s. A Allll R Riight ghts s R Re ese serv rve ed. d. Exhibit 99.1 Inspiring a Better Healthcare System Roadshow Presentation © © 20 2020 20 C Cha hange nge H He ea allt thc hca are |
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| February 18, 2020 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 17, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) (Commi |
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| February 14, 2020 |
CHNG / Change Healthcare Inc. / Blackstone Holdings III L.P. - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 14, 2020 |
CHNG / Change Healthcare Inc. / Hellman & Friedman LLC - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designat |
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| February 14, 2020 |
CUSIP: 15912K100 SCHEDULE 13G EXHIBIT 99.1 EXHIBIT A JOINT FILING STATEMENT We, the undersigned, hereby express our agreement that the attached statement on Schedule 13G relating to the Common Stock of Change Healthcare Inc. is filed on behalf of each of us. Dated: February 14, 2020 MCKESSON CORPORATION By: /s/ Britt J. Vitalone Britt J. Vitalone Executive Vice President and Chief Financial Office |
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| February 14, 2020 |
CHNG / Change Healthcare Inc. / MCKESSON CORP - FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Change Healthcare Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| February 14, 2020 |
Exhibit 1 Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock of Change Healthcare Inc. |
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| February 14, 2020 |
EX-A Exhibit A JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing of Blackstone Capital Partners VI L. |
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| February 14, 2020 |
CHNGU / Change Healthcare Inc. Tangible Equity Units S-4/A - - AMENDMENT NO. 2 TO FORM S-4 Amendment No. 2 to Form S-4 Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on February 14, 2020. Registration No. 333-236234 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Change Healthcare Inc. (Exact Name of Registrant as Specified in Its Charter) D |
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| February 14, 2020 |
CHNGU / Change Healthcare Inc. Tangible Equity Units CORRESP - - CORRESP 1 filename1.htm Simpson Thacher & Bartlett LLP 900 G STREET, NW WASHINGTON, D.C. 20001 TELEPHONE: +1-202-636-5500 FACSIMILE: +1-202-636-5502 Direct Dial Number (202) 636-5804 E-mail Address [email protected] February 14, 2020 VIA COURIER AND EDGAR Re: Change Healthcare Inc. Amendment No. 2 to Registration Statement on Form S-4 Filed February 14, 2020 File No. 333-236234 Matthew Crispino, |
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| February 13, 2020 |
EX-99.1 Exhibit 99.1 Financial Information of Significant Equity Method Investee Change Healthcare LLC Index to Condensed Consolidated Financial Statements Explanatory Note 2 Condensed Consolidated Statements of Operations 3 Condensed Consolidated Statements of Comprehensive Income (Loss) 4 Condensed Consolidated Balance Sheets 5 Condensed Consolidated Statements of Members’ Equity (Deficit) 6 Con |
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| February 13, 2020 |
CHNGU / Change Healthcare Inc. Tangible Equity Units 10-Q - Quarterly Report - FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 12, 2020 |
EX-99.1 Exhibit 99.1 Change Healthcare Inc. Reports Third Quarter Fiscal 2020 Financial Results Nashville, TN., February 12, 2020 (BUSINESS WIRE) – Change Healthcare Inc. (Nasdaq: CHNG), a leading independent healthcare technology company, today reported financial results for Change Healthcare LLC (“Change Healthcare”) for the third quarter of fiscal year 2020 ended December 31, 2019. “The team de |
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| February 12, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 12, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) ( |
