. from the Stephen M. Ross School of Business at the University of Michigan, where he graduated with high distinction. Mr. Parnes is an HME entrepreneur building Ocean Home Health from a startup into a tech focused HME provider and has over 16 years of operating experience in the home medical equipment industry. At a presentation to investors in August 2020, McGee stated that, while AdaptHealth had impressive acquisition revenue, we all know that organic growth is more valuable. On the 2020 fourth quarter call with investors on March 4, 2021, Clemens, the CFO, stated that he feels rock-solid about AdaptHealth's organic growth and compared the current organic growth to previous organic growth metrics. . at 252. Who is big kahuna. 15 U.S.C. Who is refunded. Mr. Joyce most recently served as General Counsel of InnovaCare, Inc., a $2.0 billion managed care insurance company with 450,000 Medicare and Medicaid beneficiaries. . at 256. Defendant Richard Barasch was Chairman and member of the Board of Directors in December 2020 while defendant Joshua Parnes was President and a member of the Board of Directors in December 2020. 2000). Plaintiffs have extensively pleaded with particularity its allegations regarding defendants' misleading omissions and misrepresentations. -0.20% Who is familiar. Who decides. Who leaves for good. Mr. Griggs holds a B.S.B.A. 17 C.F.R. See e.g., Teamsters Local 456 Pension Fund v. Universal Health Servs., 396 F.Supp.3d 413, 456-58 (E.D. Plaintiffs must also plead facts that show defendants made a material misstatement or omission with scienter. Dan Bunting joined AdaptHealth as Chief Operating Officer of Field Operations in 2020. Who repeats. On January 5, 2021, AdaptHealth conducted a secondary offering and issued 7.25 million shares to the public at $33 a share. As previously stated, Rule 10b-5 makes it unlawful to omit a material fact necessary to make statements not misleading. 10,367 followers. Who is left. We have estimated Ms. Russalesi has been named Woman of the Year by VGM, the nations largest post-acute healthcare member organization. . Mr. Barasch was Chief Executive Officer of Universal American Corp., a publicly-traded health insurance and services company focused on the senior market and government programs, from 1995 until Universal Americans acquisition by WellCare Health Plans in May 2017. -1.16%. If you have a question or comment, please let us know. Who goes behind. Scienter, however, may be established by showing that the defendant intended to mislead investors or that the defendant acted recklessly in the face of a danger of misleading investors. Teamsters Local 456, 396 F.Supp.3d at 465. Mr. Mills has been involved in the home medical equipment industry for many years as a founding member and former chair of the American Association for Homecare. Who is doomed. Who resigns. Defendants filed a prospectus along with a registration statement in preparation for its secondary offering in January 2021. Dist., 452 F.3d 256, 260 (3d Cir. Plaintiffs first bring a claim under 10(b) of the Exchange Act, 15 U.S.C. We are using cookies to give you the best experience on our website. Luke McGee became Co-CEO of the Company in 2012. On April 13, AdaptHealth disclosed that Luke McGee had been formally charged in Denmark for tax fraud. About. He has also held corporate leadership positions at Aetna, Eli Lilly and Company and Deloitte. It is AdaptHealths fundamental mission to ensure the quality and integrity in the delivery of care and service to our valued customers. Who fights for honor. This is sufficient to aver loss causation. The alleged misrepresentations must be the proximate cause of the economic loss. Who is honored. Leila Vargas joined AdaptHealth in 2021 as Executive Vice President of Sales and Marketing with 15 years of HME industry experience. Who is right. %PDF-1.4 % What's Going On With AdaptHealth Corp? Good morning, and thanks for joining our call. Pension Fund, 575 U.S. 175, 178 (2015). This acquisition was completed on February 1, 2021 after which McGee and Griggs became co-CEOs of AdaptHealth. For instance, on the 2021 first quarter earnings call on May 6, 2021, defendant Griggs, the co-CEO, stated that [d]espite the ongoing effects of the pandemic on certain product lines, we're very pleased with our organic growth rate of 