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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Natl Medical Health Card Sys (MM) | NASDAQ:NMHC | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0 | - |
Transaction Valuation | Amount of Filing Fee | ||||
138,135,559(1) | $5,463 | ||||
(1) | Estimated solely for purposes of calculating the filing fee in accordance with Rules 0-11(d) and 0-11(a)(4) under the Securities Exchange Act of 1934, based on the product of (1) $9.96 the average of the high and low sale prices of shares of NMHC common stock, as quoted on the Nasdaq Stock Market, on March 25, 2008 and (2) the maximum possible number of shares of NMHC common stock to be exchanged pursuant to the exchange offer and proposed merger. | |
(2) | 39.30 per million dollars of transaction value. A portion of the filing fee has been offset by the amount of the filing fee previously paid by SXC Health Solutions Corp. as described below. |
þ | Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
Amount Previously Paid: $5,463 | Filing Party: SXC Health Solutions Corp. | |
Form or Registration No.: S-4 | Date Filed: March 31, 2008 | |
o | Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. |
Exhibit No. | Description | |
(a)(14)
|
Press Release, dated April 29, 2008 (incorporated by reference to the Current Report on Form 8-K filed by SXC with the SEC on April 30, 2008) | |
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(d)(6)
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Amendment to Agreement and Plan of Merger, dated as of April 29, 2008, by and among SXC Health Solutions Corp., SXC Health Solutions, Inc., Comet Merger Corporation, and National Medical Health Card Systems, Inc. |
SXC HEALTH SOLUTIONS CORP.
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By: | /s/ Jeffrey Park | |||
Name: | Jeffrey Park | |||
Title: | Chief Financial Officer | |||
Exhibit No. | Description | |
(a)(1)
|
Prospectus related to SXC Common Shares to be issued in the Offer and Merger (incorporated by reference to the Registration Statement on Form S-4 filed by SXC with the Securities and Exchange Commission on March 31, 2008) | |
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(a)(2)
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Letter of Transmittal (incorporated by reference to Exhibit 99.1 to the Registration Statement on Form S-4 filed by SXC with the Securities and Exchange Commission on March 31, 2008) | |
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(a)(3)
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Letter to brokers, dealers, commercial banks, trust companies and other nominees (incorporated by reference to Exhibit 99.3 to the Registration Statement on Form S-4 filed by SXC with the Securities and Exchange Commission on March 31, 2008) | |
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(a)(4)
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Letter to be used by brokers, dealers, commercial banks, trust companies and other nominees to their clients (incorporated by reference to Exhibit 99.4 to the Registration Statement on Form S-4 filed by SXC with the Securities and Exchange Commission on March 31, 2008) | |
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(a)(5)
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Form of Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9 (incorporated by reference to Exhibit 99.2 to the Registration Statement on Form S-4 filed by SXC with the Securities and Exchange Commission on March 31, 2008) | |
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(a)(6)
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Joint press release dated March 31, 2008 (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed by SXC with the Securities and Exchange Commission on March 31, 2008) | |
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(a)(7)
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Letter to holders of NMHC Common Stock, dated as of March 31, 2008 (incorporated by reference to Exhibit (a)(8) to the Schedule TO filed by SXC with the Securities and Exchange Commission on March 31, 2008) | |
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(a)(8)
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Joint press release dated February 26, 2008 (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed by SXC with the Securities and Exchange Commission on February 26, 2008) | |
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(a)(9)
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PowerPoint presentation referenced and made available in connection with the conference call held on February 26, 2008 (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed by SXC with the Securities and Exchange Commission on February 26, 2008) | |
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(a)(10)
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SXC Investor Questions and Answers, made available February 26, 2008 (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed by SXC with the Securities and Exchange Commission on February 26, 2008) | |
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(a)(11)
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SXC-NMHC Fact Sheet, made available February 27, 2008 (previously filed with the Securities and Exchange Commission on February 27, 2008 pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934, as amended) | |
(a)(12)
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Transcript of the conference call and simultaneous webcast held on February 26, 2008 (previously filed with the Securities and Exchange Commission on February 27, 2008 pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934, as amended) |
Exhibit No. | Description | |
(a)(13)
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Excerpts from the transcript of the conference call and simultaneous webcast held on March 6, 2008 (previously filed with the Securities and Exchange Commission on March 7, 2008 pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14d-2(b) under the Securities Exchange Act of 1934, as amended) | |
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(a)(14)
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Press Release, dated April 29, 2008 (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed by SXC with the Securities and Exchange Commission on April 30, 2008) | |
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(b)(1)
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Commitment Letter, dated as of February 25, 2008, between GE Healthcare Financial Services and SXC Health Solutions Corp. (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed by SXC with the Securities and Exchange Commission on February 27, 2008) | |
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(b)(2)
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Credit Agreement, dated as of April 21, 2008, among SXC Health Solutions, Inc., as borrower, SXC Health Solutions Corp., as one of the guarantors, Comet Merger Corporation, as one of the guarantors, the Lenders and L/C issuers party thereto, General Electric Capital Corporation, as administrative agent and GE Capital Markets, Inc., as sole lead arranger and book runner. | |
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(d)(1)
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Agreement and Plan of Merger dated as of February 25, 2008, by and among SXC Health Solutions Corp., SXC Health Solutions, Inc., Comet Merger Corporation, and National Medical Health Card Systems, Inc. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by SXC with the Securities and Exchange Commission on February 27, 2008) | |
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(d)(2)
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Stockholder Agreement dated as of February 25, 2008, by and among SXC Health Solutions Corp., New Mountain Partners, L.P. and National Medical Health Card Systems, Inc. (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by SXC with the Securities and Exchange Commission on February 27, 2008) | |
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(d)(3)
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Stockholder Agreement dated as of February 25, 2008, by and among SXC Health Solutions Corp., New Mountain Affiliated Investors, L.P. and National Medical Health Card Systems, Inc. (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed by SXC with the Securities and Exchange Commission on February 27, 2008) | |
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(d)(4)
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Registration Rights Agreement, dated as of February 25, 2008, by and between SXC Health Solutions Corp., New Mountain Partners, L.P., and New Mountain Affiliated Investors, L.P. (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by SXC with the Securities and Exchange Commission on February 27, 2008) | |
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(d)(5)
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Certificate of Amendment of Certificate of Designations, Preferences and Rights of Series A 7% Convertible Preferred Stock of National Medical Health Card Systems, Inc., dated February 26, 2008 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed by NMHC with the Securities and Exchange Commission on February 27, 2008) | |
(d)(6)
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Amendment to Agreement and Plan of Merger, dated as of April 29, 2008, by and among SXC Health Solutions Corp., SXC Health Solutions, Inc., Comet Merger Corporation, and National Medical Health Card Systems, Inc. | |
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(g)
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None | |
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(h)
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None |
1 Year Natl Medical Health Card Sys (MM) Chart |
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