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| February 10, 2020 |
EX-99.2 Exhibit 99.2 MCKESSON CORPORATION Offer to Exchange All Shares of Common Stock of PF2 SPINCO, INC. which are owned by McKesson Corporation and which, after the exchange, will be converted into Shares of Common Stock of CHANGE HEALTHCARE INC. for Shares of Common Stock of McKesson Corporation Pursuant to the Prospectus, dated February 10, 2020 THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL E |
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| February 10, 2020 |
EX-2.4 Exhibit 2.4 SEPARATION AND DISTRIBUTION AGREEMENT by and between McKesson Corporation and PF2 SpinCo, Inc. and Change Healthcare Inc. and Change Healthcare LLC and Change Healthcare Intermediate Holdings, LLC and Change Healthcare Holdings, LLC Dated as of February 10, 2020 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 3 Section 1.02. Other Definitional and Interpre |
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| February 10, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 d884261d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 10, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdictio |
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| February 10, 2020 |
CHNGU / Change Healthcare Inc. Tangible Equity Units 425 - Merger Prospectus - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 10, 2020 Change Healthcare Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-38961 82-2152098 (State or Other Jurisdiction of Incorporation) ( |
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| February 10, 2020 |
Form of Letter to McKesson 401(k) Plan Participants EX-99.6 Exhibit 99.6 IMMEDIATE ATTENTION REQUIRED February 10, 2020 Re: Exchange Offer for Shares of McKesson Corporation – RESPONSE DUE MARCH 3, 2020, 4:00 PM, NEW YORK CITY TIME Dear Plan Participant: You are receiving this letter because our records reflect that, as a participant in the McKesson Corporation 401(k) Retirement Savings Plan (the “Plan”), all or a portion of your individual account |
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| February 10, 2020 |
Form of Letter of Transmittal and Instructions for Letter of Transmittal EX-99.1 Exhibit 99.1 LETTER OF TRANSMITTAL to Tender Shares of Common Stock of MCKESSON CORPORATION for the Offer to Exchange All Shares of Common Stock of PF2 SPINCO, INC. which are owned by McKesson Corporation and which, after the exchange, will be converted into Shares of Common Stock of CHANGE HEALTHCARE INC. for Shares of Common Stock of McKesson Corporation Pursuant to the Prospectus dated |
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| February 10, 2020 |
Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees EX-99.3 Exhibit 99.3 MCKESSON CORPORATION Offer to Exchange All Shares of Common Stock of PF2 SPINCO, INC. which are owned by McKesson Corporation and which, after the exchange, will be converted into Shares of Common Stock of CHANGE HEALTHCARE INC. for Shares of Common Stock of McKesson Corporation Pursuant to the Prospectus dated February 10, 2020 THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EX |
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| February 10, 2020 |
Form of Notice of Guaranteed Delivery for McKesson Common Stock EX-99.4 Exhibit 99.4 NOTICE OF GUARANTEED DELIVERY For shares of Common Stock of MCKESSON CORPORATION for the Offer to Exchange All Shares of Common Stock of PF2 SPINCO, INC. which are owned by McKesson Corporation and which, after the exchange, will be converted into Shares of Common Stock of CHANGE HEALTHCARE INC. for Shares of Common Stock of McKesson Corporation Pursuant to the Prospectus date |
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| February 10, 2020 |
