An added fillip to Babylon Health’s going private under a ‘Take Private Proposal’ is the inclusion of administration in the UK. This was revealed in their 8-K (001-40952) filed on Wednesday with the Securities and Exchange Commission (SEC). It states that the Framework Implementation Agreement ‘contemplates’ that part of the Take Private Proposal will involve the appointment of administrators, the British form of the US Chapter 11 reorganization procedure. Specifically, the Babylon Holdings Limited board will request that administrators be appointed by the High Court in London. These administrators will then supervise the transfer of assets from Babylon Holdings Limited to Babylon Group Holdings Limited and then their sale to the ‘NewCo’ formed after the reorganization by AlbaCore Capital as the Go-Forward Business. Any assets or subsidiaries not transferred will be dissolved along with Babylon Holdings Limited.
This was not disclosed in the press release or the earnings announcements. Our article yesterday.
The pertinent paragraphs (the last two above ‘Forward Looking Statements’) also reinforce that ordinary Class A shareholders and holders of other equity instruments receive nothing. With the shares on the NYSE trading at $1.19 (1pm EDT 11 May), they are almost there.
One wonders if the NHS and private users of Babylon Health’s apps are aware of this development buried in an 8-K filed in the US.
Hat tip to Ari Gottlieb of A2 Strategy via LinkedIn, who read the 8-K, noticed this in his posting (recommended reading), and has had watch on Babylon for some time.