Special Meetings to Be Held on October 29, 2020
Unanimously Recommend Stockholders Vote "For"
the Merger and Other Proposals Set Forth in the Definitive Proxy Statement
Transaction on Track to Close by End of Fourth Quarter of 2020
PURCHASE, NY and MOUNTAIN VIEW, Calif., Sept. 16, 2020 (GLOBE NEWSWIRE) -- Teladoc Health (TDOC), the global leader in virtual care, and Livongo (LVGO), the leading Applied Health Signals company, have filed the definitive joint proxy statement and prospectus with the U.S. Securities and Exchange Commission in connection with the proposed merger of the two companies. The definitive joint proxy statement and prospectus is being mailed to all Teladoc Health and Livongo stockholders entitled to vote.
The Teladoc Health Special Meeting of stockholders is scheduled to take place on October 29, 2020, at 11:00 a.m., Eastern Time, and will be held virtually. All stockholders of record of Teladoc Health common stock as of the close of business on September 8, 2020, will be entitled to vote at the meeting.
The Livongo Special Meeting of stockholders is scheduled to take place on October 29, 2020, at 11:00 a.m., Eastern Time, and will be held virtually. All stockholders of record of Livongo common stock as of the close of business on September 8, 2020, will be entitled to vote at the meeting.
The Teladoc and Livongo Boards of Directors each unanimously recommends their respective stockholders vote "For" the proposed merger and other proposals set forth in the definitive joint proxy statement and prospectus. As set forth in the definitive joint proxy statement and prospectus, each share of Livongo will be exchanged for 0.5920 shares of Teladoc Health plus cash consideration of $4.24. Additionally, prior to the closing of the merger, Livongo will pay a cash dividend of $7.09 per share of Livongo common stock to stockholders of Livongo as of a record date immediately prior to closing of the merger.
Together, Teladoc Health and Livongo will provide a consumer centered virtual care platform for the full spectrum of health needs, creating a new standard in global healthcare delivery, access and an improved consumer experience. Other highlights of the transaction include:
- Delivering significant financial benefits and value creation for shareholders through clearly identifiable run-rate revenue synergies of $100 million by 2022 and $500 million by 2025, and $60 million in run-rate cost synergies by 2022.
- Providing consumers with a single access point for whole-person care regardless of clinical situation, driving better health outcomes, lower costs and consumer experience.
- Reducing costs for payors and employers with the broadest portfolio of integrated, data-driven virtual care solutions.
- Enabling providers to achieve system-wide virtualization of care and become a critical partner in whole-person care.
The combination remains on track to close by the end of the fourth quarter of 2020, subject to approval byTeladoc Health and Livongo stockholders and other customary closing conditions.
Teladoc Health stockholders who need assistance completing the proxy card, need additional copies of the proxy materials, or have questions regarding the Teladoc Health Special Meeting may contact Teladoc Health's proxy solicitors: