CH4RTQU4NT wrote:
Dedo2015 wrote: I could not quite verify he sold 99% of his holdings. I do admit that I am not looking at SEDI filings, i find them a bit confusing, only EDGAR filings, so in the last S-1 he still owns a few million shares. These may have been awarded later so he could have sold all and then been awarded the shares he holds now. But he definitely owns a chunk of shares now. The problem is HLTH is new so no historical filings in the US EDGAR to fully follow the trail.
Yes, you're right. It appears he sold 99% of his original position and was then awarded shares May 26, 2015 which are restricted with a 6 month hold presumably? Very interesting.
https://www.sec.gov/Archives/edgar/data/1409916/000143245315000044/0001432453-15-000044.txt
<SEC-DOCUMENT>0001432453-15-000044.txt : 20150617 <SEC-HEADER>0001432453-15-000044.hdr.sgml : 20150617 <ACCEPTANCE-DATETIME>20150617162256 ACCESSION NUMBER: 0001432453-15-000044 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141027 FILED AS OF DATE: 20150617 DATE AS OF CHANGE: 20150617 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nobilis Health Corp. CENTRAL INDEX KEY: 0001409916 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-GENERAL MEDICAL & SURGICAL HOSPITALS, NEC [8062] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 BUSINESS ADDRESS: STREET 1: 4120 SOUTHWEST FREEWAY STREET 2: SUITE 150 CITY: HOUSTON STATE: TX ZIP: 77027 BUSINESS PHONE: 713-355-8614 MAIL ADDRESS: STREET 1: 4120 SOUTHWEST FREEWAY STREET 2: SUITE 150 CITY: HOUSTON STATE: TX ZIP: 77027 FORMER COMPANY: FORMER CONFORMED NAME: NORTHSTAR HEALTHCARE INC DATE OF NAME CHANGE: 20070816 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FLEMING HARRY JOSEPH CENTRAL INDEX KEY: 0001644749 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37349 FILM NUMBER: 15937409 MAIL ADDRESS: STREET 1: 4120 SOUTHWEST FREEWAY, SUITE 150 CITY: HOUSTON STATE: TX ZIP: 77027 </SEC-HEADER> <DOCUMENT> <TYPE>3 <SEQUENCE>1 <FILENAME>primary_doc.xml <DESCRIPTION>PRIMARY DOCUMENT <TEXT> <XML> <?xml version="1.0"?> <ownershipDocument> <schemaVersion>X0206</schemaVersion> <documentType>3</documentType> <periodOfReport>2014-10-27</periodOfReport> <noSecuritiesOwned>0</noSecuritiesOwned> <issuer> <issuerCik>0001409916</issuerCik> <issuerName>Nobilis Health Corp.</issuerName> <issuerTradingSymbol>HLTH</issuerTradingSymbol> </issuer> <reportingOwner> <reportingOwnerId> <rptOwnerCik>0001644749</rptOwnerCik> <rptOwnerName>FLEMING HARRY JOSEPH</rptOwnerName> </reportingOwnerId> <reportingOwnerAddress> <rptOwnerStreet1>4120 SOUTHWEST FREEWAY, SUITE 150</rptOwnerStreet1> <rptOwnerStreet2></rptOwnerStreet2> <rptOwnerCity>HOUSTON</rptOwnerCity> <rptOwnerState>TX</rptOwnerState> <rptOwnerZipCode>77027</rptOwnerZipCode> <rptOwnerStateDescription></rptOwnerStateDescription> </reportingOwnerAddress> <reportingOwnerRelationship> <isDirector>1</isDirector> <isOfficer>0</isOfficer> <isTenPercentOwner>0</isTenPercentOwner> <isOther>0</isOther> </reportingOwnerRelationship> </reportingOwner> <nonDerivativeTable> <nonDerivativeHolding> <securityTitle> <value>Common Shares</value> </securityTitle> <postTransactionAmounts> <sharesOwnedFollowingTransaction> <value>28755</value> </sharesOwnedFollowingTransaction> </postTransactionAmounts> <ownershipNature> <directOrIndirectOwnership> <value>D</value> </directOrIndirectOwnership> </ownershipNature> </nonDerivativeHolding> </nonDerivativeTable> <derivativeTable> <derivativeHolding> <securityTitle> <value>Restricted Share Units (RSU)</value> </securityTitle> <conversionOrExercisePrice> <footnoteId id="F2"/> </conversionOrExercisePrice> <exerciseDate> <footnoteId id="F1"/> </exerciseDate> <expirationDate> <footnoteId id="F1"/> </expirationDate> <underlyingSecurity> <underlyingSecurityTitle> <value>Common Shares</value> </underlyingSecurityTitle> <underlyingSecurityShares> <value> 2650000</value> </underlyingSecurityShares> </underlyingSecurity> <ownershipNature> <directOrIndirectOwnership> <value>D</value> </directOrIndirectOwnership> </ownershipNature> </derivativeHolding> </derivativeTable> <footnotes> <footnote id="F1">The RSUs vest on the demand of the Reporting Person, at which time, for each RSU that is vested, either (i) one share of common stock is issuable or (ii) a cash payment in an amount equal to the U.S. dollar equivalent of the market price per unit on the vesting.