Item 9.01. Financial Statements and Exhibits.
Explanatory Note
As previously announced, on December 1,
2020, the Company entered into a definitive agreement to acquire AeroCare Holdings, Inc. (“AeroCare”). For further
information related to the proposed acquisition, please see the Company’s Current Report on Form 8-K filed December 7,
2020. The acquisition of AeroCare has not yet been consummated, and there can be no assurance that the transaction will be consummated
as contemplated.
Additionally, as previously announced, on
July 1, 2020, the Company completed the acquisition of Solara Holdings, LLC. For further information related to the acquisition,
please see the Company’s Current Report on Form 8-K filed July 2, 2020.
(a) Financial Statements of Businesses Acquired.
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The audited consolidated financial statements of AeroCare Holdings, Inc. as of December 31, 2019 and 2018 and
for the years then ended and the related notes to the financial statements are incorporated
herein by reference to Exhibit 99.3 to this Current Report on Form 8-K.
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The unaudited consolidated interim financial statements of AeroCare Holdings, Inc. as of September 30, 2020 and December 31,
2019 and for the nine months ended September 30, 2020 and 2019, and the related notes to the financial statements are incorporated
herein by reference to Exhibit 99.4 to this Current Report on Form 8-K.
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The unaudited consolidated interim financial statements of Solara Medical Supplies, LLC as of June 30, 2020 and December 31,
2019 and for the three and six months ended June 30, 2020 and 2019, and the related notes to the financial statements are
incorporated herein by reference to Exhibit 99.5 to this Current Report on Form 8-K.
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(b) Pro Forma Financial Information.
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The unaudited pro forma condensed combined financial information, and the related notes thereto, of AdaptHealth Corp. as of
and for the nine months ended September 30, 2020 and for the year ended December 31, 2019 are incorporated herein by
reference to Exhibit 99.6 to this Current Report on Form 8-K.
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(d) Exhibits
23.1
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Consent of KPMG LLP
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99.1
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Press Release, dated December 14, 2020
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99.2
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Excerpt from AdaptHealth LLC’s confidential preliminary offering memorandum, dated December 14, 2020
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99.3
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Audited consolidated financial statements of AeroCare Holdings, Inc. as of December 31, 2019 and 2018 and for the years ended December 31, 2019 and 2018
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99.4
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Unaudited consolidated interim financial statements of AeroCare Holdings, Inc. as of September 30, 2020 and December 31, 2019 and for the nine months ended September 30, 2020 and 2019
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99.5
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Unaudited consolidated interim financial statements of Solara Medical Supplies, LLC as of June 30, 2020 and December 31, 2019 and for the three and six months ended June 30, 2020 and 2019
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99.6
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Unaudited
pro forma condensed combined financial information, and the related notes thereto, of AdaptHealth Corp. as of and for the
nine months ended September 30, 2020 and 2019 and for the year ended December 31, 2019
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104
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The cover page from this Current Report on Form 8-K, formatted in Inline XBRL
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Forward-looking Statements
This Current Report on Form 8-K includes
certain statements that are not historical facts but are forward-looking statements for purposes of the safe harbor provisions
under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied
by words such as “believe,” “may,” “will,” “estimate,” “continue,”
“anticipate,” “intend,” “expect,” “should,” “would,” “plan,”
“predict,” “potential,” “seem,” “seek,” “future,” “outlook,”
and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These
forward-looking statements include, but are not limited to, statements regarding projections, estimates and forecasts of revenue
and other financial and performance metrics, projections of market opportunity and expectations, the Company’s acquisition
pipeline and the impact of the coronavirus (COVID-19) pandemic and our response to it. These statements are based on various assumptions
and on the current expectations of Company management and are not predictions of actual performance. These forward-looking statements
are provided for illustrative purposes only and are not intended to serve as, and must not be relied on, by any investor as, a
guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult
or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of the Company.
These forward-looking statements are subject
to a number of risks and uncertainties, including the outcome of judicial and administrative proceedings to which the Company may
become a party or governmental investigations to which the Company may become subject that could interrupt or limit the Company’s
operations, result in adverse judgments, settlements or fines and create negative publicity; changes in the Company’s clients’
preferences, prospects and the competitive conditions prevailing in the healthcare sector; and the impact of the coronavirus (COVID-19)
pandemic and the Company’s response to it. A further description of such risks and uncertainties can be found in the Company’s
filings with the Securities and Exchange Commission. If the risks materialize or assumptions prove incorrect, actual results could
differ materially from the results implied by these forward-looking statements. There may be additional risks that the Company
presently knows or that the Company currently believes are immaterial that could also cause actual results to differ from those
contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations,
plans or forecasts of future events and views as of the date of this press release. The Company anticipates that subsequent events
and developments will cause the Company’s assessments to change. However, while the Company may elect to update these forward-looking
statements at some point in the future, the Company specifically disclaims any obligation to do so. These forward-looking statements
should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release.
Accordingly, undue reliance should not be placed upon the forward-looking statements.