BOLINGBROOK, Ill., Dec. 3, 2024
/PRNewswire/ -- ATI Physical Therapy, Inc. (NYSE: ATIP) ("ATI" or
the "Company"), a nationally recognized outpatient physical therapy
provider in the United States,
today announced that it received notification from the New York
Stock Exchange ("NYSE") indicating that the Company's Class A
common stock will be delisted, and trading of its Class A common
stock on the NYSE was suspended, after market close on December 3, 2024. The Company today also
announced that it is currently in discussions to obtain interim
financing in an effort to provide a near-term opportunity for the
Company's common stockholders to obtain liquidity.
The Company anticipates that its Class A common stock will now
begin trading publicly on the OTC Pink® Market. This
transition to the over-the-counter market is not expected to affect
the Company's business operations, its relationships with partners
or employees, or its current Securities and Exchange Commission
reporting obligations.
"Over the past year, we have made meaningful progress
strengthening our operating performance and positioning the company
for growth," said Sharon Vitti,
Chief Executive Officer of ATI. "We remain confident in our
strategic plan as we continue to invest in our people and deliver
exceptional experiences for patients."
Joe Jordan, Chief Financial
Officer of ATI, said, "The interim financing discussions we
announced today are aligned to delivering liquidity to our
stockholders while providing a possible path to a simpler capital
structure."
The NYSE reached its decision to delist the Company's Class A
common stock pursuant to Rule 802.01B
of the NYSE Listed Company Manual, which requires listed companies
to maintain an average global market capitalization of at least
$15 million over a period of 30 consecutive trading days.
About ATI Physical Therapy
At ATI Physical Therapy, we are committed to making every life
an active life. We provide convenient access to high-quality care
to prevent and treat musculoskeletal (MSK) pain. Our 850+ locations
in 24 states and virtual practice operate under one of the largest
single-branded platforms built to support standardized clinical
guidelines and operating processes. With outcomes from more than 3
million unique patient cases, ATI strives to utilize quality
standards designed to deliver proven, predictable, and impactful
patient outcomes. From preventative services in the workplace and
athletic training support to outpatient clinical services and
online physical therapy via our online platform, CONNECT™, a
complete list of our service offerings can be found at ATIpt.com.
ATI is based in Bolingbrook,
Illinois.
Forward-Looking Statements
All statements other than statements of historical facts
contained in this press release are forward-looking statements for
purposes of the safe harbor provisions under the Private Securities
Litigation Reform Act of 1995. Forward-looking statements may be
identified by the use of the words such as "believe," "may,"
"will," "estimate," "continue," "anticipate," "intend," "expect,"
"should," "would," "plan," "project," "forecast," "predict,"
"potential," "seem," "seek," "future," "outlook," "target" or
similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. These
forward-looking statements include, but are not limited to,
statements regarding the delisting of the Class A common stock from
the NYSE and trading in the Class A common stock on the OTC Pink
Open Market, and the impact on the Company's business operations.
Forward-looking statements are based on the Company's current
expectations and assumptions, which may not prove to be accurate.
These statements are not guarantees and are subject to risks,
uncertainties, and changes in circumstances that are difficult to
predict, and significant contingencies, many of which are beyond
the Company's control, that could cause actual results to differ
materially and adversely from any of these forward-looking
statements.
These forward-looking statements are subject to a number of
risks and uncertainties, including the following:
- The Company's liquidity position raises substantial doubt about
its ability to continue as a going concern;
- risks associated with liquidity and capital markets, including
the Company's ability to generate sufficient cash flows, together
with cash on hand, to run its business, cover liquidity and capital
requirements and resolve substantial doubt about the Company's
ability to continue as a going concern;
- the Company's ability to meet financial covenants as required
by its 2022 Credit Agreement, as amended;
- risks related to outstanding indebtedness and preferred stock,
rising interest rates and potential increases in borrowing costs,
compliance with associated covenants and provisions and the
potential need to seek additional or alternative debt or capital
financing in the future;
- risks related to the Company's ability to access additional
financing or alternative options when needed;
- the Company's dependence upon governmental and third-party
private payors for reimbursement and that decreases in
reimbursement rates, renegotiation or termination of payor
contracts, billing disputes with third-party payors or unfavorable
changes in payor, state and service mix may adversely affect the
Company's financial results;
- federal and state governments' continued efforts to contain
growth in Medicaid expenditures, which could adversely affect the
Company's revenue and profitability;
- payments that the Company receives from Medicare and Medicaid
being subject to potential retroactive reduction;
- changes in Medicare rules and guidelines and reimbursement or
failure of the Company's clinics to maintain their Medicare
certification and/or enrollment status;
- compliance with federal and state laws and regulations relating
to the privacy of individually identifiable patient information,
and associated fines and penalties for failure to comply;
- risks associated with public health crises, epidemics and
pandemics, as was the case with the novel strain of COVID-19, and
their direct and indirect impacts or lingering effects on the
business, which could lead to a decline in visit volumes and
referrals;
- the Company's inability to compete effectively in a competitive
industry, subject to rapid technological change and cost inflation,
including competition that could impact the effectiveness of the
Company's strategies to improve patient referrals and the Company's
ability to identify, recruit, hire and retain skilled physical
therapists;
- the Company's inability to maintain high levels of service and
patient satisfaction;
- risks associated with the locations of the Company's clinics,
including the economies in which the Company operates and the
potential need to close clinics and incur closure costs;
