Statistik Asas
LEI | 549300JMF6BE0NGN4Q45 |
CIK | 1610092 |
SEC Filings
SEC Filings (Chronological Order)
February 20, 2020 |
DPLO / Diplomat Pharmacy, Inc. 15-12B - - 15-12B 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-36677 DIPLOMAT PHARMACY, INC. (Exact name of registrant as specif |
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February 14, 2020 |
DPLO / Diplomat Pharmacy, Inc. / Hagerman Philip R - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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February 14, 2020 |
DPLO / Diplomat Pharmacy, Inc. / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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February 13, 2020 |
DPLO / Diplomat Pharmacy, Inc. / Flynn James E Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. |
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February 12, 2020 |
DPLO / Diplomat Pharmacy, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Diplomat Pharmacy Inc Title of Class of Securities: Common Stock CUSIP Number: 25456K101 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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February 10, 2020 |
Amended and Restated Bylaws of the Company. EX-3.2 3 tm207031d2ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF DIPLOMAT PHARMACY, INC. (Effective as of February 10, 2020) ARTICLE I OFFICES AND RESIDENT AGENT SECTION 1.1. REGISTERED OFFICE. The registered office of the corporation (the “Corporation”) shall be located within the State of Michigan as set forth in the Corporation’s articles of incorporation, as amended or resta |
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February 10, 2020 |
EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on February 21, 2020, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12 |
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February 10, 2020 |
As filed with the Securities and Exchange Commission on February 10, 2020 As filed with the Securities and Exchange Commission on February 10, 2020 Registration No. |
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February 10, 2020 |
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): February 10, 2020 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction (Commission File (I.R.S. Em |
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February 10, 2020 |
Amended and Restated Articles of Incorporation of the Company. Exhibit 3.1 FOURTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF DIPLOMAT PHARMACY, INC. Pursuant to the provisions of Act 284, Public Acts of 1972, the undersigned executes the following Articles of Incorporation: FIRST: The present name of the corporation is Diplomat Pharmacy, Inc. (the “Corporation”). SECOND: The identification number assigned by the Bureau is: 800102021. THIRD: There are n |
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February 10, 2020 |
DPLO / Diplomat Pharmacy, Inc. S-8 POS - - S-8 POS As filed with the Securities and Exchange Commission on February 10, 2020 Registration No. |
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February 7, 2020 |
UNH / UnitedHealth Group Inc. SC TO-T/A - - SC TO-T/A SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) DIPLOMAT PHARMACY, INC. (Name of Subject Company (Issuer)) DENALI MERGER SUB, INC. (Offeror) a direct wholly owned subsidiary of UNITEDHEALTH GROUP INCORPORATED (Ultimate Parent of Offeror) ( |
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February 7, 2020 |
DPLO / Diplomat Pharmacy, Inc. SC 14D9/A - - SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 3) DIPLOMAT PHARMACY, INC. (Name of Subject Company) DIPLOMAT PHARMACY, INC. (Name of Persons Filing Statement) Common Stock, no par value per share (Title of Class of Securities) 254 |
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January 29, 2020 |
DPLO / Diplomat Pharmacy, Inc. CORRESP - - SIDLEY AUSTIN LLP ONE SOUTH DEARBORN STREET CHICAGO, IL 60603 +1 312 853 7000 +1 312 853 7036 FAX AMERICA · ASIA PACIFIC · EUROPE +1 312 853 2060 GGERSTMAN@SIDLEY. |
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January 29, 2020 |
DPLO / Diplomat Pharmacy, Inc. SC 14D9/A - - SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 2) DIPLOMAT PHARMACY, INC. (Name of Subject Company) DIPLOMAT PHARMACY, INC. (Name of Persons Filing Statement) Common Stock, no par value per share (Title of Class of Securities) 254 |
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January 29, 2020 |
UNH / UnitedHealth Group Inc. SC TO-T/A - - SC TO-T/A SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) DIPLOMAT PHARMACY, INC. (Name of Subject Company (Issuer)) DENALI MERGER SUB, INC. (Offeror) a direct wholly owned subsidiary of UNITEDHEALTH GROUP INCORPORATED (Ultimate Parent of Offeror) ( |
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January 22, 2020 |
DPLO / Diplomat Pharmacy, Inc. SC 14D9/A - - SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 (Amendment No. 1) DIPLOMAT PHARMACY, INC. (Name of Subject Company) DIPLOMAT PHARMACY, INC. (Name of Persons Filing Statement) Common Stock, no par value per share (Title of Class of Securities) 254 |
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January 22, 2020 |
UNH / UnitedHealth Group Inc. SC TO-T/A - - SC TO-T/A SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) DIPLOMAT PHARMACY, INC. (Name of Subject Company (Issuer)) DENALI MERGER SUB, INC. (Offeror) a direct wholly owned subsidiary of UNITEDHEALTH GROUP INCORPORATED (Ultimate Parent of Offeror) ( |
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January 9, 2020 |
Offer to Purchase, dated January 9, 2020. EX-99.a.1.A Table of Contents Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Common Stock of DIPLOMAT PHARMACY, INC. at $4.00 per share, net in cash by DENALI MERGER SUB, INC. a direct wholly owned subsidiary of UNITEDHEALTH GROUP INCORPORATED THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:01 A.M., NEW YORK CITY TIME, ON FEBRUARY 7, 2020, UNLESS EXTENDED OR EARLIER TERMI |
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January 9, 2020 |
EX-99.a.1.B Exhibit (a)(1)(B) Letter of Transmittal To Tender Shares of Common Stock of DIPLOMAT PHARMACY, INC. at $4.00 per share, net in cash pursuant to the Offer to Purchase dated January 9, 2020 by DENALI MERGER SUB, INC. a direct wholly owned subsidiary of UNITEDHEALTH GROUP INCORPORATED The undersigned represents that I (we) have full authority to surrender without restriction the certifica |
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January 9, 2020 |
Exhibit (e)(5) November 25, 2019 David Loschinskey [***] Dear Dave: As you are aware, Diplomat Pharmacy, Inc. |
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January 9, 2020 |
Form of Notice of Guaranteed Delivery. EX-99.a.1.C Exhibit (a)(1)(C) Notice of Guaranteed Delivery for Tender of Shares of Common Stock of DIPLOMAT PHARMACY, INC. at $4.00 per share, net in cash, pursuant to the Offer to Purchase dated January 9, 2020 by DENALI MERGER SUB, INC. a direct wholly owned subsidiary of UNITEDHEALTH GROUP INCORPORATED THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:01 A.M., NEW YORK CITY TIME, ON FEBRUARY 7 |
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January 9, 2020 |
DPLO / Diplomat Pharmacy, Inc. SC 14D9 - - SC 14D9 Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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January 9, 2020 |
Exhibit (e)(28) Excerpts from Diplomat Pharmacy Inc.’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 24, 2019. Director Compensation Non-employee directors of the Board receive a mix of cash and share-based compensation. The compensation mix is intended to encourage non-employee directors to continue Board service, further align the interests |
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January 9, 2020 |
EX-99.A.1.E 6 d769985dex99a1e.htm EX-99.A.1.E Exhibit (a)(1)(E) Offer to Purchase for Cash All Outstanding Shares of Common Stock of DIPLOMAT PHARMACY, INC. at $4.00 per share, net in cash, pursuant to the Offer to Purchase dated January 9, 2020 by DENALI MERGER SUB, INC. a direct wholly owned subsidiary of UNITEDHEALTH GROUP INCORPORATED THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:01 A.M., |
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January 9, 2020 |
EX-99.a.1.D Exhibit (a)(1)(D) Offer to Purchase for Cash All Outstanding Shares of Common Stock of DIPLOMAT PHARMACY, INC. at $4.00 per share, net in cash, pursuant to the Offer to Purchase dated January 9, 2020 by DENALI MERGER SUB, INC. a direct wholly owned subsidiary of UNITEDHEALTH GROUP INCORPORATED THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:01 A.M., NEW YORK CITY TIME, ON FEBRUARY 7, |
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January 9, 2020 |
Summary Advertisement published in The New York Times on January 9, 2020. EX-99.a.1.F Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely pursuant to the Offer to Purchase (as defined below), dated January 9, 2020, and the accompanying Letter of Transmittal (as defined below) and any amendments or supplements to such Offer to Purchase or Letter o |
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January 9, 2020 |
UNH / UnitedHealth Group Inc. SC TO-T - - SC TO-T SC TO-T 1 d769985dsctot.htm SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 DIPLOMAT PHARMACY, INC. (Name of Subject Company (Issuer)) DENALI MERGER SUB, INC. (Offeror) a direct wholly owned subsidiary of UNITEDHEALTH GROUP INCORPORATED (Ultimate Parent of Of |
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December 31, 2019 |
DPLO / Diplomat Pharmacy, Inc. SC14D9C - - SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 DIPLOMAT PHARMACY, INC. (Name of Subject Company) DIPLOMAT PHARMACY, INC. (Name of Persons Filing Statement) Common Stock, no par value per share (Title of Class of Securities) 25456K 101 (CUSIP Num |
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December 31, 2019 |
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): December 27, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction of (Commission File Number) |
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December 19, 2019 |
DPLO / Diplomat Pharmacy, Inc. / Unitedhealth Group Inc - SC 13D Activist Investment SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Diplomat Pharmacy, Inc. (Name of Issuer) Common Stock, No Par Value (Title of Class of Securities) 25456K101 (CUSIP Number) Marianne D. Short Executive Vice President and Chief Legal Officer UnitedHealth Group Center 9900 Bren Road East Minnetonka, Minnesota 553 |
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December 19, 2019 |
EX-99.3 2 d851997dex993.htm EX-99.3 Exhibit 3 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, no par value per share, of Diplomat Pharmacy, Inc., a Michigan corpo |
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December 10, 2019 |
DPLO / Diplomat Pharmacy, Inc. SC14D9C - - SC14D9C SC14D9C 1 a19-247503sc14d9c.htm SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 DIPLOMAT PHARMACY, INC. (Name of Subject Company) DIPLOMAT PHARMACY, INC. (Name of Persons Filing Statement) Common Stock, no par value per share (Title of Cl |
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December 10, 2019 |
UNH / UnitedHealth Group Inc. SC TO-C - - SC TO-C SC TO-C 1 d836797dsctoc.htm SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 DIPLOMAT PHARMACY, INC. (Name of Subject Company (Issuer)) DENALI MERGER SUB, INC. (Offeror) a direct wholly-owned subsidiary of UNITEDHEALTH GROUP INCORPORATED (Ultimate Parent of Of |
