0001235802-21-000051.txt : 20210526 0001235802-21-000051.hdr.sgml : 20210526 20210526165310 ACCESSION NUMBER: 0001235802-21-000051 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210524 FILED AS OF DATE: 20210526 DATE AS OF CHANGE: 20210526 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ECMC Group, Inc. CENTRAL INDEX KEY: 0001682002 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35628 FILM NUMBER: 21967055 BUSINESS ADDRESS: STREET 1: 1 IMATION PLACE, BLDG 2, SUITE 392A CITY: OAKDALE STATE: MN ZIP: 55128 BUSINESS PHONE: 651-325-3490 MAIL ADDRESS: STREET 1: 1 IMATION PLACE, BLDG 2, SUITE 392A CITY: OAKDALE STATE: MN ZIP: 55128 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Performant Financial Corp CENTRAL INDEX KEY: 0001550695 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 200484934 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 333 NORTH CANYONS PARKWAY CITY: Livermore STATE: CA ZIP: 94551 BUSINESS PHONE: 925-960-4800 MAIL ADDRESS: STREET 1: 333 NORTH CANYONS PARKWAY CITY: Livermore STATE: CA ZIP: 94551 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2021-05-24 0 0001550695 Performant Financial Corp PFMT 0001682002 ECMC Group, Inc. 111 WASHINGTON AVE SOUTH, SUITE 1400 MINNEAPOLIS MN 55401 0 0 1 0 Common Stock 2021-05-24 4 J 0 300000 2.67 A 1485406 D Common Stock Warrants (right to buy) 0.96 2021-05-24 4 A 0 515110 0 A 2021-05-24 2026-05-24 Common Stock 515110 515110 D On May 24, 2021, the reporting person became entitled to receive 300,000 shares of Performant Financial Corporation ("Performant") common stock pursuant to a final settlement of an "earn out" provision in the Agreement for Purchase of LLC Membership Interests (the "Purchase Agreement") dated August 9, 2018, as amended on January 9, 2019 and May 24, 2021, by and among ECMC Holdings Corporation and Performant, pursuant to which Performant acquired all of the outstanding membership interests of Premiere Credit of North America, LLC. The number of shares constitutes a settlement of any future earn out rights under the Purchase Agreement pursuant to the Second Amendment to the Purchase Agreement dated May 24, 2021. This warrant was acquired from Performant Financial Corporation in connection with and as a condition of a credit agreement dated as of August 7, 2017, as amended, between Performant Financial Corporation and ECMC Group, Inc. /s/ Martin Scanlon, Chief Financial Officer 2021-05-25