CareCloud, Inc. (the “Company”) (Nasdaq: CCLD, CCLDO, CCLDP), a
leader in healthcare technology solutions for medical practices and
health systems nationwide, today announced that Glass Lewis, a
leading proxy voting advisory firm, has analyzed CareCloud’s Series
A Preferred Stock Proposals (the “Preferred Stock Proposals”) and
recommends a “yes” vote for the proposals at the upcoming special
meeting of the holders of CareCloud’s 11% Series A Cumulative
Redeemable Perpetual Preferred Stock (“Series A Preferred
Shareholders”).
“We recommend that shareholders
vote FOR [the Preferred Stock Proposals],”
concluded Glass Lewis in its report dated July 31, 2024. Its report
also provides an analysis of CareCloud’s capital structure, an
overview of the proposals, the Board’s thought process in making
the recommendations, and Glass Lewis’ conclusion that the amendment
will not have a negative impact on shareholders.
Glass Lewis provides proxy voting advisory
services to more than 1,300 clients, including most of the world’s
largest pension plans, mutual funds and asset managers. Glass Lewis
clients collectively manage more than $40 trillion in assets.
“We are pleased that Glass Lewis took the time
to analyze CareCloud’s Preferred Stock Proposal and to recommend
that our Series A Preferred Shareholders vote “yes” on the
proposals,” said Stephen Snyder, President of CareCloud. “This is
an important vote and we encourage our shareholders to take the
time to consider the proposal and vote their shares – either by
calling 844-874-6164, visiting www.aalvote.com/ccld, or by mailing
back the completed proxy card.”
Pursuant to the Preferred Stock Proposals,
holders of CareCloud’s 11% Series A Cumulative Redeemable Perpetual
Preferred Stock (the “Series A Preferred Stock”) are being asked to
approve an amendment to the Company’s Certificate of Designations,
Preferences and Rights of its’ Series A Preferred Stock. If the
Preferred Stock Proposals are ultimately approved, holders of
Series A Preferred Stock would receive similar change of control
protections to those afforded to holders of the Company’s Series B
8.75% Cumulative Redeemable Perpetual Preferred Stock (the “Series
B Preferred Stock”). Further, the dividend of Series A Preferred
Stock would mirror that of the Series B Preferred Stock, and the
Company would, going forward, have the right to exchange the shares
of Series A Preferred Stock for common stock at the liquidation
preference value of $25/share, plus accrued and unpaid
dividends.
The information contained in this press release
is a summary of certain relevant portions of the Definitive Proxy
Statement and other materials filed with the SEC. It is important
that Series A Preferred Shareholders review the entirety of the
filings, which are available on the SEC’s website and on
https://ir.carecloud.com/series-a-special-proxy.
About
CareCloudCareCloud brings disciplined innovation
to the business of healthcare. Our suite of technology-enabled
solutions helps clients increase financial and operational
performance, streamline clinical workflows and improve the patient
experience. More than 40,000 providers count on CareCloud to help
them improve patient care while reducing administrative burdens and
operating costs. Learn more about our products and services
including revenue cycle management (RCM), practice management (PM),
electronic health records (EHR), business intelligence, patient
experience management (PXM) and digital health at
www.carecloud.com.
Follow CareCloud on LinkedIn, Twitter and
Facebook.
Important Additional Information and
Where To Find It. CareCloud filed with the SEC a
definitive proxy statement on Schedule 14A on July 8, 2024,
with respect to its future solicitation of proxies for the Special
Meeting of Series A Preferred Stock shareholders (including any and
all adjournments, postponements, continuations, and reschedulings
thereof, the "Special Meeting"). The information contained in this
press release is merely a summary of certain relevant portions of
the Proxy Statement and it is important that Series A Preferred
Stock shareholders review the entirety of the filing.
SERIES A PREFERRED STOCK SHAREHOLDERS ARE
URGED TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER AMENDMENTS
OR SUPPLEMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY
BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT
CARECLOUD'S FILING. Investors and security holders may
obtain copies of these documents and other documents filed with
the SEC by CareCloud free of charge through the website
maintained by the SEC at www.sec.gov. The Notice of
the Special Meeting of Series A Preferred Stockholders and our
Proxy Statement for the Special Meeting, the Annual Report on Form
10-K for the fiscal year ended December 31, 2023 and our
Quarterly Report on Form 10-Q for the quarterly period
ended March 31, 2024 are available at www.sec.gov.
Forward-Looking
StatementsThis press release contains various
forward-looking statements within the meaning of the safe harbor
provisions of the U.S. Private Securities Litigation Reform Act of
1995. These statements relate to anticipated future events, future
results of operations or future financial performance. In some
cases, you can identify forward-looking statements by terminology
such as “may,” “might,” “will,” “shall,” “should,” “could”,
“intends,” “expects,” “plans,” “goals,” “projects,” “anticipates,”
“believes,” “seeks,” “estimates,” “predicts,” “possible,”
“potential,” “target,” or “continue” or the negative of these terms
or other comparable terminology.
Our operations involve risks and uncertainties,
many of which are outside our control, and any one of which, or a
combination of which, could materially affect our results of
operations and whether the forward-looking statements ultimately
prove to be correct. Forward-looking statements in this press
release include, without limitation, statements reflecting
management's expectations for future financial performance and
operating expenditures, expected growth, profitability and business
outlook, the impact of pandemics on our financial performance and
business activities, and the expected results from the integration
of our acquisitions.
These forward-looking statements are neither
historical facts nor assurances of future performance. Instead,
they are only predictions, are uncertain and involve substantial
known and unknown risks, uncertainties and other factors which may
cause our (or our industry’s) actual results, levels of activity or
performance to be materially different from any future results,
levels of activity or performance expressed or implied by these
forward-looking statements. We do not have an ongoing obligation to
update shareholders regarding future proxy or vote trends, even if
they are materially different from those experienced to date. New
risks and uncertainties emerge from time to time, and it is not
possible for us to predict all of the risks and uncertainties that
could have an impact on the forward- looking statements, including
without limitation, risks and uncertainties relating to the
Company’s ability to manage growth, migrate newly acquired
customers and retain new and existing customers, maintain
cost-effective global operations, increase operational efficiency
and reduce operating costs, predict and properly adjust to changes
in reimbursement and other industry regulations and trends, retain
the services of key personnel, develop new technologies, upgrade
and adapt legacy and acquired technologies to work with evolving
industry standards, compete with other companies products and
services competitive with ours, and other important risks and
uncertainties referenced and discussed under the heading titled
“Risk Factors” in the Company’s filings with the Securities and
Exchange Commission.
The statements in this press release are made as
of the date of this press release, even if subsequently made
available by the Company on its website or otherwise. The Company
does not assume any obligations to update the forward-looking
statements provided to reflect events that occur or circumstances
that exist after the date on which they were made.
SOURCE CareCloud
Company
Contact:Norman RothInterim Chief Financial Officer
and Corporate ControllerCareCloud, Inc. nroth@carecloud.com
Investor Contact:Bill
KornCareCloud, Inc. ir@carecloud.com
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