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December 10, 2019 |
EX-99.(a)(5)(D) Exhibit (a)(5)(D) Dear Diplomat Colleagues, Yesterday, OptumRx – the pharmacy care services business of Optum, which is part of UnitedHealth Group – and Diplomat, announced plans to combine businesses. This combination supports a shared focus on creating smarter health care connections to help millions of consumers realize improved care, lowered costs and better experiences. This i |
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December 10, 2019 |
EX-99.1 2 a19-247503ex99d1.htm EX-99.1 Exhibit 99.1 Dear Diplomat Colleagues, Yesterday, OptumRx — the pharmacy care services business of Optum, which is part of UnitedHealth Group — and Diplomat, announced plans to combine businesses. This combination supports a shared focus on creating smarter health care connections to help millions of consumers realize improved care, lowered costs and better e |
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December 9, 2019 |
EX-99.(a)(5)(C) Exhibit (a)(5)(C) FREQUENTLY ASKED QUESTIONS GENERAL 1. What is happening? On December 9, OptumRx announced plans to combine with Diplomat, a provider of specialty pharmacy and infusion services in the United States and a PBM. Diplomat focuses on specialty drugs that treat patients with complex diseases, such as oncology, immunology, hepatitis, multiple sclerosis, specialized infus |
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December 9, 2019 |
EX-99.2 6 tm1924750d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Diplomat, OptumRx Combining to Advance Access to Specialty Pharmacy Care and Infusion Services, Improve Health Outcomes Combination will provide enhanced specialty and infusion services for patients; help manage growth in high-cost specialty pharmaceuticals EDEN PRAIRIE, Minn. and FLINT, Mich. (December 9, 2019) – OptumRx, the pharmacy care |
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December 9, 2019 |
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): December 9, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction (Commission File (IRS Employ |
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December 9, 2019 |
EX-99.(a)(5)(B) Exhibit (a)(5)(B) KEY MESSAGES • OptumRx is combining with Diplomat, an independent provider of specialty pharmacy and infusion services and pharmacy benefit management solutions in the United States with a focus on specialty drugs that treat patients with complex diseases. • We expect the transaction to close in early 2020 following the completion of the tender offer, receipt of c |
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December 9, 2019 |
Consent Letter Agreement with Dan Davison EX-10.2 4 tm1924750d1ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 November 25, 2019 Daniel Davison [***] Dear Dan: As you are aware, Diplomat Pharmacy, Inc. (the “Company”) is in negotiations with UnitedHealth Group Incorporated and its affiliates (“UHG”) for UHG to acquire the Company (the “Potential Transaction”). While the specific terms of the Potential Transaction are still being negotiated and nothi |
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December 9, 2019 |
EX-99.2 3 a19-247502ex99d2.htm EX-99.2 Exhibit 99.2 KEY MESSAGES · OptumRx is combining with Diplomat, an independent provider of specialty pharmacy and infusion services and pharmacy benefit management solutions in the United States with a focus on specialty drugs that treat patients with complex diseases. · We expect the transaction to close in early 2020 following the completion of the tender o |
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December 9, 2019 |
EX-99.1 2 a19-247502ex99d1.htm EX-99.1 Exhibit 99.1 A Message from Brian Griffin Hello, This morning, we announced plans to combine Diplomat with OptumRx, the pharmacy care services business of Optum, which is part of UnitedHealth Group. The press release can be found here. Our Board of Directors carefully considered a variety of strategic options and unanimously concluded that joining OptumRx is |
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December 9, 2019 |
EX-99.1 5 tm1924750d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 EXECUTION VERSION TENDER AND SUPPORT AGREEMENT This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of December 9, 2019, is entered into by and among UnitedHealth Group Incorporated, a Delaware corporation (“Parent”), Denali Merger Sub, Inc., a Michigan corporation and wholly owned subsidiary of Parent (“Sub”), and each of the per |
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December 9, 2019 |
Consent Letter Agreement with Brian Griffin Exhibit 10.1 November 25, 2019 Brian Griffin [***] Dear Mr. Griffin: As you are aware, Diplomat Pharmacy, Inc. (the “Company”) is in negotiations with UnitedHealth Group Incorporated and its affiliates (“UHG”) for UHG to acquire the Company (the “Potential Transaction”). While the specific terms of the Potential Transaction are still being negotiated and nothing is final, we foresee the Potential |
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December 9, 2019 |
UNH / UnitedHealth Group Inc. SC TO-C - - SC TO-C SC TO-C 1 d769983dsctoc.htm SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 DIPLOMAT PHARMACY, INC. (Name of Subject Company (Issuer)) DENALI MERGER SUB, INC. (Offeror) a direct wholly-owned subsidiary of UNITEDHEALTH GROUP INCORPORATED (Ultimate Parent of Of |
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December 9, 2019 |
DPLO / Diplomat Pharmacy, Inc. SC14D9C - - SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 DIPLOMAT PHARMACY, INC. (Name of Subject Company) DIPLOMAT PHARMACY, INC. (Name of Persons Filing Statement) Common Stock, no par value per share (Title of Class of Securities) 25456K 101 (CUSIP Num |
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December 9, 2019 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among UNITEDHEALTH GROUP INCORPORATED, DENALI MERGER SUB, INC. and DIPLOMAT PHARMACY, INC. Dated as of December 9, 2019 TABLE OF CONTENTS Article I THE OFFER AND THE MERGER Section 1.01 The Offer 2 Section 1.02 Company Actions 5 Section 1.03 The Merger 6 Section 1.04 Closing 6 Section 1.05 Effective Time 7 Section 1.06 Organizationa |
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December 9, 2019 |
Exhibit 99.3 FREQUENTLY ASKED QUESTIONS GENERAL 1. What is happening? On December 9, OptumRx announced plans to combine with Diplomat, a provider of specialty pharmacy and infusion services in the United States and a PBM. Diplomat focuses on specialty drugs that treat patients with complex diseases, such as oncology, immunology, hepatitis, multiple sclerosis, specialized infusion therapy and other |
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December 9, 2019 |
EX-99.(a)(5)(A) Exhibit (a)(5)(A) Diplomat, OptumRx Combining to Advance Access to Specialty Pharmacy Care and Infusion Services, Improve Health Outcomes Combination will provide enhanced specialty and infusion services for patients; help manage growth in high-cost specialty pharmaceuticals EDEN PRAIRIE, Minn. and FLINT, Mich. (December 9, 2019) – OptumRx, the pharmacy care services business of Op |
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November 12, 2019 |
EX-99.1 2 tm1922457d199-1.htm EXHIBIT 99.1 Exhibit 99.1 Diplomat Announces 3rd Quarter Financial Results Updates 2019 Guidance 3rd Quarter Revenue of $1,301 Million, compared to $1,373 Million, Net Loss of $177 Million, compared to Net Income of $0.2 Million, Adjusted EBITDA of $11.5 Million, compared to $41.9 Million FLINT, Mich., November 12, 2019 - Diplomat Pharmacy, Inc. (NYSE: DPLO), the nati |
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November 12, 2019 |
Copyright © 2019 by Diplomat Pharmacy Inc. Diplomat is a registered trademark of Diplomat Pharmacy Inc. All rights reserved. Jacque , Diplomat Patient Third Quarter 2019 Operating Results November 12 , 2019 Exhibit 99.2 Disclaimers 2 NON - GAAP INFORMATION We define Adjusted EBITDA as net income (loss) before interest expense, income taxes, depreciation and amortization, share - based compensation |
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November 12, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 12, 2019 Diplomat Pharmacy,Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction of (Commission File Number) |
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November 12, 2019 |
Amended and Restated Diplomat Pharmacy, Inc. 2014 Omnibus Incentive Plan Exhibit 10.1 DIPLOMAT PHARMACY, INC. Amended and Restated Diplomat Pharmacy, Inc. 2014 Omnibus Incentive Plan (Effective , 2019) 1. Purposes of Plan. The purposes of this Plan are (a) to provide incentives and awards to employees, directors, consultants and advisors of the Company and its Affiliates, by encouraging their ownership of Stock and (b) to aid the Company and its Affiliates in retaining |
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November 12, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3667 |
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November 12, 2019 |
Form of Omnibus Amendment to Award Agreement EX-10.2 3 ex-10d2.htm EX-10.2 Exhibit 10.2 DIPLOMAT PHARMACY, INC. FORM OF OMNIBUS AMENDMENT TO AWARD AGREEMENTS This Omnibus Amendment to Award Agreements (“Amendment”) is made and entered into, as of the date set forth on the signature page hereto, by and between Diplomat Pharmacy, Inc., a Michigan corporation (“Company”), and (“Grantee”). RECITALS A. The Company has established and maintains th |
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August 26, 2019 |
DPLO / Diplomat Pharmacy, Inc. / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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August 9, 2019 |
EX-99.1 3 a19-168521ex99d1.htm EX-99.1 Exhibit 99.1 Diplomat Announces 2nd Quarter Financial Results Updates 2019 Guidance 2nd Quarter Revenue of $1,288 Million, compared to $1,416 Million, Net Loss of $159.5 Million, compared to a Net Loss of $4.0 Million, Adjusted EBITDA of $19.3 Million, compared to $42.7 Million FLINT, Mich., August 9, 2019 — Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation’s |
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August 9, 2019 |
EX-10.1 2 a19-168521ex10d1.htm EX-10.1 Exhibit 10.1 Execution Version First Amendment to Credit Agreement This First Amendment dated as of July 19, 2019 (this “Amendment”), is among DIPLOMAT PHARMACY, INC., JPMORGAN CHASE BANK, N.A., as Administrative Agent and a Majority in Interest of the Revolving Lenders and Term A Lenders, and amends that certain Credit Agreement, dated as of December 20, 201 |
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August 9, 2019 |
8-K 1 a19-1685218k.htm 8-K 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): August 6, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction of |
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August 9, 2019 |
Exhibit 99.3 FOR IMMEDIATE RELEASE: CONTACT: August 9, 2019 Terri Anne Powers, Vice President of Investor Relations 312.889.5244 | [email protected] Diplomat Announces Review of Strategic Alternatives FLINT, Mich. — August 9, 2019 — Diplomat Pharmacy, Inc. (NYSE: DPLO) today announced that its Board of Directors is reviewing strategic alternatives. At the direction of its Board of Directors, the |
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August 9, 2019 |