11.5% and that the company feel[s] confident that the balance of 2021 will meet our organic growth expectations. The slides accompanying the call included year-on-year pro forma growth and pro forma growth by quarter with a tiny asterisk noting the formula for calculating this organic growth which included acquisition revenue. Who soothes. Who is vested. The disclosure of the organic growth information occurred on the same day that the stock price dropped by 5.93%. from Harvard University. Plaintiffs plead that the day AdaptHealth issued its press release on April 13, 2021 stating that it was putting McGee on unpaid leave as co-CEO and Director of AdaptHealth due to charges brought by the Danish authorities for tax fraud the stock of AdaptHealth dropped by 19.7%, or about $7.30 per share. Who is missed. blett@adapthealth.com, The Equity Group Inc. Who loses. Luke McGee, Chief Executive Officer, received $9.5M in total, which increased by 322% compared to 2018. The Supreme Court pointed out that Congress adopted 11 to ensure that issuers tell[] the whole truth' to investors so that they do not say one thing and hold back another. AdaptHealth is a home medical equipment business. AHCO, Nor do they argue that plaintiffs have failed to plead economic loss. 2004)). Sch. As with Rule 9, for those allegations made on information and belief, the complaint must not only state the allegations with factual particularity, but must also describe the sources of information with particularity, providing the who, what, when, where and how of the sources, as well as the who, what, when, where and how of the information those sources convey. Institutional Inv'rs Grp. (exechange) Plymouth Meeting, Pennsylvania, June 15, 2021 Luke McGee, co-chief executive of AdaptHealth, leaves. 2 0 obj AdaptHealth CEO Luke McGee said: "We believe that AdaptHealth PCS is an important component of AdaptHealth's continued expansion of its HME supply business and will allow AdaptHealth to further enrich our product portfolio and offer our patients, healthcare professionals and commercial payor partners a truly robust suite of products." . In addition, he makes $9,480,070 as Chief Executive Officer and Director at AdaptHealth Corp. Luke has made over 2 trades of the AdaptHealth Corp stock since 2020, according to the Form 4 filled with the SEC. Globis Capital Partners, LP v. Stonepath Grp., Inc., 241 Fed.Appx. The PSLRA immunizes from liability any forward-looking statement, provided that: the statement is identified as such and accompanied by meaningful cautionary language; or is immaterial; or the plaintiff fails to show the statement was made with actual knowledge or falsehood. Institutional Inv'rs Grp., 564 F.3d at 254; see also 15 U.S.C. Who stands by. Plaintiffs acquired AdaptHealth shares during the proposed class period of November 8, 2019 through July 16, 2021. 771, plaintiffs' claim against the Director defendants who controlled the corporation may proceed. Thanks, Josh. He joined the Company as co-CEO following the 2021 acquisition of AeroCare. Who is over. Indus. Who topples. On April 13, 2021, AdaptHealth's Board of Directors issued a statement disclosing that its Co-Chief Executive Officer, Luke McGee, was formally charged by authorities in Denmark "with alleged . Mr. Parnes focuses on technology, strategy and operations. Entrepreneur, thought leader, and visionary, David Williams has shaped the foundations of digital health innovation helping more than 2 million people use health information to drive better care and outcomes. Who stumbles. AdaptHealth Corp stock crashed on Tuesday after the company discovered authorities in Denmark formally charged Co-Chief Executive Officer Luke McGee with alleged tax fraud.Shares of the company were trading down -20.90% to $29.28 a share on Tuesday. Mr. Mcgee AHCO stock SEC Form 4 insiders trading. McGee owned North Channel Bank, a German entity, which agreed to pay a criminal fine of 110 million Danish Kroner in September 2019 for faking trades in exchange for tax reimbursements. Mr. Clemens holds a B.S. SPX. AdaptHealth is a network of full-service medical equipment companies that use tailored products and services to empower patients to live their best lives out of the hospital and in their homes. The investigation and litigation are closely enough related to AdaptHealth that a jury could reasonably determine that a reasonable investor would want to know this information. xJ1sl3I6\* F+Ed*]f3s|gX4v1 Id35>8|n.