AVAH Aveanna Healthcare Holdings Inc

 

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 11, 2023

 

 

Aveanna Healthcare Holdings Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware			001-40362	81-4717209
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
400 Interstate North Parkway SE
Atlanta, Georgia				30339
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 770 441-1580

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		AVAH		The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

---

Item 5.02 Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Appointment of Chief Financial Officer

 

On December 11, 2023, the Company's board of directors (the "Board") appointed Matthew Buckhalter, the Company's current Interim Chief Financial Officer and Principal Financial Officer to Chief Financial Officer and Principal Financial Officer, effective January 1, 2024. Mr. Buckhalter, 35, brings more than a decade of experience in financial leadership roles in the healthcare industry. Mr. Buckhalter joined Aveanna more than seven years ago and is responsible for corporate and operational finance, business intelligence, FP&A, and investor relations. With Aveanna, Mr. Buckhalter has served as Interim Chief Financial Officer and Principal Financial Officer since July, 2023, and previously served as Aveanna's Senior Vice President of Finance and led the Company’s Investor Relations Group. Moreover, Mr. Buckhalter previously served as Aveanna’s Vice President for Financial Planning and Analysis. Prior to Aveanna, Mr. Buckhalter served as Vice President of Finance for RT Capital. He also has served as a Senior Financial Analyst with Gentiva Health Services in addition to other accounting and financial roles. Mr. Buckhalter received his undergraduate degree in Finance from Florida State University.

 

In connection with Mr. Buckhalter's appointment to Chief Financial Officer and Principal Financial Offer, the Compensation Committee of the Board ("the Committee") approved an increase in Mr. Buckhalter's base salary to $425,000 per year, as well as an annual target bonus opportunity equal to 75% of base salary, and continued participation in the Company’s long-term equity incentive program.

 

There are no arrangements or understandings between Mr. Buckhalter and any other persons pursuant to his respective appointment as officer of the Company. There are no family relationships between Mr. Buckhalter and the executive officers or directors of the Company, and there are no other transactions involving the Company and Mr. Buckhalter that the Company would be required to report pursuant to Item 404(a) of Regulation S-K.

 

Item 7.01 Regulation FD Disclosure.

On December 11, 2023, the Company issued a press release announcing the events described in Item 5.02 of this Current Report on Form 8-K. A copy of such press release is attached hereto as Exhibit 99.1 and incorporated by reference in this Item 7.01.

 

The information contained in Item 7.01 of this Current Report on Form 8-K, including in Exhibit 99.1 attached hereto, is “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended, except to the extent such other filing specifically incorporates such information by reference.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit Number		Description
99.1		Press Release dated December 11, 2023 announcing the appointment of Matt Buckhalter as Chief Financial Officer and Principal Financial Officer
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

---

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			Aveanna Healthcare Holdings Inc.
Date:	December 11, 2023	By:	/s/ Shannon Drake
			Shannon Drake Chief Legal Officer and Secretary

 

---

Exhibit 99.1

 

 

 

AVEANNA HEALTHCARE HOLDINGS ANNOUNCES

APPOINTMENT OF CHIEF FINANCIAL OFFICER

 

 

Atlanta, Georgia (December 11, 2023) – Aveanna Healthcare Holdings Inc. (NASDAQ: AVAH), a leading, diversified home care platform focused on providing care to medically complex, high-cost patient populations, today announced the appointment of Matt Buckhalter to serve as Chief Financial Officer and continuing in the role of Principal Financial Officer, effective January 1, 2024. Mr. Buckhalter was appointed to serve as Interim Chief Financial Officer and Principal Financial Officer in July, 2023.

 

“I am pleased to announce the promotion of Matt to the Chief Financial Officer position. Matt has provided strong financial leadership and continuity as we build on our recent successes to transform our business. I have great confidence in the collaborative relationship between Matt, serving as our Chief Financial Officer, and Deborah Stewart, continuing to serve in her role as our Principal Accounting Officer. The leadership they bring to our accounting and finance teams, and Aveanna overall, is critical as we focus on executing our key initiatives into 2024,” said Jeff Shaner, Chief Executive Officer of Aveanna.

 

Matt Buckhalter has more than a decade of financial leadership experience in the healthcare industry. He joined Aveanna in 2016 and is responsible for corporate and operational finance, business intelligence, financial planning and analysis (FP&A), and investor relations. Prior to his current role with Aveanna, Mr. Buckhalter served as Senior Vice President of Finance and led the company’s Investor Relations Group. Before joining Aveanna, he was Vice President of Finance for RT Capital, and he has served as a senior financial analyst for Gentiva Health Services in addition to other accounting and financial roles.