EX-99.2 4 a19-168521ex99d2.htm EX-99.2 Exhibit 99.2 Exhibit 99.2 Jacque, Diplomat Patient Second Quarter 2019 Operating Results August 9, 2019 Copyright © 2019 by Diplomat Pharmacy Inc. Diplomat is a registered trademark of Diplomat Pharmacy Inc. All rights reserved. NON-GAAP INFORMATION We define Adjusted EBITDA as net income (loss) before interest expense, income taxes, depreciation and amortiza |
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August 9, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36677 DIP |
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August 9, 2019 |
EX-10.1 2 dplo-20190630ex1018d0009.htm EX-10.1 Exhibit 10.1 [***] Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. DIPLOMAT PHARMACY, INC. Form of Modified Restricted Stock Unit Award Agreement (Performance-Based) Sign-On Inducement Equity Award Grantee: Brian Griffin Grant Date: Jun |
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July 26, 2019 |
Unregistered Sales of Equity Securities 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): July 22, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction of (Commission File Number) (IR |
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June 21, 2019 |
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): June 19, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction of (Commission File Number) (IR |
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June 7, 2019 |
Submission of Matters to a Vote of Security Holders 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): June 3, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number) |
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May 10, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36677 DI |
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May 7, 2019 |
First Quarter 2019 Operating Results May 7, 2019 EX-99.2 3 a19-94032ex99d2.htm EX-99.2 Exhibit 99.2 First Quarter 2019 Operating Results May 7, 2019 Disclaimers 2 NON-GAAP INFORMATION We define Adjusted EBITDA as net income (loss) before interest expense, income taxes, depreciation and amortization, share-based compensation, change in fair value of contingent consideration and other merger and acquisition-related expenses, restructuring and impa |
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May 7, 2019 |
EX-99.1 2 a19-94032ex99d1.htm EX-99.1 Exhibit 99.1 Diplomat Announces 1st Quarter Financial Results 1st Quarter Revenue of $1,257 Million, compared to $1,342 Million, Net Loss of $14.3 Million, compared to a Net Loss of $0.5 Million, Adjusted EBITDA of $23.1 Million, compared to $39.6 Million FLINT, Mich., May 7, 2019 — Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation’s largest independent provide |
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May 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 7, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number) 3 |
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May 6, 2019 |
8-K 1 a19-940318k.htm 8-K 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): May 2, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction of Inco |
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May 6, 2019 |
Exhibit 99.1 FOR IMMEDIATE RELEASE: CONTACT: May. 6, 2019 Terri Anne Powers, Vice President of Investor Relations 312.889.5244 | [email protected] Kali Lucas, Partner Marketing Supervisor 810.768.9580 | [email protected] Diplomat Appoints Dave Loschinskey as Chief Operating Officer The company’s board of directors has appointed Dave Loschinskey as chief operating officer effective May 2. FLINT, |
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April 24, 2019 |
DPLO / Diplomat Pharmacy, Inc. DEFA14A DEFA14A 1 a19-24943defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as |
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April 24, 2019 |
DPLO / Diplomat Pharmacy, Inc. DEF 14A Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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April 22, 2019 |
8-K 1 a19-868018k.htm 8-K 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): April 8, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-3667 |
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April 22, 2019 |
STATE OF MICHIGAN IN THE CIRCUIT COURT FOR THE COUNTY OF GENESEE EX-99.1 2 a19-86801ex99d1.htm EX-99.1 Exhibit 99.1 STATE OF MICHIGAN IN THE CIRCUIT COURT FOR THE COUNTY OF GENESEE ASHLEIGH SHIM, Derivatively on Behalf of DIPLOMAT PHARMACY, INC., ) ) Case No.: 17-109223-CB ) Hon.: F. Kay Behm Plaintiff, ) v. ) ) NOTICE OF PENDENCY AND PROPOSED PHILIP R. HAGERMAN, SEAN M. WHELAN, GARY W. ) SETTLEMENT OF STOCKHOLDER ACTION KADLEC, BENJAMIN WOLIN, DAVID DREYER, ) |
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April 22, 2019 |
STATE OF MICHIGAN IN THE CIRCUIT COURT FOR THE COUNTY OF GENESEE Exhibit 99.2 STATE OF MICHIGAN IN THE CIRCUIT COURT FOR THE COUNTY OF GENESEE ASHLEIGH SHIM, Derivatively on Behalf of DIPLOMAT ) Case No.: 17-109223-CB PHARMACY, INC., ) ) Hon.: F. Kay Behm Plaintiff, ) v. ) ) PHILIP R. HAGERMAN, SEAN M. WHELAN, GARY W. ) KADLEC, BENJAMIN WOLIN, DAVID DREYER, ) KENNETH O. KLEPPER, and SHAWN C. TOMASELLO, ) ) ) ) Defendants, ) -and- ) ) DIPLOMAT PHARMACY, INC., a |
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March 18, 2019 |
Annual Report on Form 10-K for the year ended December 31, 2018. 10-K 1 a19-30111110k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2018 Commission File Number: 001-36677 Diplomat Pharmacy, Inc. (Exact name of registrant as specified in its charter) Michigan 38-2063100 (State or other |
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March 18, 2019 |
List of subsidiaries of Diplomat EX-21 2 a19-301111ex21.htm EX-21 Exhibit 21 DIPLOMAT PHARMACY, INC. SUBSIDIARIES The direct and indirect operating subsidiaries of the Company and their respective States of incorporation as of December 31, 2018 are as follows: Name of Subsidiaries State of Incorporation Percentage of Voting Stock Owned Directly and Indirectly by Diplomat Pharmacy, Inc. Diplomat Specialty Pharmacy Great Lakes Dist |
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March 15, 2019 |
Exhibit 99.3 FOR IMMEDIATE RELEASE: CONTACT: Mar. 15, 2019 Terri Anne Powers, Vice President of Investor Relations 312.889.5244 | [email protected] Diplomat Appoints Daniel Davison as Chief Financial Officer The company’s board of directors has appointed Dan Davison as chief financial officer and treasurer effective April 8, succeeding Atul Kavthekar. FLINT, Mich. — March 15, 2019 — Diplomat Pha |
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March 15, 2019 |
Exhibit 99.2 Jacque, Diplomat Patient NON-GAAP INFORMATION We define Adjusted EBITDA as net income (loss) attributable to Diplomat before interest expense, income taxes, depreciation and amortization, share-based compensation, change in fair value of contingent consideration and other merger and acquisition-related expenses, restructuring and impairment charges, and certain other items that we do |
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March 15, 2019 |
Exhibit 10.2 Separation & Release Agreement In consideration for certain benefits granted to the undersigned (the “Employee”) as set forth in this release, to which Employee is not otherwise entitled, Employee hereby executes and delivers this release (this “Release”) as of the date set forth on the signature page below. WHEREAS, Employee and Diplomat Pharmacy, Inc., a Michigan corporation (the “C |
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March 15, 2019 |
Exhibit 99.1 Diplomat Announces 4th Quarter and 2018 Year End Financial Results; Provides Revised 2019 Guidance 4th Quarter Revenue of $1,361 Million, an increase of 18%, Net (Loss) Income Attributable to Diplomat of $(298.0) Million, compared to $6.5 Million, Adjusted EBITDA of $43.5 Million, an increase of 63% Full Year Revenue of $5,493 Million, an increase of 22%, Net (Loss) Income Attributabl |
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March 15, 2019 |
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 14, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number |
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March 15, 2019 |
Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made as of March 14, 2019, between Diplomat Pharmacy, Inc., a Michigan corporation (the “Company”), and Daniel Davison (“Employee”). WHEREAS, the Company wishes to retain Employee as its Chief Financial Officer and Employee wishes to accept employment with the Company under the terms and conditions set forth herein; |
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March 13, 2019 |
Diplomat Pharmacy, Inc. Executive Severance Plan EX-10.1 2 a19-65091ex10d1.htm EX-10.1 Exhibit 10.1 DIPLOMAT PHARMACY, INC. EXECUTIVE SEVERANCE PLAN (Effective March 7, 2019) In order to secure the continued services of certain key management employees of Diplomat Pharmacy, Inc. (the “Company”) and to ensure their continued dedication to their assigned duties without distraction in circumstances arising from the possibility of certain terminatio |
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March 13, 2019 |
8-K 1 a19-650918k.htm 8-K 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 7, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction (Comm |
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March 4, 2019 |
DPLO / Diplomat Pharmacy, Inc. NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-36677 NOTIFICATION OF LATE FILING (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2018 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report |
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February 28, 2019 |
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): February 22, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Num |
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February 28, 2019 |
Exhibit 99.1 FOR IMMEDIATE RELEASE: CONTACT: Feb. 28, 2019 Terri Anne Powers, Vice President of Investor Relations 312.889.5244 | [email protected] Elizabeth Carr, Corporate Communications Manager 810.768.9871 | [email protected] Diplomat Announces Resignation of Jeff Park from Board of Directors FLINT, Mich. — Feb. 28, 2019 — Diplomat Pharmacy, Inc. (NYSE: DPLO), announced today that the Compan |
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February 25, 2019 |
DPLO / Diplomat Pharmacy, Inc. / Flynn James E Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. |
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February 22, 2019 |
Exhibit 99.1 FOR IMMEDIATE RELEASE: CONTACT: Feb. 22, 2019 Terri Anne Powers, Vice President of Investor Relations 312.889.5244 | [email protected] Elizabeth Carr, Corporate Communications Manager 810.768.9871 | [email protected] Diplomat Delays Release of 2018 Financial Results and Filing of 10-K Company withdraws 2019 full year preliminary outlook provided in January; will provide updated outl |
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February 22, 2019 |
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): February 22, 2019 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Num |
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February 14, 2019 |
Exhibit 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1)(iii) of the Securities Exchange Act of 1934, each of the undersigned agrees that a single joint Schedule 13G and any amendments thereto may be filed on behalf of each of the undersigned with respect to the securities held by each of them in Diplomat Pharmacy, Inc. |
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February 14, 2019 |
