June 23, 2023 04:30 PM Eastern Daylight Time
NEW YORK–(THETECHMUSK=TTM)–MultiPlan Corporation (“MultiPlan” or the “Company”) (NYSE: MPLN), a leading value-added provider of data analytics and technology-enabled end-to-end cost management, payment and revenue integrity solutions to the U.S. healthcare industry, announced today that on May 31, 2023, a purported stockholder of MultiPlan filed a complaint in the Court of Chancery of the State of Delaware alleging that the record dates used for MultiPlan’s 2022 and 2023 annual meetings of stockholders held on April 26, 2022 and April 26, 2023, respectively, are invalid under Delaware corporate law. In order to remedy any technical defects under Delaware corporate law related to such meetings, the Board of Directors (the “Board”) of the Company has determined to hold a meeting of stockholders on August 4, 2023 (the “Stockholder Meeting”) to ask MultiPlan’s stockholders to vote again on certain matters previously presented to stockholders at MultiPlan’s 2022 and 2023 annual meetings. The Board has determined that the record date for the Stockholder Meeting will be July 6, 2023. Only stockholders of record at the close of business on that date may attend and vote at the Stockholder Meeting or any adjournment or postponement thereof.
Because the date of the Stockholder Meetings is more than 30 days from the anniversary of MultiPlan’s 2022 annual meeting of stockholders, the Company has set a new deadline for the receipt of stockholder proposals. In accordance with Rule 14a-8 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), any stockholder proposal intended to be considered for inclusion in the Company’s proxy materials for the Stockholder Meeting must be delivered to, or mailed to and received at, MultiPlan’s office located at MultiPlan Corporation, 16 Crosby Drive, Bedford, Massachusetts 01730-1402, Attention: Secretary, on or before the close of business on July 3, 2023, which the Company has determined to be a reasonable time before it expects to begin to print and distribute its proxy materials for the Stockholders Meeting. In addition to complying with this deadline, stockholder proposals intended to be considered for inclusion in the Company’s proxy materials for the Stockholder Meeting must also comply with all applicable SEC rules, including Rule 14a-8 of the Exchange Act, and MultiPlan’s Amended and Restated Bylaws (the “Bylaws”).
Under MultiPlan’s Bylaws, stockholders may also present a proposal or director nomination at the Stockholder Meeting if advance written notice is timely given to the Company, in accordance with the Bylaws. Because the date of the Stockholders Meeting will be more than 70 days after the anniversary of the 2022 annual meeting of stockholders, notice of such stockholder proposals or director nominations must be received by the Company on or before the close of business on July 3, 2023, the tenth day following the date of public announcement of the date of the Stockholders Meeting. To comply with the universal proxy rules under Rule 14a-19 of the Exchange Act, stockholders who intend to solicit proxies in support of director nominees other than the Company’s nominees must provide notice postmarked or transmitted electronically to the Company at its principal executive office that sets forth the information required by Rule 14a-19 under the Exchange Act no later than the close of business on July 3, 2023.
MultiPlan is committed to delivering affordability, efficiency and fairness to the US healthcare system by helping healthcare payors manage the cost of care, improve their competitiveness and inspire positive change. Leveraging sophisticated technology, data analytics and a team rich with industry experience, MultiPlan interprets customers’ needs and customizes innovative solutions that combine its payment and revenue integrity, network-based and analytics-based services. MultiPlan is a trusted partner to over 700 healthcare payors in the commercial health, government and property and casualty markets. For more information, visit multiplan.com.