| Item 3. | Source and Amount of Funds or Other Consideration |
The Reporting Persons acquired the Shares reported in this Schedule 13D in exchange for certain claims pursuant to the Plan (as defined in Item 4), as more fully described in Item 4.
The response to Item 4 of this Schedule 13D is incorporated herein by reference.
| Item 4. | Purpose of Transaction |
On February 4, 2024 (the “Petition Date”), the Issuer and certain of its direct and indirect subsidiaries (collectively, the “Debtors”) filed voluntary petitions (collectively, the “Chapter 11 Cases”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) seeking relief under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”).
As described in the Current Report on Form 8-K filed by the Issuer with the SEC on July 1, 2024 (the “Form 8-K”), on June 28, 2024, the Bankruptcy Court entered an order (the “Confirmation Order”) confirming the Modified Fourth Amended Joint Chapter 11 Plan of Reorganization of Cano Health, Inc. and its Affiliated Debtors (the “Plan”). The Confirmation Order, including a copy of the Plan attached thereto as Exhibit A, is incorporated herein by reference to Exhibit 2.1 of the Form 8-K.
On June 28, 2024 (the “Effective Date”) the Plan became effective pursuant to its terms and the Debtors emerged from the Chapter 11 Cases. As part of the transactions undertaken pursuant to the Plan and in connection with the Issuer’s emergence from the Chapter 11 Cases, on the Effective Date, all of the Old Common Stock and existing warrants of the Issuer were cancelled, and the Issuer (i) newly issued 41,800,000 Shares and (ii) was authorized to issue an aggregate of up to 2,200,150 warrants, each exercisable for one Share, at an initial exercise price of $25.30 per Share, exercisable for a 5-year period commencing on the Effective Date (the “Warrants”), in each case, in reliance on the exemption from registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), provided by Section 1145 of the Bankruptcy Code. On the Effective Date, Squarepoint, Squarepoint Fund 7 and Arini Credit, as holders of First Lien Claims (as defined in the Plan), each received an aggregate of 16,997, 728,962, and 7,415,060 newly issued Shares of the Issuer, respectively, and as holders of RSA GUC Claims (as defined in the Plan), each of Squarepoint Fund 7 and Arini Credit received Warrants to purchase 72,682 and 665,606 Shares, respectively, in connection with the equitization of allowable Claims (as defined in the Plan).
As a result, Squarepoint is the owner of record of 16,997 Shares, Squarepoint Fund 7 is the owner of record of 801,644 Shares and Arini Credit is the owner of record of 8,080,666 Shares. The Reporting Persons hold the Shares for investment purposes, but they may review and evaluate strategic alternatives, opportunities to increase shareholder value, Issuer operations, governance and control, and other matters related to the Issuer. Depending on market conditions and other factors (including evaluation of the Issuer’s business and prospects, availability of funds, alternative uses of funds and general economic conditions), the Reporting Persons may from time to time acquire additional securities of the Issuer or dispose of all or a portion of their investment in the Issuer.
Except as indicated herein, no Reporting Person, as a stockholder of the Issuer, has any plans or proposals that relates or would result in any of the transactions or other matters specified in clauses (a) through (j) of Item 4 of Schedule 13D. Each Reporting Person may, at any time and from time to time, review or reconsider its position and/or change its purpose and/or formulate plans or proposals with respect thereto.
Notwithstanding the foregoing, the Reporting Persons reserve the right to effect any such actions as any of them may deem necessary or appropriate in the future.