DPLO / Diplomat Pharmacy, Inc. / Hagerman Philip R - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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February 11, 2019 |
DPLO / Diplomat Pharmacy, Inc. / VANGUARD GROUP INC Passive Investment diplomatpharmacyinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Diplomat Pharmacy Inc Title of Class of Securities: Common Stock CUSIP Number: 25456K101 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriat |
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February 11, 2019 |
SC 13G/A (AMENDMENT NO.1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) DIPLOMAT PHARMACY INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 25456K101 (CUSIP Number) DECEMBER 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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January 7, 2019 |
aa Exhibit 99.2 Diplomat Pharmacy, Inc. J.P. Morgan Healthcare Brian Griffin, Chairman and CEO Jan. 7, 2019 Conference J.P. Morgan Healthcare Conference January 2019 Disclaimers 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. Forward-looking statements give current |
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January 7, 2019 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.1 FOR IMMEDIATE RELEASE: CONTACT: Jan. 7, 2019 Terri Anne Powers, Vice President of Investor Relations 312.889.5244 - [email protected] Elizabeth Carr, Corporate Communications Manager 810.768.9871 - [email protected] Diplomat Provides Updated 2018 Guidance and Preliminary 2019 Outlook Chairman & CEO Griffin to Directly |
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January 7, 2019 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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January 7, 2019 |
Separation and Release Agreement, dated January 4, 2019 by and between the Company and Joel Saban QuickLinks - Click here to rapidly navigate through this document Exhibit 10.1 Separation & Release Agreement In consideration for certain benefits granted to the undersigned (the "Employee") as set forth in this release, to which Employee is not otherwise entitled, Employee hereby executes and delivers this release (this "Release") as of the date set forth on the signature page below. WHEREAS, Em |
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November 7, 2018 |
Diplomat Non-Employee Director Compensation Program (October 2018) Exhibit 10.1 Diplomat Pharmacy, Inc. Non-Employee Director Compensation Program (effective October 1, 2018) Annual cash retainer: Board $ 80,000 Additional annual cash retainer: Lead Director $ 30,000 Audit Committee-Chair $ 20,000 Compensation Committee-Chair $ 15,000 Nominating and Corporate Governance Committee-Chair $ 15,000 Audit Committee-Member $ 10,000 Compensation Committee-Member $ 7,500 |
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November 7, 2018 |
DPLO / Diplomat Pharmacy, Inc. 10-Q (Quarterly Report) 10-Q 1 a18-19011110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Co |
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November 6, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 6, 2018 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Numb |
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November 6, 2018 |
EX-99.1 2 a18-396291ex99d1.htm EX-99.1 Exhibit 99.1 Diplomat Announces 3rd Quarter Financial Results 3rd Quarter Revenue of $1,373 Million, an increase of 22%, Net Income Attributable to Diplomat of $0.2 Million compared to $1.0 Million, Adjusted EBITDA of $41.9 Million, an increase of 81% FLINT, Mich., November 6, 2018 — Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation’s largest independent provi |
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November 6, 2018 |
Third-Quarter Operating Results November 6, 2018 Exhibit 99.2 Third-Quarter Operating Results November 6, 2018 Disclaimers 2 NON-GAAP INFORMATION We define Adjusted EBITDA as net income (loss) attributable to Diplomat before interest expense, income taxes, depreciation and amortization, share-based compensation, change in fair value of contingent consideration and other merger and acquisition-related expenses, restructuring and impairment charge |
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August 7, 2018 |
Form of Restricted Stock Unit Award Agreement Make-Whole Inducement Equity Award EX-10.4 5 a18-140671ex10d4.htm EX-10.4 Exhibit 10.4 DIPLOMAT PHARMACY, INC. Form of Restricted Stock Unit Award Agreement Make-Whole Inducement Equity Award Grantee: [ ] Grant Date: [ ] Number of Restricted Stock Units: [ ] 1. Grant of RSU. Pursuant to and subject to the terms and conditions set forth herein, effective as of the Grant Date set forth above, Diplomat Pharmacy, Inc. (the “Company”) g |
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August 7, 2018 |
Offer letter dated May 9, 2018 by and between Brian Griffin and the Company EX-10.6 7 a18-140671ex10d6.htm EX-10.6 Exhibit 10.6 April 23, 2018 Brian Griffin Address Dear Brian: We are pleased to offer you the position of Chairman and Chief Executive Officer of Diplomat. We are excited to have you join us and have no doubt that you can make an exceptional contribution to the Company. Your start date will be on or about June 1, 2018 (the “Start Date”). You will be responsib |
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August 7, 2018 |
Form of Stock Option Award Agreement Make-Whole Inducement Equity Award EX-10.5 6 a18-140671ex10d5.htm EX-10.5 Exhibit 10.5 DIPLOMAT PHARMACY, INC. Form of Stock Option Award Agreement Make-Whole Inducement Equity Award Grantee: [ ] Grant Date: [ ] Number of Stock options: [ ] 1. Grant of Option. Pursuant to and subject to the terms and conditions set forth herein, effective as of the Grant Date set forth above, Diplomat Pharmacy, Inc. (the “Company”) grants to the Gr |
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August 7, 2018 |
Form of Restricted Stock Unit Award Agreement (Performance-Based) Sign-On Inducement Equity Award Exhibit 10.1 DIPLOMAT PHARMACY, INC. Form of Restricted Stock Unit Award Agreement (Performance-Based) Sign-On Inducement Equity Award Grantee: [ ] Grant Date: [ ] Number of Restricted Stock Units: [ ] 1. Grant of RSUs. Pursuant to and subject to the terms and conditions set forth herein, effective as of the Grant Date set forth above, Diplomat Pharmacy, Inc. (the “Company”) grants to the Grantee |
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August 7, 2018 |
Form of Restricted Stock Unit Award Agreement Sign-On Inducement Equity Award EX-10.2 3 a18-140671ex10d2.htm EX-10.2 Exhibit 10.2 DIPLOMAT PHARMACY, INC. Form of Restricted Stock Unit Award Agreement Sign-On Inducement Equity Award Grantee: [ ] Grant Date: [ ] Number of Restricted Stock Units: [ ] 1. Grant of RSU. Pursuant to and subject to the terms and conditions set forth herein, effective as of the Grant Date set forth above, Diplomat Pharmacy, Inc. (the “Company”) gran |
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August 7, 2018 |
Form of Restricted Stock Unit Award Agreement (Performance-Based) Make-Whole Inducement Equity Award Exhibit 10.3 DIPLOMAT PHARMACY, INC. Form of Restricted Stock Unit Award Agreement (Performance-Based) Make-Whole Inducement Equity Award Grantee: [ ] Grant Date: [ ] Number of Restricted Stock Units: [ ] 1. Grant of RSUs. Pursuant to and subject to the terms and conditions set forth herein, effective as of the Grant Date set forth above, Diplomat Pharmacy, Inc. (the “Company”) grants to the Grant |
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August 7, 2018 |
DPLO / Diplomat Pharmacy, Inc. 10-Q (Quarterly Report) 10-Q 1 a18-14067110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss |
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August 7, 2018 |
Preferability Letter on Change in Accounting Principle EX-18.1 8 a18-140671ex18d1.htm EX-18.1 Exhibit 18.1 August 6, 2018 Mr. Atul Kavthekar, Chief Financial Officer Diplomat Pharmacy, Inc. 4100 South Saginaw Street Flint, Michigan, 48507 Dear Mr. Kavthekar: We have been furnished with a copy of the quarterly report on Form 10-Q of Diplomat Pharmacy, Inc. (the “Company”) for the period ended June 30, 2018, and have read the Company’s statements contai |
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August 6, 2018 |
Second Quarter 2018 Operating Results August 6, 2018 Exhibit 99.2 Second Quarter 2018 Operating Results August 6, 2018 Disclaimers 2 NON-GAAP INFORMATION Adjusted non-GAAP net income and Adjusted EPS add back, net of income taxes, the impact of all merger and acquisition related expenses, including amortization of intangible assets, the change in fair value of contingent consideration, as well as transaction-related costs. We exclude merger and acqu |
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August 6, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 6, 2018 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number |
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August 6, 2018 |
Exhibit 99.1 Diplomat Announces 2nd Quarter Financial Results 2nd Quarter Revenue of $1,416 Million, an increase of 26%, Net (Loss) Income Attributable to Diplomat of $(4.0) Million compared to $3.6 Million, Adjusted EBITDA of $42.7 Million, an increase of 70% FLINT, Mich., August 6, 2018 — Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation’s largest independent provider of specialty pharmacy servic |
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July 27, 2018 |
Severance Benefits Agreement, dated July 24, 2018, by and between the Company and Atul Kavthekar Exhibit 10.1 SEVERANCE BENEFITS AGREEMENT This Severance Benefits Agreement (this “Agreement”) is made as of July 24, 2018, between Diplomat Pharmacy, Inc., a Michigan corporation (the “Company”), and Atul Kavthekar (“Employee”). WHEREAS, Employee serves as the Company’s Chief Financial Officer; and WHEREAS, in connection with the continued employment of Employee with the Company, Employee and Com |
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July 27, 2018 |
8-K 1 a18-1784318k.htm 8-K 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): July 24, 2018 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-366 |
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June 15, 2018 |
DPLO / Diplomat Pharmacy, Inc. 8-K (Current Report) 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): June 12, 2018 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction of (Commission File Number) (IR |
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May 29, 2018 |
DPLO / Diplomat Pharmacy, Inc. CORRESP CORRESP 1 filename1.htm May 29, 2018 VIA EDGAR AND OVERNIGHT DELIVERY Mr. Rufus Decker Accounting Branch Chief Office of Beverages, Apparel, and Mining Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Diplomat Pharmacy, Inc. Form 10-K for the Fiscal Year ended December 31, 2017 Filed March 1, 2018 Form 8-K Dated February |
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May 15, 2018 |
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): May 9, 2018 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number) 3 |
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May 15, 2018 |
Diplomat Pharmacy Appoints Brian Griffin as Chief Executive Officer and Chairman of the Board Exhibit 99.1 Diplomat Pharmacy Appoints Brian Griffin as Chief Executive Officer and Chairman of the Board FLINT, Mich., May 10, 2018 — Diplomat Pharmacy, Inc. (NYSE: DPLO) (“Diplomat” or the “Company”) today announced that its Board of Directors has appointed Brian Griffin, Executive Vice President and CEO of IngenioRx, the pharmacy benefit manager (PBM) of Anthem, Inc. (NYSE: ANTM), as Chief Exe |