Form of Notice of Withdrawal of McKesson Common Stock EX-99.5 Exhibit 99.5 USE THIS FORM ONLY IF YOU WISH TO WITHDRAW SHARES OF MCKESSON COMMON STOCK PREVIOUSLY TENDERED. OTHERWISE, PLEASE DISREGARD. NOTICE OF WITHDRAWAL To Withdraw Shares of Common Stock of MCKESSON CORPORATION for the Offer to Exchange All Shares of Common Stock of PF2 SPINCO, INC. which are owned by McKesson Corporation and which, after the exchange, will be converted into Shares |
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| February 10, 2020 |
SC 13G 1 chng21020.htm ROBECO INVESTMENT MANAGEMENT INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Change Healthcare Inc (Name of Issuer) (Title of Class of Securities) 15912K100 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| February 10, 2020 |
CHNGU / Change Healthcare Inc. Tangible Equity Units S-4/A - - AMENDMENT NO. 1 TO FORM S-4 Amendment No. 1 to Form S-4 Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on February 10, 2020. Registration No. 333-236234 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Change Healthcare Inc. (Exact Name of Registrant as Specified in Its Charter) D |
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| February 10, 2020 |
EX-2.1 Exhibit 2.1 SEPARATION AND DISTRIBUTION AGREEMENT by and between McKesson Corporation and PF2 SpinCo, Inc. and Change Healthcare Inc. and Change Healthcare LLC and Change Healthcare Intermediate Holdings, LLC and Change Healthcare Holdings, LLC Dated as of February 10, 2020 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 3 Section 1.02. Other Definitional and Interpre |
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| February 10, 2020 |
EX-2.1 Exhibit 2.1 SEPARATION AND DISTRIBUTION AGREEMENT by and between McKesson Corporation and PF2 SpinCo, Inc. and Change Healthcare Inc. and Change Healthcare LLC and Change Healthcare Intermediate Holdings, LLC and Change Healthcare Holdings, LLC Dated as of February 10, 2020 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 3 Section 1.02. Other Definitional and Interpre |
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| February 4, 2020 |
EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF CHANGE HEALTHCARE INC. ARTICLE I Offices SECTION 1.01 Registered Office. The registered office and registered agent of Change Healthcare Inc. (the “Corporation”) in the State of Delaware shall be as set forth in the Restated Certificate of Incorporation (as defined below). The Corporation may also have offices in such other places in the United Sta |
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| February 4, 2020 |
CHNGU / Change Healthcare Inc. Tangible Equity Units CORRESP - - CORRESP February 4, 2020 VIA COURIER AND EDGAR Re: Change Healthcare Inc. Registration Statement on Form S-4 Filed February 4, 2020 CIK No. 0001756497 Matthew Crispino, Esq. Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Dear Mr. Crispino: On behalf of Change Healthcare Inc. (“Change Healthcare”), we hereby transmit (i) via EDGAR for fi |
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| February 4, 2020 |
Form of Indemnification Agreement for Change Healthcare Inc. directors and executive officers† EX-10.10 Exhibit 10.10 INDEMNIFICATION AGREEMENT This Indemnification Agreement is effective as of [ ], 2019 (this “Agreement”) and is between Change Healthcare Inc., a Delaware corporation (the “Company”), and the undersigned director/officer of the Company (the “Indemnitee”). Background The Company believes that, in order to attract and retain highly competent persons to serve as directors or in |
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| February 4, 2020 |
Change Healthcare Inc. 2019 Omnibus Incentive Plan† EX-10.11 Exhibit 10.11 CHANGE HEALTHCARE INC. 2019 OMNIBUS INCENTIVE PLAN 1. Purpose. The purpose of the Change Healthcare Inc. 2019 Omnibus Incentive Plan is to provide a means through which the Company and the other members of the Company Group may attract and retain key personnel, and to provide a means whereby directors, officers, employees, consultants, and advisors of the Company and the oth |
