Blog: R1 RCM INC. : Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K) – marketscreener.com

Item 7.01 Regulation FD Disclosure

R1 RCM Inc. (the “Company”) has prepared an investor presentation for use at the
40th Annual J.P. Morgan Healthcare Conference on Monday, January 10, 2022 at
11:15 a.m., Eastern Time. A copy of the investor presentation is furnished as
Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein
solely for purposes of this Item 7.01 disclosure. A live audio webcast and
replay of the presentation will be available on the Investor Relations section
of the Company’s website at r1rcm.com. The archived webcast and the slides
contained in Exhibit 99.1 will also be available for 30 days following the
presentation on the Investor Relations section of the Company’s website.

The investor presentation, the Company’s website and the other information in
this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed
“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, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as expressly
set forth by specific reference in such filing.

Additional Information and Where to Find It

This Current Report on Form 8-K includes information regarding the proposed
transaction between the Company and Cloudmed, a leader in Revenue Intelligence™
solutions for healthcare providers. This Current Report on Form 8-K does not
constitute an offer to sell or exchange, or the solicitation of an offer to buy
or exchange, any securities, nor shall there be any sale of securities in any
jurisdiction in which such offer, sale or exchange would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction. The Company intends to file a registration statement on Form S-4
with the U.S. Securities and Exchange Commission (the “SEC”), which will include
a document that serves as a prospectus and proxy statement of the Company,
referred to as a proxy statement / prospectus. A proxy statement / prospectus
will be sent to all shareholders of the Company. The Company also will file
other documents regarding the proposed transaction with the SEC. Before making
any voting decision, investors and security holders of the Company are urged to
read the registration statement, the proxy statement / prospectus and all other
relevant documents filed or that will be filed with the SEC in connection with
the proposed transaction as they become available because they will contain
important information about the proposed transaction.

Investors and security holders will be able to obtain free copies of the
registration statement, the proxy statement / prospectus and all other relevant
documents filed or that will be filed with the SEC by the Company through the
website maintained by the SEC at http://www.sec.gov.

The documents filed by the Company with the SEC also may be obtained free of
charge at the Company’s website at https://r1rcm.com or upon written request to
434 W. Ascension Way, 6th Floor, Murray, Utah 84123.

Participants in Solicitation

The Company and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the Company’s shareholders in
connection with the proposed transaction. A list of the names of such directors
and executive officers and information regarding their interests in the proposed
transaction will be contained in the proxy statement / prospectus when
available. You may obtain free copies of these documents as described in the
preceding paragraph.

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Forward-Looking Statements

This Current Report on Form 8-K includes information that may constitute
“forward-looking statements” made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995 and Section 21E of the
Securities Exchange Act of 1934, as amended. Forward-looking statements
generally relate to future events and relationships, plans, future growth and
future performance, including, but not limited to, statements about the expected
timing, completion and effects of the proposed transaction, our strategic
initiatives, our capital plans, our costs, our ability to successfully implement
new technologies, our future financial and operational performance and our
liquidity. These statements are often identified by the use of words such as
“anticipate,” “believe,” “estimate,” “expect,” “intend,” “designed,” “may,”
“plan,” “predict,” “project,” “target,” “contemplate,” “would,” “seek,” “see”
and similar expressions or variations or negatives of these words, although not
all forward-looking statements contain these identifying words. These statements
are based on various assumptions, whether or not identified in this
presentation, and on the current expectations of the Company’s and Cloudmed’s
management and are not predictions of actual performance. These forward-looking
statements are provided for illustrative purposes only and are not intended to
serve as, and must not be relied on by any investor as, a guarantee, assurance,
prediction or definitive statement of fact or probability. Actual outcomes and
results may differ materially from those contemplated by these forward-looking
statements as a result of uncertainties, risks, and changes in circumstances,
including but not limited to risk and uncertainties related to: (i) the ability
of the parties to consummate the proposed transaction in a timely manner or at
all; (ii) satisfaction of the conditions precedent to the consummation of the
proposed transaction, including the receipt of required regulatory and
shareholder approvals; (iii) the Company’s ability to timely and successfully
achieve the anticipated benefits and potential synergies of the proposed
transaction, and (iv) the impact of health epidemics, including the COVID-19
pandemic, on our business and any actions that we may take in response thereto.
Additional risks and uncertainties that could cause actual outcomes and results
to differ materially from those contemplated by the forward-looking statements
are included under the heading “Risk Factors” in our annual report on Form 10-K
for the year ended December 31, 2020, our quarterly reports on Form 10-Q, the
registration statement on Form S-4 and the proxy statement included therein that
will be filed relating to the transactions described herein and any other
periodic reports that we file with the SEC. The foregoing list of factors is not
exhaustive. All forward-looking statements included herein are expressly
qualified in their entirety by these cautionary statements as of the date hereof
and involve many risks and uncertainties that could cause our actual results to
differ materially from those expressed or implied in our forward-looking
statements. Subsequent events and developments, including actual results or
changes in our assumptions, may cause our views to change. The Company assumes
no obligation and does not intend to update these forward-looking statements,
except as required by law. You are cautioned not to place undue reliance on such
forward-looking statements.

This Current Report on Form 8-K shall not constitute a solicitation of a proxy,
consent or authorization with respect to any securities or in respect of the
proposed transactions.


Item 9.01  Financial Statements and Exhibits

(d)          Exhibit Number      Description
                  99.1             Presentation dated January 1    0    , 202    2
                   104           Cover Page Interactive Data File - the cover page iXBRL tags are
                                 embedded within the Inline XBRL document.



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