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May 8, 2018 |
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): May 7, 2018 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number) 3 |
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May 8, 2018 |
Exhibit 99.1 Diplomat Announces Strong 1st Quarter Financial Results Record 1st Quarter Revenue at $1.3 Billion, Adjust and Reiterate 2018 Financial Outlook Conference Call Rescheduled Until Tomorrow Morning, May 8, 2018, at 8:00 AM ET FLINT, Mich., May 7, 2018 — Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation’s largest independent provider of specialty pharmacy services, announced financial resu |
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May 8, 2018 |
Diplomat Pharmacy in Final Stages of CEO Search Process Jeff Park Resigns Voluntarily as Interim CEO Exhibit 99.2 Diplomat Pharmacy in Final Stages of CEO Search Process Jeff Park Resigns Voluntarily as Interim CEO FLINT, Mich., May 8, 2018 — Diplomat Pharmacy, Inc. (NYSE: DPLO) (“Diplomat” or the “Company”) today announced that the Board is in the final stages of its search process for a permanent CEO and expects to name Diplomat’s next CEO by the end of this week. The Company also announced tha |
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May 8, 2018 |
DPLO / Diplomat Pharmacy, Inc. 10-Q (Quarterly Report) 10-Q 1 a18-8639110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss |
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April 30, 2018 |
DPLO / Diplomat Pharmacy, Inc. DEF 14A DEF 14A 1 a2235390zdef14a.htm DEF 14A Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box |
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April 30, 2018 |
DPLO / Diplomat Pharmacy, Inc. CORRESP April 30, 2018 VIA EDGAR AND OVERNIGHT DELIVERY Mr. Rufus Decker Accounting Branch Chief Office of Beverages, Apparel, and Mining Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Diplomat Pharmacy, Inc. Form 10-K for the Fiscal Year ended December 31, 2017 Filed March 1, 2018 Form 8-K Dated February 26, 2018 File No. 001 |
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April 6, 2018 |
DPLO / Diplomat Pharmacy, Inc. 8-K (Current Report) 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): April 6, 2018 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number) |
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April 6, 2018 |
CALCULATION OF REGISTRATION FEE Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-224173 CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered(1) Proposed maximum offering price per share(2) Proposed maximum aggregate offering price(2) Amount of registration fee(3) Common stock, without par value 4,113,188 $19.70 $81,029,803.60 $10,088.21 (1) In accordanc |
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April 6, 2018 |
DPLO / Diplomat Pharmacy, Inc. S-3ASR Table of Contents As filed with the Securities and Exchange Commission on April 6, 2018 Registration No. |
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March 29, 2018 |
Form of Restricted Stock Unit Award Agreement (Performance-Based) Exhibit 10.1 DIPLOMAT PHARMACY, INC. Form of Restricted Stock Unit Award Agreement (Performance-Based) Under 2014 Omnibus Incentive Plan Grantee: Grant Date: Number of Restricted Stock Units: 1. Grant of RSUs. Pursuant to the Diplomat Pharmacy, Inc. 2014 Omnibus Incentive Plan (the “Plan”), effective as of the Grant Date set forth above, Diplomat Pharmacy, Inc. (the “Company”) grants to the Grante |
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March 29, 2018 |
Form of Stock Option Award Agreement (Time-Based) Exhibit 10.2 DIPLOMAT PHARMACY, INC. Form of Stock Option Award Agreement Under 2014 Omnibus Incentive Plan 1. Grant of Option. Pursuant to the Diplomat Pharmacy, Inc. 2014 Omnibus Incentive Plan (the “Plan”), effective as of the Grant Date set forth above, Diplomat Pharmacy, Inc. (the “Company”) grants to the Grantee identified above an option (the “Option”) to purchase up to (but not in excess o |
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March 29, 2018 |
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 27, 2018 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction of Incorporation) (Commission |
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March 7, 2018 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 |
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March 7, 2018 |
Exhibit 99.3 LDI Holding Company, LLC (formerly Leehar Distributors, Inc.) Consolidated Financial Statements As of September 30, 2017 and December 31, 2016 and for the Nine-month Period Ended September 30, 2017 Financial Statements For the Nine-month Period Ended September 30, 2016 The report accompanying these financial statements was issued by BDO USA, LLP, a Delaware limited liability partnersh |
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March 7, 2018 |
UNAUDITED PRO FORMA CONDENSED COMBINED CONSOLIDATED FINANCIAL INFORMATION Exhibit 99.4 UNAUDITED PRO FORMA CONDENSED COMBINED CONSOLIDATED FINANCIAL INFORMATION The following unaudited pro forma condensed combined consolidated statement of operations for the year ended December 31, 2017 presents the operating results of Diplomat Pharmacy, Inc. and its consolidated subsidiaries (the “Company” or “Diplomat”) after giving pro forma effect to the following as if such transa |
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March 7, 2018 |
Exhibit 99.2 LDI Holding Company, LLC (formerly Leehar Distributors, Inc.) Consolidated Financial Statements As of December 31, 2016 and for the Period from August 17, 2016 to December 31, 2016 Financial Statements As of December 31, 2015 and for the Period from January 1, 2016 to October 31, 2016 and the Years Ended December 31, 2015 and 2014 The report accompanying these financial statements was |
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March 1, 2018 |
List of subsidiaries of Diplomat Exhibit 21 DIPLOMAT PHARMACY, INC. SUBSIDIARIES The direct and indirect operating subsidiaries of the Company and their respective States of incorporation as of December 31, 2017 are as follows: Name of Subsidiaries State of Incorporation Percentage of Voting Stock Owned Directly and Indirectly by Diplomat Pharmacy, Inc. Diplomat Specialty Pharmacy Great Lakes Distribution Center, LLC Michigan 100 |
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March 1, 2018 |
DPLO / Diplomat Pharmacy, Inc. 10-K (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 Commission File Number: 001-36677 Diplomat Pharmacy, Inc. (Exact name of registrant as specified in its charter) Michigan 38-2063100 (State or other jurisdiction of (I.R.S |
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March 1, 2018 |
Exhibit 10.12.7 SIXTH AMENDMENT TO PRIME VENDOR AGREEMENT This Sixth Amendment (“Sixth Amendment”) is made and entered into as of October 24, 2017 (“Sixth Amendment Effective Date”), by AmerisourceBergen Drug Corporation, a Delaware corporation (“ABDC”) on the one hand, and Diplomat Pharmacy, Inc., a Michigan corporation (“Diplomat”) for itself and on behalf of the following limited liability comp |
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February 26, 2018 |
DPLO / Diplomat Pharmacy, Inc. 8-K (Current Report) 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): February 26, 2018 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Num |
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February 26, 2018 |
Exhibit 99.1 Diplomat Announces 4th Quarter and 2017 Year End Financial Results; Provides 2018 Guidance 4th Quarter Revenue of $1,155 Million, Net Income Attributable to Diplomat of $6.5 Million, Adjusted EBITDA of $26.6 Million Full Year Revenue of $4,485 Million, Net Income Attributable to Diplomat of $15.5 Million, Adjusted EBITDA of $101.8 Million FLINT, Mich., February 26, 2018 ? Diplomat Pha |
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February 12, 2018 |
Exhibit 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1)(iii) of the Securities Exchange Act of 1934, each of the undersigned agrees that a single joint Schedule 13G and any amendments thereto may be filed on behalf of each of the undersigned with respect to the securities held by each of them in Diplomat Pharmacy, Inc. |
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February 12, 2018 |
DPLO / Diplomat Pharmacy, Inc. / Hagerman Philip R - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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February 9, 2018 |
DPLO / Diplomat Pharmacy, Inc. / VANGUARD GROUP INC Passive Investment diplomatpharmacyinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Diplomat Pharmacy Inc Title of Class of Securities: Common Stock CUSIP Number: 25456K101 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriat |
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February 7, 2018 |
DPLO / Diplomat Pharmacy, Inc. / FRONTIER CAPITAL MANAGEMENT CO LLC - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. *) DIPLOMAT PHARMACY INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 25456K101 (CUSIP Number) DECEMBER 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic |
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January 5, 2018 |
Exhibit 3.1 BYLAWS OF DIPLOMAT PHARMACY, INC. (Adopted on January 4, 2018) TABLE OF CONTENTS ARTICLE I Meetings of Shareholders 1 Section 1.01 Place of Meetings 1 Section 1.02 Annual Meeting 1 Section 1.03 Special Meetings 1 Section 1.04 Notice of Meetings 1 Section 1.05 Inspectors of Election 1 Section 1.06 Notice of Shareholder Business and Nominations 1 Section 1.07 Quorum and Adjournment 5 Sec |
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January 5, 2018 |
EX-99.2 4 a18-22941ex99d2.htm EX-99.2 Exhibit 99.2 FOR IMMEDIATE RELEASE: CONTACT Jan. 5, 2018 Bob East, Westwicke Partners 443.213.0500 | [email protected] Diplomat Reaffirms 2017 Guidance, Provides Preliminary 2018 Outlook The nation’s largest independent provider of specialty pharmacy services announces reaffirmed guidance for 2017 and preliminary 2018 projections. FLINT, Mich. — Diplomat |
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January 5, 2018 |
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): January 4, 2018 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Numbe |
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January 5, 2018 |
Exhibit 99.1 FOR IMMEDIATE RELEASE: CONTACT Jan. 5, 2018 Bob East, Westwicke Partners 443.213.0500 | [email protected] Diplomat Initiates CEO Transition; Reaffirms 2017 Guidance and Provides Preliminary 2018 Outlook Appoints Jeff Park as Interim Chief Executive Officer Following Retirement of Phil Hagerman Mr. Hagerman to Continue Service on Board and Become Chairman Emeritus; Ben Wolin, Lead |
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December 21, 2017 |
EX-10.2 3 a17-287251ex10d2.htm EX-10.2 Exhibit 10.2 EXECUTION VERSION GUARANTEE AND COLLATERAL AGREEMENT dated as of December 20, 2017 among DIPLOMAT PHARMACY, INC., THE SUBSIDIARIES OF DIPLOMAT PHARMACY, INC. IDENTIFIED HEREIN and JPMORGAN CHASE BANK, N.A., as Administrative Agent TABLE OF CONTENTS ARTICLE I Definitions SECTION 1.01. Defined Terms 1 SECTION 1.02. Other Defined Terms 1 ARTICLE II |
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December 21, 2017 |
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): December 20, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Num |
