# DocGo Inc. (DCGO) — merger/definitive [pending]
Source: sec.gov · situation sit_8cb0918e99358b855c37 · public 1828051251138328677 · retrieved 2026-08-20T13:22:19.381Z

## Overview
DocGo Inc. is a Delaware corporation that provides health services, including mobile health and urgent care services.

On August 16, 2026, DocGo Inc. entered into an Agreement and Plan of Merger with Hicuity Health, Inc., whereby DocGo's subsidiary HH Merger Sub, LLC will merge with and into Hicuity, with Hicuity surviving as a wholly owned subsidiary of DocGo's subsidiary Ambulnz Holdings, LLC. The merger consideration consists of (i) shares of DocGo common stock equal to 2.0% of DocGo's fully diluted outstanding shares as of the effective time (the "Closing Stock Consideration"), and (ii) earnout shares equal to 3.5% of DocGo's fully diluted outstanding shares as of immediately prior to the effective time, subject to vesting conditions based on DocGo achieving a market capitalization threshold of $250 million for 30 consecutive trading days during the three-year earnout period. The earnout shares are subject to downward post-closing adjustment based on final determination of closing indebtedness and transaction expenses, with no upward adjustment permitted. DocGo will assume Hicuity's outstanding indebtedness under its existing credit agreement with Perceptive Credit Holdings IV, LP, and Perceptive has committed to provide up to $50 million in new senior secured term loans in addition to the continuation of $52 million of outstanding term loans.

## Terms
- Counterparty: Hicuity Health, Inc. · Consideration: stock

## Key dates
- Announced 2026-08-17

## Timeline
- 2026-08-17 · 8-K (0001628280-26-057387): 8-K - DocGo Inc. — *DocGo Inc. is a Delaware corporation that provides health services, including mobile health and urgent care services.* On August 16, 2026, DocGo Inc. entered into an Agreement and Plan of Merger with Hicuity Health, Inc., whereby DocGo's subsidiary HH Merger Sub, LLC will merge with and into Hicuity, with Hicuity surviving as a wholly owned subsidiary of DocGo's subsidiary Ambulnz Holdings, LLC. The merger consideration consists of (i) shares of DocGo common stock equal to 2.0% of DocGo's fully diluted outstanding shares as of the effective time (the "Closing Stock Consideration"), and (ii) earnout shares equal to 3.5% of DocGo's fully diluted outstanding shares as of immediately prior to the effective time, subject to vesting conditions based on DocGo achieving a market capitalization threshold of $250 million for 30 consecutive trading days during the three-year earnout period. The earnout shares are subject to downward post-closing adjustment based on final determination of closing indebtedness and transaction expenses, with no upward adjustment permitted. DocGo will assume Hicuity's outstanding indebtedness under its existing credit agreement with Perceptive Credit Holdings IV, LP, and Perceptive has committed to provide up to $50 million in new senior secured term loans in addition to the continuation of $52 million of outstanding term loans.
  https://www.sec.gov/Archives/edgar/data/1822359/0001628280-26-057387.txt

## Citations
- 0001628280-26-057387 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000162828026057387