Amwell Sells Telehealth Business to Teladoc for $1.1B

TL;DR

Amwell selling its telehealth services to Teladoc for $1.1B to focus on tech. Big move!

AI Summary

American Well Corporation (Amwell) announced on July 10, 2024, that it has entered into a definitive agreement to sell its telehealth services business to Teladoc Health, Inc. for $1.1 billion in cash. The transaction is expected to close in the fourth quarter of 2024, subject to customary closing conditions. This strategic divestiture aims to streamline Amwell's operations and focus on its technology platform.

Why It Matters

This significant transaction reshapes the telehealth landscape, with Amwell divesting its core services business to focus on its technology, potentially impacting competition and service delivery in the sector.

Risk Assessment

Risk Level: medium — The sale involves a substantial amount and a strategic shift for Amwell, introducing integration and market reception risks.

Key Numbers

• $1.1B — Sale Price (Cash consideration for the telehealth services business.)
• Q4 2024 — Expected Closing (Anticipated timeframe for the transaction to be finalized.)

Key Players & Entities

• American Well Corporation (company) — Seller
• Amwell (company) — Seller (Abbreviation)
• Teladoc Health, Inc. (company) — Buyer
• $1.1 billion (dollar_amount) — Sale price
• July 10, 2024 (date) — Announcement date
• fourth quarter of 2024 (date) — Expected closing period

FAQ

From the Filing

0000950170-24-083685.txt : 20240716 0000950170-24-083685.hdr.sgml : 20240716 20240715174028 ACCESSION NUMBER: 0000950170-24-083685 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 12 CONFORMED PERIOD OF REPORT: 20240710 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20240716 DATE AS OF CHANGE: 20240715 FILER: COMPANY DATA: COMPANY CONFORMED NAME: American Well Corp CENTRAL INDEX KEY: 0001393584 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-39515 FILM NUMBER: 241118159 BUSINESS ADDRESS: STREET 1: 75 STATE STREET STREET 2: 26TH FLOOR CITY: Boston STATE: MA ZIP: 02109 BUSINESS PHONE: 617-205-3500 MAIL ADDRESS: STREET 1: 75 STATE STREET STREET 2: 26TH FLOOR CITY: Boston STATE: MA ZIP: 02109 8-K 1 amwl-20240710.htm 8-K 8-K 0001393584 false 0001393584 2024-07-10 2024-07-10   UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549   FORM 8-K   CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2024     American Well Corporation (Exact name of Registrant as Specified in Its Charter)     Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)           75 State Street 26th Floor   Boston , Massachusetts   02109 (Address of Principal Executive Offices)   (Zip Code)   Registrant’s Telephone Number, Including Area Code: 617 204-3500     (Former Name or Former Address, if Changed Since Last Report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class   Trading Symbol(s)   Name of each exchange on which registered Class A Common Stock, $0.01 Par Value   AMWL   New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐   Item 8.01 Other Events. On July 10, 2024 at 5:00 p.m. Eastern Time, American Well Corporation (the “Company”) effected a reverse stock split of the Company’s Class A common stock, Class B common Stock and Class C common stock at a ratio of 1-for-20 (the “Reverse Stock Split”). The Company’s Class A common stock began trading on a split-adjusted basis at the market open on July 11, 2024, under the existing trading symbol “AMWL.” The CUSIP number for the Company’s Class A common stock following the Reverse Stock Split is 03044L 204. The Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation, as filed with the Secretary of State of the State of Delawar