 

“The Board of Directors is delighted with the appointment of Matt Buckhalter as Chief Financial Officer,” said Rod Windley, Aveanna's Chairman of the Board. “Having worked closely with Matt over the years, I have a high level of confidence with his financial acumen, industry knowledge, and healthcare expertise. The Board recognizes this executive team’s ability to execute the Company’s vision and overall strategic initiatives to deliver high-quality care to our patients at an exceptional value to both our government and payor partners.”

Forward-Looking Statements

Certain matters discussed in this press release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements (other than statements of historical facts) in this press release regarding our prospects, plans, financial position, business strategy and expected financial and operational results may constitute forward-looking statements. Forward-looking statements generally can be identified by the use of terminology such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “seek,” “will,” “may,” “should,” “would,” “predict,” “project,” “potential,” “continue,” “could,” “design,” or the negatives of these terms or variations of them or similar expressions. These statements are based on certain assumptions that we have made in light of our experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate in these circumstances. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. Forward-looking statements involve a number of risks and uncertainties that may cause actual results to differ materially from those expressed or implied by such forward-looking statements, such as our ability to successfully execute our growth strategy, including through organic growth and the completion of acquisitions, effective integration of the companies we acquire, unexpected costs of acquisitions and dispositions, the possibility that expected cost synergies may not materialize as expected, the failure of Aveanna or the companies we acquire to perform as expected, estimation inaccuracies in revenue recognition, our ability to drive margin leverage through lower costs, unexpected increases in SG&A and other expenses, changes in reimbursement, changes in government regulations, changes in Aveanna’s relationships with referral sources, increased competition for Aveanna’s services or wage inflation, the failure to retain or attract employees, changes in the interpretation of government regulations or discretionary determinations made by government officials, uncertainties regarding the outcome of rate discussions with managed care organizations and our ability to effectively collect our cash from these organizations, changes in the case-mix of our patients, as well as the payor mix and payment methodologies, legal proceedings, claims or governmental inquiries, our ability to effectively collect and submit data required under Electronic Visit Verification regulations, our ability to comply with the terms and conditions of the CMS Review Choice Demonstration program, our ability to effectively implement and transition to new electronic medical record systems or billing and collection systems, a failure to maintain the security and functionality of our information systems or to defend against or otherwise prevent a cybersecurity attack or breach, changes in tax rates, our substantial indebtedness, the impact of adverse weather, the impact to our business operations, reimbursements and patient population were the COVID-19 environment to worsen, and other risks set forth under the heading “Risk Factors” in Aveanna’s Annual Report on Form

---

10-K for its 2022 fiscal year filed with the Securities and Exchange Commission on March 16, 2023, which is available at www.sec.gov. In addition, these forward-looking statements necessarily depend upon assumptions, estimates and dates that may prove to be incorrect or imprecise. Accordingly, forward-looking statements included in this press release do not purport to be predictions of future events or circumstances, and actual results may differ materially from those expressed by forward-looking statements. All forward-looking statements speak only as of the date made, and Aveanna undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

About Aveanna Healthcare

Aveanna Healthcare is headquartered in Atlanta, Georgia and has locations in 33 states providing a broad range of pediatric and adult healthcare services including nursing, rehabilitation services, occupational nursing in schools, therapy services, day treatment centers for medically fragile and chronically ill children and adults, home health and hospice services, as well as delivery of enteral nutrition and other products to patients. The Company also provides case management services in order to assist families and patients by coordinating the provision of services between insurers or other payers, physicians, hospitals, and other healthcare providers. In addition, the Company provides respite healthcare services, which are temporary care provider services provided in relief of the patient’s normal caregiver. The Company’s services are designed to provide a high quality, lower cost alternative to prolonged hospitalization. For more information, please visit www.aveanna.com.

---

v3.23.3

Document And Entity Information	Dec. 11, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 11, 2023
Entity Registrant Name	Aveanna Healthcare Holdings Inc.
Entity Central Index Key	0001832332
Entity Emerging Growth Company	false
Entity File Number	001-40362
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-4717209
Entity Address, Address Line One	400 Interstate North Parkway SE
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30339
City Area Code	770
Local Phone Number	441-1580
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	AVAH
Security Exchange Name	NASDAQ

---