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8-K - FORM 8-K - Nobilis Health Corp. | form8k.htm |
EX-10.1 - EXHIBIT 10.1 - Nobilis Health Corp. | exhibit10-1.htm |
EX-99.1 - EXHIBIT 99.1 - Nobilis Health Corp. | exhibit99-1.htm |
Nobilis Health Corp. Announces Notification of NYSE MKT Listing Deficiency
Houston, TX, January 7, 2016 Nobilis Health Corp. ("Nobilis" or the "Company") (TSX: NHC) (NYSE MKT: HLTH) announced today that the Company received a letter from NYSE Regulation, Inc. (the NYSE) stating that the NYSE has determined that the Company is not in compliance with Sections 134 and 1101 of the NYSE MKT LLCs Company Guide (the Company Guide) due to the Companys failure to timely file its Quarterly Report on Form 10-Q for the quarter ended September 30, 2015 (the 3Q 10-Q) with the Securities and Exchange Commission (the SEC). The letter also states that the Companys failure to timely file its 3Q 10-Q is a material violation of its listing agreement with the NYSE and, therefore, pursuant to Section 1003(d) of the Company Guide, the NYSE is authorized to suspend and, unless prompt corrective action is taken, remove the Companys securities from the NYSE MKT (the Exchange).
The NYSE has informed the Company that, in order to maintain its listing on the Exchange, the Company must, by February 5, 2015, submit a plan of compliance (the Plan) addressing how it intends to regain compliance with Sections 134 and 1101 of the Company Guide by May 23, 2016 (the Plan Period). If the Companys Plan is accepted by the NYSE, then the Company will be able to continue its listing during the Plan Period, during which time it will be subject to periodic review to determine whether it is making progress consistent with the Plan. If the Companys Plan is not accepted by the NYSE, then the Company will be subject to delisting proceedings. Furthermore, if the Plan is accepted by the NYSE, but the Company is not in compliance with the continued listing standards of the Company Guide by November 23, 2016, or if the Company does not make progress consistent with the Plan during the Plan Period, then the NYSE staff will initiate delisting proceedings as appropriate. Should the Company anticipate being unable to file its 3Q 10-Q by February 5, 2016, the Company will submit the Plan by February 5, 2016.
About Nobilis Health Corp.
Nobilis utilizes innovative direct-to-patient marketing focused on a specified set of procedures that are performed at our centers by local physicians. Currently, Nobilis owns and manages four surgical hospitals and five ambulatory surgical centers, partners with an additional 28 facilities throughout the country, and markets six independent brands.
Cautionary Statement Regarding Forward-Looking Information
This news release contains forward-looking statements (within the
meaning of applicable securities laws) and financial outlooks relating to the
business of the Company and the environment in which it operates.
Forward-looking statements are identified by words such as "believe",
"anticipate", "expect", "intend", "plan", "will", "may" and other similar
expressions. Some of the forward-looking statements relate to our intent,
belief, or expectations regarding our filing a compliance plan with the NYSE on
or before February 5, 2016, the acceptance of that plan by the NYSE, and the
completion of that plan on or before May 23, 2016, including the filing of the
Form 10-Q before that date. These forward-looking statements are based largely
on the Companys expectations and the beliefs and assumptions of the Companys
management and on the information currently available to it and are subject to a
number of risks and uncertainties, including, but not limited to, the risks and
uncertainties that: the Company may not be able to submit the Plan by February
5, 2015; the Company may not be able to regain compliance with the Company Guide
by May 23, 2016; the NYSE may not accept the Companys Plan; the Company may not
make progress consistent with the Plan during the Plan Period; the NYSE may
initiate delisting proceedings, which would result in the Companys common
shares being delisted by the NYSE; and if the Company does not comply with any
one or more of the timeframes set forth above, then the Companys common shares
may be delisted by the NYSE; and other risks and uncertainties that may cause
results to differ materially from those set forth in the forward-looking
statements. Additional risks and uncertainties are further discussed in the
Company's regulatory filings available on the Company's web site at
www.NobilisHealth.com, www.Sedar.com, and www.sec.gov in the risk factors
described in the Company's Form 10-K for the fiscal year ended December 31,
2014, filed on April 2, 2015. There can be no assurance that forward-looking
statements will prove to be accurate as actual outcomes and results may differ
materially from those expressed in these forward-looking statements. Readers,
therefore, should not place undue reliance on any such forward-looking
statements. Further, a forward-looking statement speaks only as of the date on
which such statement is made. Other than as required by law, the Company
undertakes no obligation to publicly update any such statement or to reflect new
information or the occurrence of future events or circumstances.