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December 21, 2017 |
EX-10.1 2 a17-287251ex10d1.htm EX-10.1 Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT dated as of December 20, 2017 among DIPLOMAT PHARMACY, INC., The LENDERS Party Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent CAPITAL ONE, NATIONAL ASSOCIATION, as Syndication Agent BANK OF AMERICA, N.A., CITIZENS BANKS, N.A., FIFTH THIRD BANK, MORGAN STANLEY SENIOR FUNDING, INC. and WELLS FARGO |
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December 21, 2017 |
EX-99.1 4 a17-287251ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: INVESTOR CONTACT Dec. 20, 2017 Bob East, Westwicke Partners 443.213.0500 | [email protected] MEDIA CONTACT Jenny Cretu, Senior Vice President, Pharma Services and Marketing 810.768.9370 | [email protected] Diplomat Completes Acquisition of LDI Integrated Pharmacy Services, Secures New Credit Facilities The nation’s la |
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November 16, 2017 |
Exhibit 2.1 EXECUTION VERSION SECURITIES PURCHASE AGREEMENT AND PLAN OF MERGER BY AND AMONG DIPLOMAT PHARMACY, INC., AS THE PURCHASER, LEEWARD MERGER SUB LLC, AS MERGER SUB, LDI HOLDING COMPANY, LLC, AS THE COMPANY, NAUTIC PARTNERS VII, L.P., NAUTIC PARTNERS VII-A, L.P., NAUTIC PARTNERS VIII-A, L.P., OAK HC/FT PARTNERS L.P., AS THE BLOCKER SELLERS, NAUTIC VIII, L.P., AND NAUTIC CAPITAL VIII, L.P., |
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November 16, 2017 |
EX-99.1 4 a17-271641ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: INVESTOR CONTACT Nov. 15, 2017 Bob East, Westwicke Partners 443.213.0500 | [email protected] MEDIA CONTACT Jenny Cretu, Senior Vice President, Pharma Services and Marketing 810.768.9370 | [email protected] Diplomat to Acquire LDI Integrated Pharmacy Services The nation’s largest independent provider of specialty pharm |
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November 16, 2017 |
EX-10.1 3 a17-271641ex10d1.htm EX-10.1 Exhibit 10.1 Execution Version JPMORGAN CHASE BANK, N.A. 383 Madison Avenue New York, New York 10179 CAPITAL ONE, NATIONAL ASSOCIATION 299 Park Avenue New York, NY 10171 CONFIDENTIAL November 15, 2017 Diplomat Pharmacy, Inc. 4100 S. Saginaw St. Flint, Michigan 48507 Attention: Mr. Atul Kavthekar, Chief Financial Officer Project Duke $795,000,000 Senior Secure |
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November 16, 2017 |
Diplomat’s Acquisition of LDI Integrated Pharmacy Services Nov. 15, 2017 Exhibit 99.2 Diplomat?s Acquisition of LDI Integrated Pharmacy Services Nov. 15, 2017 Proprietary and Confidential of Diplomat Pharmacy Inc. DISCLAIMERS A COMPELLING COMBINATION LDI supports Diplomat?s long-term strategic priorities: Proprietary and Confidential of Diplomat Pharmacy Inc. Enables our payor partners to more effectively manage pharmacy cost trends Pharmacy benefit management is a nat |
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November 16, 2017 |
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): November 15, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Num |
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November 6, 2017 |
8-K 1 a17-2523318k.htm 8-K 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): November 1, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction ( |
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November 6, 2017 |
Exhibit 99.1 Diplomat Announces 3rd Quarter Financial Results 3rd Quarter Revenue of $1,125 Million, Net Income Attributable to Diplomat of $1.0 Million, Adjusted EBITDA of $23.2 Million FLINT, Mich., November 6, 2017 /PRNewswire/ ? Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation?s largest independent provider of specialty pharmacy services, announced financial results for the quarter ended Septe |
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November 6, 2017 |
Exhibit 10.4 FIFTH AMENDMENT TO PRIME VENDOR AGREEMENT This Fifth Amendment (“Fifth Amendment”) is made and entered into as of August 3, 2017 (“Fifth Amendment Effective Date”), by AmerisourceBergen Drug Corporation, a Delaware corporation (“ABDC”) on the one hand, and Diplomat Pharmacy, Inc., a Michigan corporation (“Diplomat”) for itself and on behalf of the following affiliated and commonly con |
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November 6, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3667 |
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November 6, 2017 |
Exhibit 10.3 FOURTH AMENDMENT TO PRIME VENDOR AGREEMENT This Fourth Amendment (“Fourth Amendment”) is made and entered into as of May 8, 2017 (“Fourth Amendment Effective Date”), by AmerisourceBergen Drug Corporation, a Delaware corporation (“ABDC”) on the one hand, and Diplomat Pharmacy, Inc., a Michigan corporation (“Diplomat”) for itself and on behalf of the following limited liability companie |
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November 6, 2017 |
EX-10.6 5 a17-206101ex10d6.htm EX-10.6 Exhibit 10.6 Execution Version AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Amendment”) dated as of September 29, 2017, by and among DIPLOMAT PHARMACY, INC., a Michigan corporation (“Borrower”), the other Credit Parties signatory hereto, HEALTHCARE FINANCIAL SOLUTIONS, LLC, a |
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November 6, 2017 |
Exhibit 10.5 Execution Version AMENDMENT NO.1 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (?Amendment?) dated as of April 27, 2016, by and among DIPLOMAT PHARMACY, INC., a Michigan corporation (?Borrower?), the other Credit Parties signatory hereto, HEALTHCARE FINANCIAL SOLUTIONS, LLC, a Delaware limited liability company (success |
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August 9, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 a17-13326110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss |
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August 7, 2017 |
Employment Agreement, dated August 7, 2017, by and between the Company and Joel Saban EX-10.1 2 a17-190331ex10d1.htm EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made as of August 7, 2017, between Diplomat Pharmacy, Inc., a Michigan corporation (the “Company”), and Joel Saban (“Employee”). WHEREAS, the Company wishes to hire Employee as its President and Employee wishes to accept employment with the Company under the terms and conditions |
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August 7, 2017 |
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): August 7, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number |
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August 7, 2017 |
EX-99.1 4 a17-190331ex99d1.htm EX-99.1 Exhibit 99.1 Diplomat Announces 2nd Quarter Financial Results 2nd Quarter Revenue Increased 3.5%, Net Income Attributable to Diplomat of $3.6 Million, Adjusted EBITDA of $25.2 Million FLINT, Mich., August 7, 2017 /PRNewswire/ — Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation’s largest independent specialty pharmacy, announced financial results for the quarte |
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August 7, 2017 |
Separation and Release Agreement, dated August 7, 2017, by and between the Company and Paul Urick EX-10.2 3 a17-190331ex10d2.htm EX-10.2 Exhibit 10.2 Separation & Release Agreement In consideration for certain payments or benefits paid or granted to the undersigned (the “Former Employee”) under Section 6(d) of the Employment Agreement, Former Employee hereby executes and delivers this Release (this “Release”) as of the date set forth on the signature page below. WHEREAS, Former Employee and Di |
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August 7, 2017 |
Exhibit 99.2 FOR IMMEDIATE RELEASE: August 7, 2017 INVESTOR CONTACT Bob East, Westwicke Partners 443.213.0500 | [email protected] MEDIA CONTACT Jenny Cretu, Senior Vice President, Pharma Services and Marketing 810.768.9370 | [email protected] Diplomat Announces A New President The nation?s largest independent specialty pharmacy announces executive leadership change. FLINT, Mich. ? Diplomat P |
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June 13, 2017 |
Submission of Matters to a Vote of Security Holders 8-K 1 a17-1511718k.htm 8-K 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): June 8, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-3667 |
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May 10, 2017 |
May 10, 2017 VIA EDGAR AND OVERNIGHT DELIVERY Mr. Craig Arakawa Branch Chief Office of Beverages, Apparel, and Mining Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Diplomat Pharmacy, Inc. Form 10-K for the Fiscal Year ended December 31, 2016 Filed March 8, 2017 File No. 001-36677 Dear Mr. Arakawa: I submit this letter |
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May 9, 2017 |
Diplomat Pharmacy 10-Q (Quarterly Report) 10-Q 1 a17-8865110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss |
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May 9, 2017 |
Exhibit 10.1 PHARMACY DISTRIBUTION AND SERVICES AGREEMENT THIS PHARMACY DISTRIBUTION AND SERVICES AGREEMENT (?Agreement?) is made effective as of the 1st day of July, 2017 (?Effective Date?) between: CELGENE CORPORATION 86 Morris Avenue Summit, New Jersey 07901 (together with its subsidiaries and affiliates hereinafter collectively, ?Celgene?), and DIPLOMAT PHARMACY, INC. d/b/a DIPLOMAT SPECIALTY |
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May 9, 2017 |
Diplomat Non-Employee Director Compensation Program (April 2017) Exhibit 10.2 Diplomat Pharmacy, Inc. Non-Employee Director Compensation Program (effective April 4, 2017) Annual cash retainer: Board $ 75,000 Additional annual cash retainer: Lead Director $ 30,000 Audit Committee-Chair $ 15,000 Compensation Committee-Chair $ 10,000 Nominating and Corporate Governance Committee-Chair $ 10,000 Annual grant of restricted stock (grant date fair value): Board $ 85,00 |
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May 8, 2017 |
Exhibit 99.1 Diplomat Announces 1st Quarter Financial Results 1st Quarter Revenue Increased 8%, Net Income Attributable to Diplomat of $4.4 Million, Adjusted EBITDA of $26.8 Million FLINT, Mich., May 8, 2017 /PRNewswire/ Diplomat Pharmacy, Inc. (NYSE: DPLO), the nations largest independent specialty pharmacy, announced financial results for the quarter ended March 31, 2017. All comparisons, unl |
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May 8, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 8, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number) 3 |
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April 25, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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April 25, 2017 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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April 13, 2017 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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 31, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number |
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April 11, 2017 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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): April 11, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number |
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April 11, 2017 |