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| February 4, 2020 |
EX-10.2 Exhibit 10.2 EXECUTION VERSION TAX RECEIVABLE AGREEMENT among Change Healthcare LLC (f/k/a PF2 Newco LLC), PF2 IP LLC, PF2 PST Services, Inc., McKesson Corporation and HCIT Holdings, Inc., Dated as of March 1, 2017 TABLE OF CONTENTS Page ARTICLE 1 Definitions 2 Section 1.01. Definitions 2 ARTICLE 2 Determination of Certain Realized Tax Benefits 10 Section 2.01. Tax Basis 10 Section 2.02. T |
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| February 4, 2020 |
EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CHANGE HEALTHCARE INC. The present name of the corporation is Change Healthcare Inc. (the “Corporation”). The Corporation was incorporated under the name “HCIT Holdings, Inc.” by the filing of its original certificate of incorporation (as amended, the “Original Certificate of Incorporation”) with the Secretary of State of the |
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| February 4, 2020 |
EX-4.2 Exhibit 4.2 COMPLETION DATE SUPPLEMENTAL INDENTURE Completion Date Supplemental Indenture (this “Completion Date Supplemental Indenture”), dated as of March 1, 2017, among the Subsidiaries of Change Healthcare Holdings, LLC, a Delaware limited liability company (the “Issuer”), that are signatories hereto as Guarantors (collectively, the “Completion Date Guarantors”) and Wilmington Trust, Na |
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| February 4, 2020 |
EX-2.2 Exhibit 2.2 Execution Version AGREEMENT OF CONTRIBUTION AND SALE dated as of June 28, 2016 by and among PF2 NEWCO LLC PF2 NEWCO INTERMEDIATE HOLDINGS, LLC PF2 NEWCO HOLDINGS, LLC MCKESSON CORPORATION HCIT HOLDINGS, INC. CHANGE HEALTHCARE, INC. CHANGE AGGREGATOR L.P. and H&F ECHO HOLDINGS, L.P. TABLE OF CONTENTS PAGE ARTICLE 1 Definitions and Terms Section 1.01. Certain Definitions 6 Sectio |
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| February 4, 2020 |
Form of Separation and Distribution Agreement EX-2.4 Exhibit 2.4 SEPARATION AND DISTRIBUTION AGREEMENT by and between McKesson Corporation and PF2 SpinCo, Inc. and Change Healthcare Inc. and Change Healthcare LLC and Change Healthcare Intermediate Holdings, LLC and Change Healthcare Holdings, LLC Dated as of [ ] TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 3 Section 1.02. Other Definitional and Interpretative Provisi |
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| February 4, 2020 |
EX-10.9 Exhibit 10.9 Final Form STOCKHOLDERS AGREEMENT BY AND AMONG HCIT HOLDINGS, INC., CHANGE HEALTHCARE LLC, MCKESSON CORPORATION, AND THE SPONSORS, OTHER INVESTORS AND MANAGERS NAMED HEREIN DATED AS OF MARCH 1, 2017 TABLE OF CONTENTS ARTICLE I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Other Interpretive Provisions 10 ARTICLE II REPRESENTATIONS AND WARRANTIES; COVENANTS 11 Section 2.1 |
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| February 4, 2020 |
EX-10.19 Exhibit 10.19 EXECUTION VERSION TRANSITION SERVICES AGREEMENT This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of March 1, 2017, is made by and between McKesson Corporation, a Delaware corporation (“MCK”) and Change Healthcare LLC (f/k/a PF2 NewCo LLC), a Delaware limited liability company (“NewCo”). Capitalized terms used in this Agreement but not otherwise defined in this |
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| February 4, 2020 |
First Amendment to the McKesson Technologies Inc. Deferred Compensation Administration Program† EX-10.45 Exhibit 10.45 Final Version FIRST AMENDMENT TO THE McKESSON TECHNOLOGIES INC. DEFERRED COMPENSATION ADMINISTRATION PLAN Effective March 1, 2017 WHEREAS, Section I.1 of the McKesson Technologies Inc. Deferred Compensation Administration Plan (the “Plan”) provides that the Plan Administrator of Change Healthcare LLC may amend the Plan at any time; and WHEREAS, effective as of January 1, 201 |
