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): March 24, 2017
EHEALTH, INC. (Exact Name of Registrant as Specified in its Charter) |
Delaware | 001-33071 | 56-2357876 |
(State or other jurisdiction of | (Commission File Number) | (I.R.S. Employer |
incorporation) | Identification No.) | |
440 EAST MIDDLEFIELD ROAD
MOUNTAIN VIEW, CALIFORNIA 94043
(Address of principal executive offices) (Zip Code)
(650) 584-2700
(Registrant’s telephone number, including area code)
Not Applicable
(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))
Section 8 - Other Events
Item 8.01 Other Events
On March 24, 2017, the Company issued a press release announcing the completion of its strategic alternatives review and the anticipated date and time of the Company’s upcoming Investor Day. A copy of the press release is attached hereto as Exhibit 99.1.
This Current Report on Form 8-K contains forward-looking statements, including statements regarding the date and time of the Company’s upcoming Investor Day. These include statements regarding the Company’s receipt and consideration of proposals regarding strategic alternatives and the date and time for the Company’s upcoming investor day. These forward-looking statements are inherently subject to various risks and uncertainties that could cause actual results to differ materially from the statements made, including risks associated with the execution of our strategic plan and other factors that could cause operating, financial and other results to differ, which are described in eHealth’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission and available on the investor relations page of eHealth’s website at http://www.ehealthinsurance.com and on the Securities and Exchange Commission’s website at www.sec.gov. The Company undertakes no obligation to update any forward looking statement to conform to actual results or changes in intentions or expectations.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 24, 2017 | /s/ Scott Giesler | ||
Scott Giesler | |||
Senior Vice President and General Counsel | |||
EXHIBIT INDEX
Exhibit 99.1
eHealth, Inc. Announces Completion of Strategic Alternatives Review
Company Plans to Host an Investor Day on May 10, 2017
MOUNTAIN VIEW, Calif., March 24, 2017 – eHealth, Inc. (NASDAQ: EHTH), a leading private online health insurance exchange, announced today the completion of its previously announced review of strategic alternatives. eHealth received indications of interest to both acquire and invest in the Company during the process. After careful consideration, the board of directors has determined that the interests of the Company’s stockholders are best served by focusing on execution of the Company’s strategic business plan. The Company does from time-to-time receive indications of interest and have discussions regarding possible strategic alternatives and intends to consider proposals it receives in the future that it believes could result in the creation of stockholder value.
The Company intends to host an Investor Day on May 10, 2017 in New York City. A live webcast of the event will be accessible to the general public at approximately 9 a.m. ET on May 10 from the Investor Relations section of the Company's website http://ir.ehealthinsurance.com/. A replay of the webcast will be available later that day following the completion of the presentation, also accessible from the Investor Relations section of the Company's website. In-person attendance at the Investor Day requires advanced registration. Please email Kate Sidorovich, the Company’s Vice President, Investor Relations, at kate.sidorovich@ehealth.com for further information.
Forward-Looking Statements
This press release contains statements that are forward-looking statements as defined within the Private Securities Litigation Reform Act of 1995. These include statements regarding the Company’s receipt and consideration of proposals regarding strategic alternatives and the date and time for our upcoming investor day. These forward-looking statements are inherently subject to various risks and uncertainties that could cause actual results to differ materially from the statements made, including risks associated with the execution of our strategic plan and other factors that could cause operating, financial and other results to differ, which are described in eHealth’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission and available on the investor relations page of eHealth’s website at http://www.ehealthinsurance.com and on the Securities and Exchange Commission’s website at www.sec.gov. The Company undertakes no obligation to update any forward looking statement to conform to actual results or changes in intentions or expectations.
About eHealth, Inc.
eHealth, Inc. (NASDAQ: EHTH) owns eHealth.com, a leading private online health insurance exchange where individuals, families and small businesses can compare health insurance products from leading insurers side by side and purchase and enroll in coverage online. eHealth offers thousands of individual, family and small business health plans underwritten by many of the nation's leading health insurance companies. eHealth (through its subsidiaries) is licensed to sell health insurance in all 50 states and the District of Columbia. eHealth also
offers educational resources and powerful online and pharmacy-based tools to help Medicare beneficiaries navigate Medicare health insurance options, choose the right plan and enroll in select plans online through Medicare.com (www.Medicare.com), eHealthMedicare.com (www.eHealthMedicare.com) and PlanPrescriber.com (www.PlanPrescriber.com).
Investor Contact:
Kate Sidorovich, CFA Vice President, Investor Relations 650-210-3111 |