Nobilis Health Receives NYSE American Notice Regarding Low Selling Price Issues
June 05 2019 - 5:00PM
Business Wire
Nobilis Health Corp. (NYSE American: HLTH) (“Nobilis” or the
“Company”) announced today that on May 30, 2019, it received notice
from the NYSE American LLC (the “NYSE American”) that the Company
is not in compliance with the continued listing standards set forth
in Section 1003(f)(v) of the NYSE American Company Guide regarding
low selling price issues. Specifically, the notice stated that the
Company’s common shares have been selling for a low per share price
for a substantial period of time and, pursuant to Section
1003(f)(v) of the NYSE American Company Guide, the Company’s
continued listing is predicated on it effecting a reverse stock
split of its common shares or otherwise demonstrating a sustained
price improvement within a reasonable period of time, which the
NYSE American determined to be no later than November 30, 2019. The
notice further stated that as a result of the foregoing, the
Company has become subject to the procedures and requirements of
Section 1009 of the NYSE American Company Guide, which could, among
other things, result in the initiation of delisting
proceedings.
The Company intends to monitor the market price of its common
shares and is reviewing all available options. The Company’s common
shares will continue to be listed on the NYSE American during this
period, subject to the Company’s compliance with other continued
listing standards, including as discussed below.
As previously reported, on November 15, 2018, the Company
received a notice from the NYSE American that the Company was not
in compliance with the NYSE American’s continued listing standards
under the timely filing criteria established in Section 1007 of the
NYSE American Company Guide, as a result of the Company’s failure
to timely file its Quarterly Report on Form 10-Q for the three
months ended September 30, 2018. On May 16, 2019, the Company
received notice from the NYSE American that NYSE Regulation has
accepted the Company’s plan to regain compliance with the continued
listing standards set forth in Sections 134 and 1101 of the NYSE
American Company Guide and granted an extension of the plan period
through August 31, 2019, subject to periodic review by NYSE
Regulation for compliance with adherence to the milestones set
forth in the Company’s plan. As a result, the listing of the
Company’s common shares on the NYSE American is being continued
pursuant to an extension during the plan period. If the Company is
not in compliance with the continued listing standards set forth in
by August 31, 2019, or if the Company does not make progress
consistent with the plan during the plan period, NYSE Regulation
may initiate delisting proceedings as appropriate.
As the Company has previously stated, additional time is
required for the Company and its auditor to complete their review
of the Company’s financial statements in order to finalize the
delinquent filings. The Company is re-evaluating the Net Realizable
Value on its Accounts Receivable and intends to make a significant
adjustment to the carrying value of accounts receivable, primarily
on out of network claims greater than 365 days old. The final
adjustment is subject to the completion of the Company’s and
auditor’s review.
About Nobilis Health Corp.
Nobilis Health (www.NobilisHealth.com) is a full-service
healthcare development and management company, with multiple
locations across Texas and Arizona, including hospitals, ambulatory
surgery centers, and clinics. In addition, Nobilis Health partners
with facilities across the country. Nobilis Health’s business model
connects patients with physicians and delivers the highest quality
healthcare.
Forward-Looking Statements
This press release contains certain forward-looking statements
within the meaning of Canadian and United States securities laws,
including the safe harbor for forward-looking statements contained
in the Private Securities Litigation Reform Act of 1995.
Forward-looking statements include all statements that do not
relate solely to historical or current facts and may be identified
by the use of words such as “may,” “believe,” “will,” “expect,”
“project,” “estimate,” “anticipate,” “plan” or “continue.” These
forward-looking statements, including statements about our
compliance with the continued listing standards of the NYSE
American Company Guide, are based on current plans and expectations
and are subject to a number of risks, uncertainties and other
factors which could significantly affect current plans and
expectations and our future financial condition and results. These
factors, which could cause actual results, performance and
achievements to differ materially from those anticipated, include,
but are not limited to our continued listing on the NYSE American;
the future market price of the Company’s common shares; our ability
to successfully maintain effective internal controls over financial
reporting; our ability to implement our business strategy, manage
the growth in our business, and integrate acquired businesses; the
risk of litigation and investigations, and liability claims for
damages and other expenses not covered by insurance; the risk that
payments from third-party payers, including government healthcare
programs, may decrease or not increase as costs increase; adverse
developments affecting the medical practices of our physician
limited partners; our ability to maintain favorable relations with
our physician limited partners; our ability to grow revenues by
increasing case and procedure volume while maintaining
profitability at the Nobilis facilities; failure to timely or
accurately bill for services; our ability to compete for physician
partners, patients and strategic relationships; the risk of changes
in patient volume and patient mix; the risk that laws and
regulations that regulate payments for medical services made by
government healthcare programs could cause our revenues to
decrease; the risk that contracts are cancelled or not renewed or
that we are not able to enter into additional contracts under terms
that are acceptable to us; and the risk of potential decreases in
our reimbursement rates. The foregoing are significant factors we
think could cause our actual results to differ materially from
expected results. However, there could be additional factors
besides those listed herein that also could affect us in an adverse
manner.
We have not undertaken any obligation to publicly update or
revise any forward-looking statements. All of our forward-looking
statements speak only as of the date of the document in which they
are made or, if a date is specified, as of such date. Subject to
any mandatory requirements of applicable law, we disclaim any
obligation or undertaking to provide any updates or revisions to
any forward-looking statement to reflect any change in our
expectations or any changes in events, conditions, circumstances or
information on which the forward-looking statement is based. All
subsequent written and oral forward-looking statements attributable
to us or persons acting on our behalf are expressly qualified in
their entirety by the foregoing factors and other risks identified
in our most recent Annual Report on Form 10-K and other filings
with the Securities and Exchange Commission, including but not
limited to the risk factors discussed therein.
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Brandon MorenoChief Financial Officer(281) 925-0950
Nobilis Health (AMEX:HLTH)
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