~[9n He joined Quadrant Management, Inc. in 2010 and held director positions in certain of Quadrants portfolio companies along with executive level roles at certain times. AdaptHealth's balance sheet also remains solid, and he expects the ramping free cash flows and ongoing M&A to further add to its capabilities and scale, MacDonald states. Who is sad. Make your practice more effective and efficient with Casetexts legal research suite. In addition, [a] statement or omission must have been misleading when it was made. SEB Inv. Who is silent. See id. ' Institutional Inv'rs Grp., 564 F.3d at 267. at 179. Who is an enemy. The motion of defendants to dismiss Count II will be denied. In addition, defendants must have a duty to disclose the omitted information which can derive from a statutory duty or from an inaccurate, incomplete, or misleading prior disclosure. City of Edinburgh, 754 F.3d at 173-74. Also learn how He earned most of networth at the age of 25 years old? In the prospectus for this secondary offering, it described its experienced management, led by McGee as CEO, as a meaningful differentiator relative to [their] competitors. Thus, AdaptHealth continued to sell stock to investors touting McGee's experience without disclosing until April 2021 that he was involved in an allegedly fraudulent scheme. Bradley Coppens has served on our board of directors since July 2020. Omnicare, Inc. v. Laborers Dist. Luke Mcgee is 36, he's been the Chief Executive Officer and Director of AdaptHealth Corp since 2019. <> Prior to joining Brightree in 2015, Mr. Rietkerk was Senior Vice President, Worldwide Operations at M*Modal, a leading healthcare technology provider of advanced clinical documentation solutions. We don't have much information about He's past relationship and any previous engaged. As with actions under 11, the plaintiff need not prove causation. The Board of Directors of AdaptHealth takes this matter very seriously and is monitoring the situation closely in consultation with its legal advisors. AdaptHealth says the deal includes an agreement to supply McKesson customers. Devin Sullivan Section 10(b), as well as the accompanying SEC Rule 10b-5, does not create an affirmative duty to disclose all relevant information. Who departs. For present purposes, the court accepts as true the following allegations set forth in the amended complaint. Discover today's celebrity birthdays and explore famous people who share your birthday. As part of that offering, the prospectus dated January 4, 2021 touted the management experience at the company as a meaningful differentiator relative to our competitors. The prospectus also announced that at the close of the AeroCare acquisition AeroCare's CEO, Stephen Griggs, a defendant here, would join McGee as co-CEO of AdaptHealth. Mr. Gee owns over 389,793 units of AdaptHealth Corp stock worth over $13,492,277 and over the last 3 years he sold AHCO stock worth over $0. In the three years prior to its merger with DFB, AdaptHealth had increased its revenue 200%, although projected revenue from organic growth was 6% to 8% each year. "I have every confidence Steve and I will work well together and divide . Who wins. Luke McGee is the CEO at AdaptHealth. He is not dating anyone. There is no safe harbor protection for mixed present and future statements for the portion of the statement that is about the present. Ms. Russalesi actively serves on the Health Care Compliance Association, the Regulatory Council of the American Association for Homecare, the Noridian DME MAC Provider Outreach and Education Advisory Group and the National Supplier Clearinghouse Advisory Committee. McGee's ties to a major tax fraud scheme and his potential criminal and civil liability made AdaptHealth's previous statements about how integral he was to the company misleading as they did not disclose that his future at the company was in jeopardy. . The alleged personal conduct occurred between March 2014 and August 2015 and had no connection to AdaptHealths business. at 185. Who gives up. This . 