| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | AHCO | Class A Common Stock | 11.9M | Feb 27, 2024 | Through Deerfield Partners, L.P. | F1, F2 | |||||
| holding | AHCO | Class A Common Stock | 1.71M | Feb 27, 2024 | Through Deerfield Private Design Fund IV, L.P. | F1, F2 | |||||
| holding | AHCO | Class A Common Stock | 20K | Feb 27, 2024 | Through Deerfield Management Company, L.P. | F1, F2, F3 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | AHCO | Series B-1 Convertible Preferred Stock | Feb 27, 2024 | Class A Common Stock | 1.8M | Through Deerfield Partners, L.P. | F1, F2, F4 | |||||||
| holding | AHCO | Series B-1 Convertible Preferred Stock | Feb 27, 2024 | Class A Common Stock | 10.6M | Through Deerfield Private Design Fund IV, L.P. | F1, F2, F4 | |||||||
| holding | AHCO | Private Placement Warrants | Feb 27, 2024 | Class A Common Stock | 1.64M | $11.50 | Through Deerfield Private Design Fund IV, L.P. | F1, F2, F5 |
| Id | Content |
|---|---|
| F1 | This Form 3 is being filed by the undersigned as well as the entities listed on the Joint Filer Information Statement attached as an exhibit hereto (the "Reporting Persons"). Deerfield Mgmt IV, L.P. is the general partner of Deerfield Private Design Fund IV, L.P. ("Fund IV"). Deerfield Mgmt, L.P. is the general partner of Deerfield Partners (collectively with Fund IV, the "Funds"). Deerfield Management Company, L.P. ("Deerfield Management") is the investment manager of the Funds. James E. Flynn is the sole member of the general partner of each of Deerfield Mgmt IV, L.P., Deerfield Mgmt, L.P. and Deerfield Management. |
| F2 | In accordance with Instruction 5 (b)(iv) to Form 3, the entire amount of the Issuer's securities held by the Funds is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. |
| F3 | Steven Hochberg, a partner in Deerfield Management, previously served as a director of the Issuer until the expiration of his term as a director upon the consummation of the Issuer's initial business combination. The Class A Common Stock owned by Steven Hochberg and reported herein is held for the benefit, and at the direction, of Deerfield Management. |
| F4 | Each share of Series B-1 Convertible Preferred Stock is convertible into 100 shares of Class A Common Stock (subject to adjustment) at any time and from time to time at the election of the holder thereof. The Series B-1 Convertible Preferred Stock has no expiration date. The terms of the Series B-1 Convertible Preferred Stock restrict the conversion of such shares to the extent that, upon such conversion, the number of shares of Class A Common Stock then beneficially owned by the holder and its affiliates and any other person or entities with which such holder would constitute a Section 13(d) "group" would exceed 4.9% of the total number of shares of Class A Common Stock then outstanding. |
| F5 | The terms of the warrants to which Fund IV has elected to be subject restrict the exercise of such warrants to the extent that, upon such exercise, the number of shares of Class A Common Stock then beneficially owned by the holder and its affiliates and any other person or entities with which such holder would constitute a Section 13(d) "group" would exceed 4.9% of the total number of shares of Class A Common Stock then outstanding. |
Please see Joint Filer Information Statement attached as Exhibit 99 hereto. Jonathan Isler, Attorney-in-Fact: Power of Attorney, which is hereby incorporated by reference to Exhibit 24 to a Form 4 with regard to DA32 Life Science Tech Acquisition Corp. filed with the Securities and Exchange Commission on August 3, 2021 by Deerfield Partners, L.P., Deerfield Mgmt, L.P., Deerfield Management Company, L.P. and James E. Flynn.