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| February 4, 2020 |
Subsidiaries of the Registrant EX-21.1 Exhibit 21.1 LIST OF SUBSIDIARIES The following entities are subsidiaries of Change Healthcare Inc. as of the time of the Transactions. Name Jurisdiction of Organization or Incorporation ACO Partner, LLC(1) Arizona Change Encircle, LLC Delaware Change Healthcare Advocates, LLC Delaware Change Healthcare Australia Pty Limited Australia Change Healthcare Business Fulfillment, LLC Delaware Ch |
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| February 4, 2020 |
EX-10.50 Exhibit 10.50 3055 Lebanon Pike Nashville, TN 37214 615.932.3000 phone www.changehealthcare.com 03.19.2018 August Calhoun [address] Dear August: This letter will confirm the terms of your offer of employment with Change Healthcare Operations LLC, and/or its affiliates (the “Company”). It is anticipated that your first day of employment with the Company will be April 2, 2018. Such terms ar |
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| February 4, 2020 |
EX-10.49 Exhibit 10.49 3055 Lebanon Pike Nashville, TN 37214 615.932.3000 phone www.changehealthcare.com 01.31.2018 Thomas Laur [address] Dear Thomas: This letter will confirm the terms of your offer of employment with Change Healthcare Operations LLC, and/or its affiliates (the “Company”). It is anticipated that your first day of employment with the Company will be March 5, 2018. Such terms are a |
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| February 4, 2020 |
EX-10.4 Exhibit 10.4 EXECUTION VERSION AMENDED AND RESTATED TAX RECEIVABLE AGREEMENT (REORGANZATIONS) among EMDEON INC., H&F ITR HOLDCO, L.P., BEAGLE PARENT LLC, and GA-H&F ITR HOLDCO, L.P. Dated as of November 2, 2011 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.1. Definitions 2 ARTICLE II DETERMINATION OF CERTAIN REALIZED TAX BENEFIT 9 Section 2.1. Pre-IPO Basis Adjustment 9 Section |
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| February 4, 2020 |
EX-10.22 Exhibit 10.22 EXECUTION VERSION EIS TO NEWCO TRANSITION SERVICES AGREEMENT This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of March 1, 2017, is made by and between McKesson Corporation, a Delaware corporation (“MCK”) and Change Healthcare LLC (f/k/a PF2 NewCo LLC), a Delaware limited liability company (“NewCo”). Capitalized terms used in this Agreement but not otherwise de |
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| February 4, 2020 |
EX-10.17 Exhibit 10.17 Execution Version AMENDED AND RESTATED LETTER AGREEMENT RELATING TO AGREEMENT OF CONTRIBUTION AND SALE THIS AMENDED AND RESTATED LETTER AGREEMENT (this “Letter Agreement”) is dated as of September 28, 2018, by and between McKesson Corporation, a Delaware corporation (“MCK”), PF2 IP LLC, a Delaware limited liability company (“MCK IPCo”), PF2 PST Services Inc., a Delaware corp |
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| February 4, 2020 |
EX-10.15 Exhibit 10.15 Final Form OPTION TO ENTER INTO A PURCHASE AGREEMENT This Option to Enter into a Purchase Agreement (this “Agreement”) is entered into as of February 28, 2017, by and among (i) eRx Network Holdings, Inc., a Delaware corporation (“Echo Connect Holdings”), eRx Network, LLC, a Delaware limited liability company and a wholly owned subsidiary of eRx Network Holdings (“Connect LLC |
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| February 4, 2020 |
EX-10.13 Exhibit 10.13 Execution Version AMENDMENT NO. 1 AMENDMENT NO. 1, dated as of July 3, 2019 (this “Amendment”), by and among the Persons signatory hereto as Refinancing Revolving Credit Lenders (such Persons, the “Refinancing Revolving Credit Lenders”), the Persons signatory hereto as Incremental Revolving Credit Lenders (such Persons, the “Incremental Revolving Credit Lenders”), CHANGE HEA |
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| February 4, 2020 |
EX-10.12 Exhibit 10.12 EXECUTION VERSION PUBLISHED DEAL CUSIP NO. 15911AAA1 PUBLISHED TERM FACILITY CUSIP NO. 15911AAC7 PUBLISHED REVOLVING CREDIT FACILITY CUSIP NO. 15911AAB9 CREDIT AGREEMENT Dated as of March 1, 2017, among CHANGE HEALTHCARE INTERMEDIATE HOLDINGS, LLC, as Holdings, CHANGE HEALTHCARE HOLDINGS, LLC, as the Parent Borrower, THE OTHER BORROWERS PARTY HERETO, THE OTHER GUARANTORS PAR |
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| February 4, 2020 |
EX-10.3 Exhibit 10.3 Final Form TAX RECEIVABLE AGREEMENT among Change Healthcare, Inc., HCIT Holdings, Inc., Change Healthcare LLC, and the other parties named herein Dated as of February 28, 2017 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.1. Definitions 2 ARTICLE II DETERMINATION OF CERTAIN REALIZED TAX BENEFIT 9 Section 2.1. Pre-IPO Basis Adjustment 9 Section 2.2. Tax Benefit Sched |
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| February 4, 2020 |
EX-10.30 Exhibit 10.30 WAIVER AND AMENDMENT TO STOCKHOLDERS AGREEMENT, LIMITED LIABILITY COMPANY AGREEMENT AND OPTION TO PURCHASE This Waiver and Amendment (this “Waiver and Amendment”) to (i) that certain Stockholders Agreement by and among Change Healthcare Inc. (f/k/a HCIT Holdings, Inc.) (“Change Healthcare Inc.”), Change Healthcare LLC, McKesson Corporation (“McK”) and the Sponsors, Other Inv |
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| February 4, 2020 |
EX-10.38 Exhibit 10.38 NONQUALIFIED STOCK OPTION AGREEMENT UNDER THE HCIT HOLDINGS, INC. AMENDED AND RESTATED 2009 EQUITY INCENTIVE PLAN THIS STOCK OPTION AGREEMENT (the “Agreement”) by and between HCIT Holdings, Inc., a Delaware corporation (the “Company”), and the individual named on the signature page hereto (the “Participant”) is made as of the date set forth on such signature page. R E C I T |
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| February 4, 2020 |
EX-10.41 Exhibit 10.41 Final Version REPLACEMENT VESTED STOCK APPRECIATION RIGHTS AGREEMENT UNDER THE HCIT HOLDINGS, INC. 2009 EQUITY INCENTIVE PLAN THIS VESTED STOCK APPRECIATION RIGHTS AGREEMENT (the “Agreement”) between HCIT Holdings, Inc., a Delaware corporation (the “Company”), Change Healthcare, Inc., a Delaware corporation (“Change”), the individual named on the signature page hereto (the “ |
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| February 4, 2020 |
EX-10.6 Exhibit 10.6 TAX RECEIVABLE AGREEMENT (MANAGEMENT) among EMDEON INC. and THE PERSONS NAMED HEREIN Dated as of August 17, 2009 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1. Definitions 1 ARTICLE II DETERMINATION OF CERTAIN REALIZED TAX BENEFIT 8 Section 2.1. Basis Adjustment 8 Section 2.2. Tax Benefit Schedule 8 Section 2.3. Procedures, Amendments 9 ARTICLE III TAX BENEFIT PAY |
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| February 4, 2020 |
EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER OF PF2 SPINCO LLC (A DELAWARE LIMITED LIABILITY COMPANY) WITH AND INTO HCIT HOLDINGS, INC. (A DELAWARE CORPORATION) THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of December 20, 2016 by and between PF2 SpinCo LLC, a Delaware limited liability company to be converted to a Delaware corporation follow |
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| February 4, 2020 |
Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees EX-99.3 Exhibit 99.3 MCKESSON CORPORATION Offer to Exchange All Shares of Common Stock of PF2 SPINCO, INC. which are owned by McKesson Corporation and which, after the exchange, will be converted into Shares of Common Stock of CHANGE HEALTHCARE INC. for Shares of Common Stock of McKesson Corporation Pursuant to the Prospectus dated [●], 2020 THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT |
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| February 4, 2020 |
Registration Statement on Form S-4 Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on February 4, 2020. |