</footnote> <footnote id="F2">Each RSU represents the contingent right to receive either (i) one share of common stock upon vesting of the RSU or (ii) a cash payment in an amount equal to the U.S. dollar equivalent of the market price per unit on the vesting date.</footnote> </footnotes> <ownerSignature> <signatureName>/s/ Natalie Kurz, Attorney-in-Fact</signatureName> <signatureDate>2015-06-16</signatureDate> </ownerSignature> </ownershipDocument> </XML> </TEXT> </DOCUMENT> <DOCUMENT> <TYPE>EX-24 <SEQUENCE>2 <FILENAME>poafleming.txt <TEXT> LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these present, that the undersigned hereby constitutes and appoints each of Matthew Maruca or Natalie Kurz, or either of them acting singly and with full power of substitution, the undersigned's true and lawful attorney-in-fact to: 1. execute for and on behalf of the undersigned, in the undersigned's capacity as an officer or director or both of Nobilis Health Corp. (the "Company"),Forms 3, 4 and 5 (and any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules thereunder; 2. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission (the "SEC") and any securities exchange or similar authority, including without limitation the filing of a Form ID or any other documents necessary or appropriate to enable the undersigned to file the Forms 3, 4 and 5 electronically with the SEC; 3. seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to each of the undersigned's attorneys-in-fact appointed by this Limited Power of Attorney and approves and ratifies any such release of information; and 4. take any other action in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by or for, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney shall be in such form and shall contain such information and disclosure as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever required, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request and on the behalf of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with, or any liability for the failure to comply with, any provision of Section 16 of the Exchange Act. This Limited Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 or 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to each of the foregoing attorneys-in-fact. [SIGNATURE PAGE FOLLOWS] IN WITNESS WHEREOF, the undersigned has executed this Limited Power of Attorney as of this 26th day of May, 2015. Signed and acknowledged: /s/ Harry Fleming Signature Harry Fleming Printed Name </TEXT> </DOCUMENT> </SEC-DOCUMENT> -------------------------------------------------------
Nobilis Announces Closing of Bought Deal Financing of $70.6 Million
Read more at https://www.stockhouse.com/news/press-releases/2015/05/13/nobilis-announces-closing-of-bought-deal-financing-of-70-6-million#bTLFvvzdYPUE3FaO.99 All of the securities issued pursuant to the Offering (the "Securities") are subject to a minimum six month restricted period from Closing and will bear a restrictive legend. As a result, the securities may only be re-sold or transferred pursuant to an exemption under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or an effective Registration Statement. Under the terms of the Underwriting Agreement, the Company has agreed to use commercially reasonable efforts to file a Registration Statement with the SEC by August 31, 2015 in order to permit the re-sale and transfer of the Securities, without restriction.
Read more at https://www.stockhouse.com/news/press-releases/2015/05/13/nobilis-announces-closing-of-bought-deal-financing-of-70-6-million#bTLFvvzdYPUE3FaO.99