ATLANTA / Jul 29, 2025 / Business Wire / SunLink Health Systems, Inc. (“SunLink”) (NYSE American: SSY) today announced that SunLink convened its special meeting (the “Special Meeting”) of the holders of its common stock (the “Common Stock”) on July 29, 2029, and the holders of the Common Stock approved the adjournment of the Special Meeting. The Special Meeting will reconvene on Monday, August 4, 2025, at 10:00 a.m., Eastern Time, at Hyatt House Hotel, 3595 Cumberland Blvd., Atlanta, Georgia 30339. The record date for determination of the holders of the Common Stock entitled to notice of, and to vote at, the reconvened Special Meeting remains the close of business on June 20, 2025.
Any proxies previously submitted by the holders of the Common Stock with respect to the Special Meeting convened and adjourned on July 29, 2025, will continue to be counted. Such holders need not submit a new proxy in order for their votes to be counted. The holders of the Common Stock may revoke their proxies as set forth in the joint proxy statement/prospectus (the “Proxy Statement”) for the Special Meeting of SunLink stockholders to approve the proposed merger with Regional Health Properties, Inc. (“Regional”).
SunLink urges its stockholders of record as of June 20, 2025, to vote FOR the SunLink merger proposal (“Proposal 1”) and the SunLink advisory compensation Proposal (“Proposal 2”), each as outlined in the Proxy Statement. Approval of Proposal 1 (approval of the merger agreement with Regional and related transactions, including the merger) is of particular importance because such approval is a condition to the consummation of the merger with Regional. Although an overwhelming majority of votes cast to date have supported Proposal 1, approval of this proposal has a higher vote threshold and requires the affirmative vote of the holders of a majority of the shares of Common Stock outstanding and entitled to vote at the Special Meeting. The merger cannot be consummated unless Proposal 1 approving the merger agreement and the transactions contemplated thereby, including the merger, is approved by SunLink stockholders.
The SunLink Board of Directors unanimously recommends that SunLink shareholders vote “FOR” the approval of the SunLink merger proposal by voting FOR Proposal 1.
EVERY VOTE MATTERS – NO MATTER HOW MANY SHARES YOU OWN
Holders of record may vote by proxy or in person at the reconvened Special Meeting. If you hold your shares of Common Stock in your name as a holder of record, to submit a proxy, you, as a SunLink shareholder, may use one of the following methods:
If you submit your proxy via the Internet or by telephone, you must do so no later than 11:59 p.m., Eastern time, on August 3, 2025. If you vote by mail, your proxy card must be received no later than 11:59 p.m., Eastern time, on August 3, 2025.
Assistance
If you need assistance with voting via the Internet, voting by telephone or completing your proxy card, or have questions regarding the Special Meeting, please contact SunLink at (770) 933-7000.
About SunLink Health Systems, Inc.
SunLink Health Systems, Inc., headquartered in Atlanta, Georgia, is the parent company of subsidiaries that own and operate Carmichael’s Cashway Pharmacy. For more information, visit https://www.sunlinkhealth.com.
NO OFFER OR SOLICITATION
Communications in this press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any proxy vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the “Securities Act”).
ADDITIONAL INFORMATION
The proposed merger will be submitted to Regional and SunLink shareholders for their consideration. In connection with the proposed merger, Regional filed a Registration Statement on Form S-4 (File No. 333-286975) (the “Registration Statement”) with the U.S. Securities and Exchange Commission (the “SEC”) that includes a joint proxy statement/prospectus for Regional and SunLink, which was sent to common stock shareholders of Regional and common stock shareholders of SunLink on or about June 30, 2025.
INVESTORS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE CORRESPONDING JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, TOGETHER WITH ALL AMENDMENTS AND SUPPLEMENTS TO THOSE DOCUMENTS, AS THEY WILL CONTAIN IMPORTANT INFORMATION.
You are able to obtain a copy of the joint proxy statement/prospectus, as well as other filings containing information about SunLink and Regional, without charge, at the SEC’s website (http://www.sec.gov) or by accessing SunLink’s website (http://www.sunlinkhealth.com) under the tab “Investors” or by accessing Regional’s website (http://www.regionalhealthproperties.com) under the tab “Investor Relations.” Copies of the joint proxy statement/prospectus have been mailed to the shareholders of SunLink and Regional who are, as of the respective record dates, entitled to vote on the merger, copies can also be obtained, without charge, by directing a request to Investor Relations, SunLink Health Systems, Inc., 900 Circle 75 Parkway, Suite 690, Atlanta, Georgia, 30339, telephone 770-933-7004 or to Investor Relations, Regional Health Properties, Inc., 1050 Crown Pointe Parkway, Suite 720, Atlanta, Georgia, 30338, telephone 678-869-5116.
SunLink and Regional and certain of their directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of SunLink and Regional in connection with the proposed merger. Information about the directors and executive officers of SunLink is set forth in Part III of SunLink’s Amendment No. 1 to Annual Report on Form 10-K/A for the fiscal year ended June 30, 2024, which information may be updated by SunLink from time to time in subsequent filings with the SEC. Information about the directors and executive officers of Regional is set forth in Part III of Regional’s Annual Report on Form 10-K for the year ended December 31, 2024, which information may be updated by Regional from time to time in subsequent filings with the SEC. Additional information about the interests of those participants and other persons who may be deemed participants in the transaction may also be obtained by reading the joint proxy statement/prospectus relating to the proposed merger. Free copies of this document may be obtained as described above.
Forward-Looking Statements
This press release contains forward-looking statements made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements can often, but not always, be identified by the use of words like “believe”, “continue”, “pattern”, “estimate”, “project”, “intend”, “anticipate”, “expect” and similar expressions or future or conditional verbs such as “will”, “would”, “should”, “could”, “might”, “can”, “may”, or similar expressions. These forward-looking statements include, but are not limited to, statements relating to the expected timing and benefits of the proposed merger between Regional and SunLink, including statements of Regional’s goals, intentions and expectations; and statements regarding Regional’s business plan and growth strategies.
These forward-looking statements are subject to significant risks, assumptions and uncertainties that may cause results to differ materially from those set forth in forward-looking statements, including, among other things:
Neither SunLink nor Regional undertake any obligation to update any forward-looking statement, whether written or oral, relating to the matters discussed in this Current Report on Form 8-K. In addition, SunLink’s and Regional’s past results of operations do not necessarily indicate either of their anticipated future results, whether the merger is effectuated or not.
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Market Cap: | US$8.290M |
February 12, 2025 November 12, 2024 |
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