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| February 4, 2020 |
EX-10.1 Exhibit 10.1 THE UNITS REPRESENTED BY THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER APPLICABLE SECURITIES LAWS. SUCH UNITS MAY NOT BE SOLD, ASSIGNED, PLEDGED OR OTHERWISE DISPOSED OF AT ANY TIME WITHOUT EFFECTIVE REGISTRATION UNDER SUCH LAWS OR EXEMPTIONS THEREFROM. THE UNITS ARE ALSO SUBJECT TO ADDITIONAL RESTRICTIONS ON TRANSFER SPECIFIED IN |
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| February 4, 2020 |
EX-10.21 Exhibit 10.21 EXECUTION VERSION TRANSITION SERVICES AGREEMENT This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of March 1, 2017, is made by and between McKesson Corporation, a Delaware corporation (“MCK”) and Change Healthcare LLC (f/k/a PF2 NewCo LLC), a Delaware limited liability company (“NewCo”). Capitalized terms used in this Agreement but not otherwise defined in this |
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| February 4, 2020 |
EX-10.23 Exhibit 10.23 CROSS LICENSE AGREEMENT This CROSS LICENSE AGREEMENT (this “Agreement”), dated as of March 1, 2017 (the “Closing Date”), is entered into by and among Change Healthcare LLC (f/k/a PF2 NewCo LLC), a Delaware limited liability company (the “NewCo”), eRx Network, LLC, Delaware corporation (“Echo Connect”), and McKesson Corporation, a Delaware Corporation (“MCK”). NewCo, Echo Con |
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| February 4, 2020 |
EX-10.29 Exhibit 10.29 NONQUALIFIED STOCK OPTION AGREEMENT UNDER THE HCIT HOLDINGS, INC. AMENDED AND RESTATED 2009 EQUITY INCENTIVE PLAN THIS STOCK OPTION AGREEMENT (the “Agreement”) by and between HCIT Holdings, Inc., a Delaware corporation (the “Company”), and the individual named on the signature page hereto (the “Participant”) is made as of the date set forth on such signature page. R E C I T |
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| February 4, 2020 |
EX-10.7 Exhibit 10.7 FIRST AMENDMENT TO TAX RECEIVABLE AGREEMENT (MANAGEMENT) This First Amendment (the “Amendment”) dated as of November 2, 2011 to the Tax Receivable Agreement (Management) dated as of August 17, 2009 (the “Tax Receivable Agreement”), is by and among Emdeon, Inc., a Delaware corporation (the “Corporate Taxpayer”) and the Equity Plan Members (as defined in the Tax Receivable Agree |
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| February 4, 2020 |
EX-10.8 Exhibit 10.8 Final Form REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 1, 2017, by and among Change Healthcare LLC (f/k/a PF2 NewCo LLC), a Delaware limited liability company (together with its successors and assigns, the “Company”), Change Healthcare Intermediate Holdings, LLC (f/k/a PF2 NewCo Intermediate Holdings, LLC), a Delaware limit |
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| February 4, 2020 |
EX-2.3 Exhibit 2.3 Execution Version AMENDMENT NO. 1 TO AGREEMENT OF CONTRIBUTION AND SALE This Amendment No. 1 to Agreement of Contribution and Sale (this “Amendment”) is entered into as of March 1, 2017 by and among Change Healthcare LLC (f/k/a PF2 NewCo LLC), a Delaware limited liability company (the “Company”), Change Healthcare Intermediate Holdings, LLC (f/k/a PF2 NewCo Intermediate Holdings |
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| February 4, 2020 |
Form of Letter of Transmittal and Instructions for Letter of Transmittal EX-99.1 Exhibit 99.1 LETTER OF TRANSMITTAL to Tender Shares of Common Stock of MCKESSON CORPORATION for the Offer to Exchange All Shares of Common Stock of PF2 SPINCO, INC. which are owned by McKesson Corporation and which, after the exchange, will be converted into Shares of Common Stock of CHANGE HEALTHCARE INC. for Shares of Common Stock of McKesson Corporation Pursuant to the Prospectus dated |
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| February 4, 2020 |
