Option Care Health Receives Anticipated Nasdaq Notice
13 Agosto 2019 - 11:00PM
Business Wire
Intends to Request Appeals Hearing and to Take
Other Action to Maintain Listing
Option Care Health, Inc. (Nasdaq: BIOS) announced today that on
August 7, 2019, it received a letter from the Nasdaq Staff
informing it that, since the merger between Option Care
Enterprises, Inc. and BioScrip, Inc. constituted a change of
control for purposes of the Nasdaq Listing Rules, Option Care was
required to meet all applicable criteria for initial listing on The
Nasdaq Global Select Market. The letter indicated that, since
Option Care did not satisfy the minimum $4.00 bid price requirement
upon consummation of the merger, Option Care’s securities were
subject to delisting unless it requests a hearing before the Nasdaq
appeals panel, which will allow Option Care to remain listed
pending the outcome of the hearing.
As part of its preparations for the merger, Option Care
anticipated receiving the Staff’s letter and plans to request a
hearing before the appeals panel, which will allow Option Care to
continue to remain listed on Nasdaq until the issuance of the
panel’s decision. Option Care plans to take all reasonable actions
to demonstrate compliance with the applicable Nasdaq Listing Rules
so as to maintain its listing on Nasdaq and/or apply to list its
securities on the NYSE American exchange where it believes it would
satisfy all of the applicable initial listing criteria, including
the price requirement for listing on that exchange.
Forward Looking Statements
This communication contains “forward-looking statements” (as
defined in the Private Securities Litigation Reform Act of 1995)
regarding, among other things, future events or the future
financial performance of Option Care Health. All statements other
than statements of historical facts are forward-looking statements.
In addition, words such as “anticipate,” “believe,” “contemplate,”
“continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,”
“potential,” “predict,” “project,” “seek,” “should,” “target,”
“will,” “would,” or the negative of these words, and words and
terms of similar substance used in connection with any discussion
of future plans, actions or events identify forward-looking
statements. Forward-looking statements relating to Option Care
Health include, but are not limited to: statements about the
benefits of the combined company, including future financial and
operating results; expected synergies; Option Care Health’s plans,
objectives, expectations and intentions; and other statements
relating to the merger that are not historical facts.
Forward-looking statements are based on information currently
available to BioScrip and Option Care and involve estimates,
expectations and projections. Investors are cautioned that all such
forward-looking statements are subject to risks and uncertainties
(both known and unknown), and many factors could cause actual
events or results to differ materially from those indicated by such
forward-looking statements. With respect to the combination of
BioScrip and Option Care, these factors could include, but are not
limited to: (i) the impact the significant debt incurred in
connection with the merger may have on Option Care Health’s ability
to operate the combined business, (ii) risks relating to the
integration of the BioScrip and Option Care operations, solutions
and employees into the combined company and the possibility that
the anticipated synergies and other benefits of the combination,
including cost savings, will not be realized or will not be
realized within the expected timeframe, (iii) Option Care Health’s
status as a “controlled company” within the meanings of Nasdaq,
including Option Care Health’s reliance on exemptions from certain
corporate governance standards and the significantly less influence
that pre-merger holders now have on Option Care Health, and (iv)
risks relating to the combined businesses and the industries in
which the combined company operates. These risks and uncertainties,
as well as other risks and uncertainties, are more fully discussed
in BioScrip’s definitive proxy statement filed with the SEC on June
26, 2019 and Option Care Health’s subsequent filings with the SEC.
While the lists of risk factors presented here and in Option Care
Health’s public filings are considered representative, no such list
should be considered to be a complete statement of all potential
risks and uncertainties. Many of these risks, uncertainties and
assumptions are beyond BioScrip’s and Option Care’s ability to
control or predict. Because of these risks, uncertainties and
assumptions, you should not place undue reliance on these
forward-looking statements. Furthermore, forward-looking statements
speak only as of the information currently available to the parties
on the date they are made, and neither BioScrip nor Option Care
undertakes any obligation to update publicly or revise any
forward-looking statements to reflect events or circumstances that
may arise after the date of this communication.
About Option Care Health
At Option Care Health, Inc. (Option Care Health) (Nasdaq: BIOS),
we are the largest independent home and alternate site infusion
services provider in the United States. With over 6,000 teammates,
including 2,900 clinicians, we work compassionately to elevate
standards of care for patients with acute and chronic conditions in
all 50 states. Through our clinical leadership, expertise and
national scale, Option Care Health is reimagining the infusion care
experience for patients, customers and employees. To learn more,
please visit our website at www.OptionCareHealth.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20190813005715/en/
For Media Inquiries: Rachel Bowen, PCI 312.558.1770
RBowen@pcipr.com
For Investor Inquiries: Mike Shapiro, Chief Financial
Officer Option Care Health 312.940.2538
Investor.relations@optioncare.com
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