Exhibit 99.1 FOR IMMEDIATE RELEASE: CONTACT: April 11, 2017 INVESTOR CONTACT: Bob East, Westwicke Partners 443.213.0500 | [email protected] MEDIA CONTACT Jenny Cretu, Diplomat 810.768.9863 | [email protected] Diplomat Appoints New Chief Financial Officer FLINT, Mich. ? Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation?s largest independent specialty pharmacy, has appointed Atul Kavthekar as ch |
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April 7, 2017 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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): April 4, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction (Commission File Number) (IRS E |
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April 7, 2017 |
Exhibit 99.1 FOR IMMEDIATE RELEASE: CONTACT: April 6, 2017 INVESTOR CONTACT: Bob East, Westwicke Partners 443.213.0500 | [email protected] MEDIA CONTACT Jenny Cretu, Diplomat 810.768.9863 | [email protected] Dr. Regina Benjamin Appointed to Diplomat?s Board of Directors Former United States Surgeon General Adds Exceptional Experience FLINT, Mich. ? Diplomat Pharmacy, Inc. (NYSE: DPLO), the na |
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April 6, 2017 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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): April 4, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number) |
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April 6, 2017 |
Form of Restricted Stock Unit Award Agreement (Time-Based) EX-10.1 2 a17-109691ex10d1.htm EX-10.1 Exhibit 10.1 DIPLOMAT PHARMACY, INC. Form of Restricted Stock Unit Award Agreement Under 2014 Omnibus Incentive Plan Grantee: Grant Date: Number of Restricted Stock Units: 1. Grant of RSU. Pursuant to the Diplomat Pharmacy, Inc. 2014 Omnibus Incentive Plan (the “Plan”), effective as of the Grant Date set forth above, Diplomat Pharmacy, Inc. (the “Company”) gr |
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March 8, 2017 |
Diplomat Pharmacy 10-K (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 Commission File Number: 001-36677 Diplomat Pharmacy, Inc. (Exact name of registrant as specified in its charter) Michigan 38-2063100 (State or other jurisdiction of (I.R.S |
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March 8, 2017 |
EX-10.21 2 a17-11891ex10d21.htm EX-10.21 Exhibit 10.21 Diplomat Pharmacy Inc. Summary of Non-Employee Director Compensation Program (Effective February 2017) The following table sets forth the compensation program for non-employee directors: Annual cash retainer: Board $ 50,000 Additional cash retainer: Lead Director $ 30,000 Audit Committee-Chair $ 10,000 Annual grant of restricted stock (grant d |
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March 8, 2017 |
Exhibit 21 DIPLOMAT PHARMACY, INC. SUBSIDIARIES The direct and indirect operating subsidiaries of the Company and their respective States of incorporation as of December 31, 2016 are as follows: Name of Subsidiaries State of Incorporation Percentage of Voting Stock Owned Directly and Indirectly by Diplomat Pharmacy, Inc. Diplomat Specialty Pharmacy Great Lakes Distribution Center, LLC Michigan 100 |
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March 8, 2017 |
EX-10.24 3 a17-11891ex10d24.htm EX-10.24 Exhibit 10.24 DISTRIBUTION AND SERVICES AGREEMENT This Distribution and Services Agreement is entered into and made effective as of this 7th day of August, 2013 (“Effective Date”) by and between PHARMACYCLICS, INC. with principal offices located at 995 E. Argues Avenue, Sunnyvale, CA 94085 (“Pharmacyclics”), and DIPLOMAT PHARMACY, INC. with offices located |
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March 8, 2017 |
Exhibit 10.25 CONFIDENTIAL AMENDMENT NUMBER ONE to DISTRIBUTION AND SERVICES AGREEMENT This Amendment number One (the “Amendment”) is made as of the date of the last signature herein (“Amendment Effective Date”) by and between Pharmacyclics, Inc., a Delaware corporation located at 995 E. Argues Ave., Sunnyvale, California 94085 (“Pharmacyclics”) and Diplomat Pharmacy, Inc., with offices located at |
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March 1, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-36677 NOTIFICATION OF LATE FILING (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2016 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report |
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February 28, 2017 |
Exhibit 99.1 Diplomat Announces 4th Quarter and 2016 Year End Financial Results; Provides Initial 2017 Guidance 4th Quarter Revenue Increased 16%, Net (Loss) Income Attributable to Diplomat of $(1.1) Million Compared to $3.6 Million, Adjusted EBITDA of $26.1 Million Compared to $28.1 Million Full Year Revenue Increased 31%, Net Income Attributable to Diplomat Increased 10%, Adjusted EBITDA Increas |
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February 28, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 28, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Num |
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February 14, 2017 |
Diplomat Pharmacy SC 13G/A (Passive Acquisition of More Than 5% of Shares) SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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February 14, 2017 |
Exhibit 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1)(iii) of the Securities Exchange Act of 1934, each of the undersigned agrees that a single joint Schedule 13G and any amendments thereto may be filed on behalf of each of the undersigned with respect to the securities held by each of them in Diplomat Pharmacy, Inc. |
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February 14, 2017 |
Diplomat Pharmacy SC 13G/A (Passive Acquisition of More Than 5% of Shares) SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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February 14, 2017 |
Exhibit 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1)(iii) of the Securities Exchange Act of 1934, each of the undersigned agrees that a single joint Schedule 13G and any amendments thereto may be filed on behalf of each of the undersigned with respect to the securities held by each of them in Diplomat Pharmacy, Inc. |
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February 9, 2017 |
DPLO / Diplomat Pharmacy, Inc. / VANGUARD GROUP INC Passive Investment SC 13G 1 diplomatpharmacyinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Diplomat Pharmacy Inc Title of Class of Securities: Common Stock CUSIP Number: 25456K101 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to designate the rule pursuan |
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January 9, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): January 9, 2017 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Numbe |
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January 9, 2017 |
Diplomat Provides 2016 Financial Guidance Update Announces Acquisition of Affinity Biotech Exhibit 99.1 Diplomat Provides 2016 Financial Guidance Update Announces Acquisition of Affinity Biotech FLINT, Mich., January 9, 2017 /PRNewswire/ ? Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation?s largest independent specialty pharmacy, announced updated 2016 financial guidance. The company now expects 2016 revenue and adjusted EBITDA will be at or near the low end of previously announced range |
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December 9, 2016 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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): December 5, 2016 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Numb |
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December 9, 2016 |
Form of Stock Option Award Agreement (Time-Based) (2014 Omnibus Incentive Plan) Exhibit 10.1 DIPLOMAT PHARMACY, INC. Form of Stock Option Award Agreement Under 2014 Omnibus Incentive Plan Grantee: Grant Date: Number of Option Shares: Exercise Price per Option Share: 1. Grant of Option. Pursuant to the Diplomat Pharmacy, Inc. 2014 Omnibus Incentive Plan (the ?Plan?), effective as of the Grant Date set forth above, Diplomat Pharmacy, Inc. (the ?Company?) grants to the Grantee i |
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November 2, 2016 |
Diplomat Pharmacy 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3667 |
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November 2, 2016 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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): November 2, 2016 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction (Commission File Number) (IR |
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November 2, 2016 |
EX-99.1 2 a16-209671ex99d1.htm EX-99.1 Exhibit 99.1 Diplomat Announces 3rd Quarter Financial Results 3rd Quarter Revenue Increased 25% Direct and Indirect Remuneration (“DIR”) Fees Negatively Impact Profit FLINT, Mich., November 2, 2016 /PRNewswire/ — Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation’s largest independent specialty pharmacy, announced financial results for the quarter ended Septemb |
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October 26, 2016 |
Exhibit 10.2 PERMANENT RELEASE AND SEVERANCE AGREEMENT This Permanent Release and Severance Agreement (?Agreement?) is entered into, as of the last date of execution by the parties, by and between Diplomat Pharmacy, Inc. and its affiliated entities (collectively the ?Company?) and Sean Whelan (?Employee?). For purposes of this Agreement, the Company includes its past and present successors, assign |
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October 26, 2016 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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): October 25, 2016 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Numb |
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October 26, 2016 |
Employment Agreement, dated October 25, 2016, by and between the Company and Paul Urick Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is made as of October 25, 2016, between Diplomat Pharmacy, Inc., a Michigan corporation (the ?Company?), and Paul Urick (?Employee?). WHEREAS, the Company wishes to retain Employee as its President and Employee wishes to accept employment with the Company under the terms and conditions set forth herein; and WHEREAS, as |
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October 26, 2016 |
EX-99.1 4 a16-204591ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: INVESTOR CONTACT: Oct. 25, 2016 Bob East, Westwicke Partners 443.213.0500 | [email protected] MEDIA CONTACT: Jenny Cretu, Diplomat 810.768.9370 | [email protected] Diplomat Announces Changes to Executive Team The nation’s largest independent specialty pharmacy announces a new president and a transition of its chief fi |
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October 6, 2016 |
EX-10.1 2 a16-195971ex10d1.htm EX-10.1 Exhibit 10.1 THIRD AMENDMENT TO PRIME VENDOR AGREEMENT This Third Amendment (“Third Amendment”) is made and entered into as of October 1, 2016 (“Third Amendment Effective Date”), by AmerisourceBergen Drug Corporation, a Delaware corporation (“ABDC”) on the one hand, and Diplomat Pharmacy, Inc., a Michigan corporation (“Diplomat”) for itself and on behalf of t |
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October 6, 2016 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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): October 1, 2016 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan 001-36677 38-2063100 (State or Other Jurisdiction of Incorporation) (Commission |
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August 9, 2016 |