2007). Corp. v. White Consol. Copyright 2023 MarketWatch, Inc. All rights reserved. There must be an actual decline in the value of the security as a result of the alleged misrepresentation. Who fights for money. (quoting Basic Inc. v. Levinson, 485 U.S. 224, 239 n.17 (1988)). Who is sorry. From 2005 to 2009, Mr. Wolf served as Chief Executive Officer of Coventry Health Care, Inc., a diversified national health care company, and served as the Executive Vice President, Chief Financial Officer and Treasurer of Coventry Health Care, Inc. from 1996 to 2005. Plaintiffs state in the amended complaint that on the day that the Jehoshaphat Research report was released stating that AdaptHealth's organic growth was in decline over the first six months of 2021 the stock price fell 5.93%. It also explained that following the merger, AdaptHealth would continue to focus on increasing net revenue and profitability, both organically and via accretive acquisitions., In addition, on its Forms 10-Q filed with the Securities Exchange Commission (SEC) throughout 2020, AdaptHealth stated that its ability to successfully operate our business is largely dependent upon the efforts of certain key personnel of AdaptHealth, including the key personnel of AdaptHealth who have stayed with us following the Business Combination. at 570. Following the report, the stock price fell another 5.93% by $1.51 per share to close the day at $23.96 a share. 78a, et seq. Joshua Parnes joined AdaptHealth Holdings in 2013 with the acquisition of Ocean Home Health and was appointed President of AdaptHealth Holdings in August 2017. See Institutional Inv'rs Grp., 564 F.3d at 253. is 6ft 4in (1.93m) . 2019). Defendant Luke McGee was the Chief Executive Officer (CEO) and later co-CEO of AdapthHealth until he was removed from office in June 2021. During the class period beginning on November 8, 2019 through the fourth quarter of 2020, AdaptHealth had reported its revenue growth by distinguishing between revenue from recent acquisitions and organic revenue growth. This organic revenue growth was tied to AdaptHealth's existing businesses and excluded revenue growth from recent acquisitions. 1990)). In re Adams Golf, 381 F.3d at 277. Plaintiffs claim they acquired these shares at artificially inflated prices, including in a secondary offering in January 2021, due to the violations by defendants of federal securities laws. . . AdaptHealth Corp. has learned that authorities in Denmark have formally charged Co-Chief Executive Officer Luke McGee with alleged tax fraud arising from certain past private activity. Who hurts. It is not enough for a corporation and its officers to have a financial interest in the transaction to raise an inference of scienter. Id. Who kicks back. that the defendant acted with any intent to deceive or defraud. Id. He has served as the Chief Executive Officer of AdaptHealth Holdings since 2012 and as a member of our board of directors since the Closing. His net worth has been growing significantly in 2021 . On July 8, 2019, DFB Healthcare Acquisitions Corp. (DFB) announced that it had entered into an agreement to merge with AdaptHealth. AdaptHealth Corp executives and other stock owners filed with the SEC include: Track performance, allocation, dividends, and risks, Annotate, download XLSX & look up similar tables, Filter, compare, and track coins & tokens, Stocks and cryptocurrency portfolio tracker. Mr. Coppens was also deeply involved in OEPs investments in ArthroCare and Wright Medical. On April 13, 2021, the Company had placed McGee on unpaid leave from his roles as Co-CEO and a Director of the Company. To hold defendants liable for this omission, defendants must have had a duty to disclose the omitted information. He was also a member of KPMGs Board of Directors from 2011 to 2015 and chaired the Audit, Finance & Operations Committee. Who mourns. Prior to joining OEP, Mr. Belinfanti served as a Vice President in the Investment Banking division of Lehman Brothers, specializing in Global Healthcare. Who is gone. May 24, 2022). Jason Clemens joined AdaptHealth from MEDNAX, Inc. (MEDNAX) (NYSE: MD), a national provider of health solutions to hospitals, health systems, and healthcare facilities, where he served as Senior Vice President and Operations Chief Financial Officer. As Co-CEO following the 2021 acquisition of Ocean Home Health and was appointed President AdaptHealth! 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