- the Company's dependence upon the cultivation and maintenance
of relationships with customers, suppliers, physicians and other
referral sources;
- the severity of climate change or the weather and natural
disasters that can occur in the regions of the U.S. in which the
Company operates, which could cause disruption to its
business;
- risks associated with future acquisitions, divestitures and
other business initiatives, which may use significant resources,
may be unsuccessful and could expose the Company to unforeseen
liabilities;
- risks associated with the Company's ability to secure renewals
of current suppliers and other material agreements that the Company
currently depends upon for business operations;
- failure of third-party vendors, including customer service,
technical and information technology ("IT") support providers and
other outsourced professional service providers to adequately
address customers' requests and meet Company requirements;
- risks associated with the Company's reliance on IT
infrastructure in critical areas of its operations including, but
not limited to, cyber and other security threats;
- a security breach of the Company's IT systems or its
third-party vendors' IT systems may subject the Company to
potential legal action and reputational harm and may result in a
violation of the Health Insurance Portability and Accountability
Act of 1996 or the Health Information Technology for Economic and
Clinical Health Act;
- maintaining clients for which the Company performs management
and other services, as a breach or termination of those contractual
arrangements by such clients could cause operating results to be
less than expected;
- the Company's failure to maintain financial controls and
processes over billing and collections or disputes with third-party
private payors could have a significant negative impact on the
Company's financial condition and results of operations;
- the Company's operations are subject to extensive regulation
and macroeconomic uncertainty;
- the Company's ability to meet revenue and earnings
expectations;
- risks associated with applicable state laws regarding
fee-splitting and professional corporation laws;
- inspections, reviews, audits and investigations under federal
and state government programs and third-party private payor
contracts that could have adverse findings that may negatively
affect the Company's business, including its results of operations,
liquidity, financial condition and reputation;
- changes in or the Company's failure to comply with existing
federal and state laws or regulations or the inability to comply
with new government regulations on a timely basis;
- the Company's ability to maintain necessary insurance coverage
at competitive rates;
- the outcome of any legal and regulatory matters, proceedings or
investigations instituted against the Company or any of its
directors or officers, and whether insurance coverage will be
available and/or adequate to cover such matters or
proceedings;
- general economic conditions, including but not limited to
inflationary and recessionary periods;
- the Company's facilities face competition for experienced
physical therapists and other clinical providers that may increase
labor costs, result in elevated levels of contract labor and reduce
profitability;
- risks associated with the Company's ability to attract and
retain talented executives and employees amidst the impact of
unfavorable labor market dynamics, wage inflation and recent
reduction in value of the Company's share-based compensation
incentives, including potential failure of steps being taken to
reduce attrition of physical therapists and increase hiring of
physical therapists;
- risks resulting from the 2L Notes, IPO Warrants, Earnout Shares
and Vesting Shares being accounted for as liabilities at fair value
and the changes in fair value affecting the Company's financial
results;
- further impairments of goodwill and other intangible assets,
which represent a significant portion of the Company's total
assets, especially in view of the Company's recent market
valuation;
- the Company's inability to maintain effective internal control
over financial reporting;
- risks related to dilution of Class A common stock ownership
interests and voting interests as a result of the issuance of 2L
Notes and Series B Preferred Stock;
- costs related to operating as a public company; and
- the impact of the delisting of the Class A common stock from
the NYSE.
If any of these risks materialize or the assumptions prove
incorrect, actual results could differ materially from the results
implied by these forward-looking statements. Investors should also
review those factors discussed in the Company' Form 10-K and Form
10-Q for the fiscal year ended December 31,
2023, and quarter ended September 30,
2024, respectively, under the heading "Risk Factors," and
other documents filed, or to be filed, by ATI with the SEC. New
risk factors emerge from time to time and it is not possible to
predict all such risk factors, nor can the Company assess the
impact of all such risk factors on the business of the Company or
the extent to which any factor or combination of factors may cause
actual results to differ materially from those contained in any
forward-looking statements. All forward-looking statements
attributable to the Company or persons acting on its behalf are
expressly qualified in their entirety by the foregoing cautionary
statements. Readers should not place undue reliance on
forward-looking statements. The Company undertakes no obligations
to publicly update or revise any forward-looking statements after
the date they are made or to reflect the occurrence of
unanticipated events, whether as a result of new information,
future events or otherwise, except as required by law.
In addition, statements of belief and similar statements reflect
the beliefs and opinions of the Company on the relevant subject.
These statements are based upon information available to the
Company, as applicable, as of the date of this communication, and
while the Company believes such information forms a reasonable
basis for such statements, such information may be limited or
incomplete, and statements should not be read to indicate that the
Company has conducted an exhaustive inquiry into, or review of, all
potentially available relevant information. These statements are
inherently uncertain and you are cautioned not to unduly rely upon
these statements.
Contacts
Investor Relations
Scott Rundell
VP, Finance and Head of Investor Relations
ATI Physical Therapy
investors@atipt.com
Media Inquiries
Michael Freitag / Aura
Reinhard
Joele Frank, Wilkinson Brimmer
Katcher
212-355-4449
Scott Parent
Director of Communications
ATI Physical Therapy
scott.parent@atipt.com
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SOURCE ATI Physical Therapy