Diplomat Pharmacy 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36677 DIP |
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August 9, 2016 |
Diplomat Pharmacy 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36677 DIP |
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August 9, 2016 |
Exhibit 99.1 Diplomat Announces 2nd Quarter Financial Results 2nd Quarter Revenue Increased 35%, Net Income Increased 152%, Adjusted EBITDA Increased 30%, EPS Increased 160%, Adjusted EPS Increased 44% FLINT, Mich., August 9, 2016 /PRNewswire/ ? Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation?s largest independent specialty pharmacy, announced financial results for the quarter ended June 30, 2016 |
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August 9, 2016 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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): August 9, 2016 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number |
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August 9, 2016 |
Exhibit 99.1 Diplomat Announces 2nd Quarter Financial Results 2nd Quarter Revenue Increased 35%, Net Income Increased 152%, Adjusted EBITDA Increased 30%, EPS Increased 160%, Adjusted EPS Increased 44% FLINT, Mich., August 9, 2016 /PRNewswire/ ? Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation?s largest independent specialty pharmacy, announced financial results for the quarter ended June 30, 2016 |
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August 9, 2016 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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): August 9, 2016 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number |
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June 7, 2016 |
Submission of Matters to a Vote of Security Holders 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): June 6, 2016 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number) |
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May 9, 2016 |
EX-10.1 2 a16-66461ex10d1.htm EX-10.1 Exhibit 10.1 Diplomat Pharmacy Inc. Summary of Non-Employee Director Compensation Program (Effective December 2015) The following table sets forth the compensation program for non-employee directors: Annual cash retainer: Board $ 50,000 Additional cash retainer: Audit Committee-Chair $ 10,000 Annual grant of restricted stock (grant date fair value) $ 75,000 In |
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May 9, 2016 |
Diplomat Pharmacy 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36677 DI |
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May 9, 2016 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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): May 9, 2016 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number) 3 |
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May 9, 2016 |
Exhibit 99.1 Diplomat Announces 1st Quarter Financial Results 1st Quarter Revenue Increased 59%, Net Income Increased 440%, Adjusted EBITDA Increased 160%, Adjusted EPS Increased 156% FLINT, Mich., May 9, 2016 /PRNewswire/ ? Diplomat Pharmacy, Inc. (NYSE: DPLO), the nation?s largest independent specialty pharmacy, announced financial results for the quarter ended March 31, 2016. All comparisons, u |
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April 29, 2016 |
Diplomat Acquisition of TNH Advanced Specialty Pharmacy April 28, 2016 Exhibit 99.1 FOR IMMEDIATE RELEASE: CONTACT: April 28, 2016 INVESTOR CONTACT Bob East, Westwicke Partners 443.213.0500 | [email protected] MEDIA CONTACT Jenny Cretu, Diplomat 810.768.9370 | [email protected] Diplomat to Acquire Oncology-Focused TNH Advanced Specialty Pharmacy The nation?s largest independent specialty pharmacy strengthens its services portfolio with TNH?s business presence in |
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April 29, 2016 |
Diplomat Pharmacy 8-K (Current Report/Significant Event) 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): April 28, 2016 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Number |
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April 25, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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April 25, 2016 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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February 29, 2016 |
Diplomat Pharmacy 10-K (Annual Report) 10-K 1 a16-5240110k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 Commission File Number: 001-36677 Diplomat Pharmacy, Inc. (Exact name of registrant as specified in its charter) Michigan 38-2063100 (State or |
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February 29, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 29, 2016 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 (Commission File Num |
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February 29, 2016 |
Exhibit 99.1 Diplomat Announces 4th Quarter and 2015 Year End Financial Results; Provides Initial 2016 Guidance 4th Quarter Revenue Increased 61%, Earnings Improved from a Net Loss of $(3.1) Million to Net Income of $3.6 Million, Adjusted EBITDA Increased 168% Full Year Revenue Increased 52%, Net Income Increased 440%, Adjusted EBITDA Increased 170% Click here for additional information on the ear |
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February 29, 2016 |
Exhibit 10.18 AMENDMENT TO PHARMACY DISTRIBUTION AND SERVICES AGREEMENT THIS AMENDMENT TO PHARMACY DISTRIBUTION AND SERVICES AGREEMENT (“Amendment”) is made effective June 1, 2016 (“Effective Date”) between: CELGENE CORPORATION, 86 Morris Avenue, Summit NJ 07901 (together with its subsidiaries and affiliates, hereinafter collectively “Celgene”) and Diplomat Pharmacy Inc dba Diplomat Specialty Phar |
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February 29, 2016 |
General Electric Capital Corporation 2 Bethesda Metro Center Suite 600 Bethesda, MD 20814-5318 Exhibit 10.17 General Electric Capital Corporation 2 Bethesda Metro Center Suite 600 Bethesda, MD 20814-5318 VIA OVERNIGHT COURIER, TELECOPY OR EMAIL September 22, 2015 Diplomat Pharmacy, Inc. 4100 S. Saginaw Street Flint, MI 18507 Attn: Sean Whelan, Chief Financial Officer Telecopy No: (810) 282-0195 Email: [email protected] Each Lender (including any L/C Issuer and/or Swingline Lender, as appl |
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February 29, 2016 |
Exhibit 10.20 JOINDER AGREEMENT This Joinder Agreement (“Joinder Agreement”) is entered into as of the 1st day of November, 2015 (the “Joinder Agreement”), by and between AmerisourceBergen Drug Corporation (“ABDC”) “) on the one hand, and Diplomat Pharmacy, Inc., a Michigan corporation (“Diplomat”) for itself and on behalf of the following limited liability companies of which Diplomat is the sole |
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February 29, 2016 |
Exhibit 21 DIPLOMAT PHARMACY, INC. SUBSIDIARIES The direct and indirect operating subsidiaries of the Company and their respective States of incorporation as of December 31, 2015 are as follows: Name of Subsidiaries State of Incorporation Percentage of Voting Stock Owned Directly and Indirectly by Diplomat Pharmacy, Inc. Diplomat Specialty Pharmacy Great Lakes Distribution Center, LLC Michigan 100 |
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February 29, 2016 |
Exhibit 10.21 Diplomat Pharmacy Inc. Summary of Non-Employee Director Compensation Program (Effective December 2015) The following table sets forth the compensation program for non-employee directors: Annual cash retainer: Board $ 50,000 Additional cash retainer: Audit Committee-Chair $ 10,000 Annual grant of restricted stock (grant date fair value) $ 75,000 In addition, the Company reimburses exp |
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February 29, 2016 |
EX-10.19 4 a16-52401ex10d19.htm EX-10.19 Exhibit 10.19 October 29, 2015 Diplomat Pharmacy, Inc., as Borrower, and the other Credit Parties 4100 S. Saginaw Street Flint, Michigan 18507 Attention: Sean Whelan, Chief Financial Officer Facsimile: (810) 282-0195 Re: Diplomat Pharmacy, Inc. Ladies and Gentlemen: Reference is made to the Second Amended and Restated Credit Agreement dated as of April 1, 2 |
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February 16, 2016 |
Exhibit 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1)(iii) of the Securities Exchange Act of 1934, each of the undersigned agrees that a single joint Schedule 13G and any amendments thereto may be filed on behalf of each of the undersigned with respect to the securities held by each of them in Diplomat Pharmacy, Inc. |
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February 16, 2016 |
DPLO / Diplomat Pharmacy, Inc. / Hagerman Philip R - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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February 9, 2016 |
SC 13G/A 1 dplo13gadec15.htm DPLO AS OF 12/31/2015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) DIPLOMAT PHARMACY INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 25456K101 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of Statement) Check the appropriate box t |
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November 5, 2015 |
Diplomat Pharmacy 8-K/A (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2015 Diplomat Pharmacy, Inc. (Exact Name of Registrant as Specified in its Charter) Michigan (State or Other Jurisdiction of Incorporation) 001-36677 ( |
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November 5, 2015 |
Exhibit 99.1 /C O R R E C T I O N Diplomat Pharmacy, Inc./ In the news release, Diplomat Announces 3rd Quarter Financial Results, issued 03-Nov-2015 by Diplomat Pharmacy, Inc. over PR Newswire, we are advised by the company that the final bullet in the section below the first paragraph, Third Quarter 2015 Highlights include: should read Adjusted EPS of $0.27 versus $0.18, rather than Adjust |
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November 4, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3667 |
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November 4, 2015 |
Exhibit 10.4 July 21, 2015 Diplomat Pharmacy, Inc. 4100 S. Saginaw Street Flint, MI 48507 Re: Termination of Voting Agreement Ladies and Gentlemen: Reference is made to that certain voting agreement (the ?Voting Agreement?) dated as of August 15, 2014 by and among Diplomat Pharmacy, Inc., a Michigan corporation (the ?Company?) and the persons listed on the signature pages thereto (the ?Shareholder |
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November 4, 2015 |
Exhibit 10.2 August 27, 2015 Diplomat Pharmacy, Inc., as Borrower, and the other Credit Parties 4100 S. Saginaw Street Flint, Michigan 18507 Attention: Sean Whelan, Chief Financial Officer Facsimile: (810) 282-0195 Re: Diplomat Pharmacy, Inc. ? Consent to Sale of Compounding Business Ladies and Gentlemen: Reference is made to the Second Amended and Restated Credit Agreement dated as of April 1, 20 |
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November 4, 2015 |
Form of Restricted Stock Award Agreement (Non-Employee Directors) (2014 Omnibus Incentive Plan) Exhibit 10.3 DIPLOMAT PHARMACY, INC. Form of Restricted Stock Award Agreement (Non-Employee Directors) Under 2014 Omnibus Incentive Plan Grantee: Grant Date: Number of Shares: 1. Grant of Restricted Stock. Pursuant to the Diplomat Pharmacy, Inc. 2014 Omnibus Incentive Plan (the “Plan”), effective as of the Grant Date set forth above, Diplomat Pharmacy, Inc. (the “Company”) grants to the Grantee id |