AlerisLife Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2023-03-20: Form 8-K; Period of report 2023-03-20; Description 1.01 Entry into a Material Definitive Agreement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 1.01.
- 2023-02-03: Form 8-K; Period of report 2023-02-02; Description 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events; Details 1.01.
- 2022-11-10: Form 8-K; Period of report 2022-11-07; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
- 2022-11-02: Form 8-K; Period of report 2022-11-02; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2023-03-20 | 8-K | 2023-03-20 | 1.01 Entry into a Material Definitive Agreement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.01 Entry into a Material Definitive Agreement. 3.01 In connection with the consummation of the Merger, the Company (i) notified the Nasdaq Stock Market LLC (“Nasdaq”) of the consummation of the Merger and (ii) requested that Nasdaq (x) halt trading in the Shares following market close on the evening of March 17, 2023, and suspend trading of the Shares effective as of the morning of March 20, 2023, prior to market open, and (y) file with the SEC a Notification of Removal from Listing and/or Registration on Form 25 to delist and deregister the Shares under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). 3.03 The information contained in Items 1.01, 3.01 and 5.03 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03. 5.01 Upon the Effective Time, the Company became a wholly owned subsidiary of ABP. 5.02 In connection with the Merger, at the Effective Time, Barbara D. Gilmore, Jennifer B. Clark, Gerard M. Martin, Bruce M. Gans, and Donna D. Fraiche resigned as directors of the Company. 5.03 Pursuant to the terms of the Merger Agreement, as of the Effective Time, the Company’s amended and restated articles of incorporation were amended and restated in their entirety (the “Amended Articles of Incorporation”), and the Company’s amended and restated bylaws were amended and restated in their entirety (the “Amended Bylaws”). | tm238927d10_8k.htm |
| 2023-02-03 | 8-K | 2023-02-02 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On February 3, 2023, the Company issued a press release announcing the execution of the Merger Agreement. | tm235362d1_8k.htm |