McKesson Technologies LLC Supplemental 401(k) Plan† EX-10.42 Exhibit 10.42 Execution Version MCKESSON TECHNOLOGIES LLC SUPPLEMENTAL 401(k) PLAN Effective March 1, 2017 TABLE OF CONTENTS Item Page A. PURPOSE 1 B. ERISA PLAN 1 C. PARTICIPATION 1 D. AMOUNTS OF DEFERRAL 3 E. COMPANY CONTRIBUTIONS 3 F. PAYMENT OF DEFERRED COMPENSATION 4 G. BENEFICIARY DESIGNATION 7 H. SOURCE OF PAYMENT 7 I. MISCELLANEOUS 8 J. ADMINISTRATION OF THIS PLAN 8 K. AMENDMENT O |
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| February 4, 2020 |
EX-10.24 Exhibit 10.24 Execution Version DATA LICENSE AGREEMENT This DATA LICENSE AGREEMENT (“Agreement”), effective as of February 28, 2017 (the “Effective Date”), is made by and between eRx Network, LLC, a Delaware limited liability company (“Connect LLC”), and Change Healthcare, Inc., a Delaware corporation (“Licensee”). Connect LLC and Licensee are sometimes referred to each as a “Party” and c |
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| February 4, 2020 |
EX-10.16 Exhibit 10.16 TAX MATTERS AGREEMENT between McKesson Corporation, on behalf of itself and the members of the Parent Group, and PF2 SpinCo Inc., on behalf of itself and the members of the SpinCo Group, and Change Healthcare Inc., on behalf of itself and the members of the Acquiror Group. and Change Healthcare LLC, on behalf of itself and the members of the Acquiror Group (solely to the ext |
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| February 4, 2020 |
Employment Agreement, dated as of February 25, 2017, between Rod O’Reilly and Change Healthcare LLC† EX-10.48 Exhibit 10.48 February 25, 2017 Rod O’Reilly [address] Dear Rod: This letter agreement (the “Agreement”) summarizes and confirms the terms and conditions for your position created as a result of your present employer, McKesson Medical Imaging Company, currently doing business as Imaging and Workflow Solutions (“IWS Canada”), becoming part of the joint venture between McKesson Corporation |
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| February 4, 2020 |
Change Healthcare LLC U.S. Executive Severance Benefit Guidelines† EX-10.46 Exhibit 10.46 CHANGE HEALTHCARE LLC U.S. EXECUTIVE SEVERANCE BENEFIT GUIDELINES (ADOPTED EFFECTIVE FEBRUARY 1, 2018) 1. INTRODUCTION. The terms of the Change Healthcare LLC Executive Severance Benefit Guidelines (the “Guidelines”) are set forth below. The purpose of the Guidelines is to provide a framework to be used in the event that any of the Change Healthcare LLC, Participating Compan |
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| February 4, 2020 |
EX-10.40 Exhibit 10.40 Final Version REPLACEMENT UNVESTED STOCK APPRECIATION RIGHTS AGREEMENT UNDER THE HCIT HOLDINGS, INC. 2009 EQUITY INCENTIVE PLAN THIS UNVESTED STOCK APPRECIATION RIGHTS AGREEMENT (the “Agreement”) between HCIT Holdings, Inc., a Delaware corporation (the “Company”), Change Healthcare, Inc., a Delaware corporation (“Change”), the individual named on the signature page hereto (t |
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| February 4, 2020 |
EX-10.31 Exhibit 10.31 NONQUALIFIED STOCK OPTION AGREEMENT UNDER THE HCIT HOLDINGS, INC. AMENDED AND RESTATED 2009 EQUITY INCENTIVE PLAN THIS STOCK OPTION AGREEMENT (the “Agreement”) by and between HCIT Holdings, Inc., a Delaware corporation (the “Company”), and the individual named on the signature page hereto (the “Participant”) is made as of the date set forth on such signature page. R E C I T |
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| February 4, 2020 |
EX-10.28 Exhibit 10.28 Execution Version CHANGE HEALTHCARE 3055 Lebanon Pike Nashville, TN 37214 615.932.3000 phone www.changehealthcare.corn 03.12.2018 Mr. Fredrik J. Eliasson 1291 Ponte Vedra Blvd. Ponte Vedra Beach, FL 32082 Dear Fredrik: This letter will confirm the terms of your offer of employment with Change Healthcare Operations LLC, and/or its affiliates (the “Company”). It is anticipated |
