NUTX Nutex Health Inc

HOUSTON, June 27, 2024 /PRNewswire/ -- Nutex Health Inc. ("Nutex Health" or the "Company") (NASDAQ: NUTX), today announced a 1-for-10 reverse stock split of its common stock effective with the market opening on Wednesday, July 3, 2024. 

The reverse stock split will take legal effect at 11:59pm Eastern Time on July 2, 2024, and the Company's common stock will open for trading on The Nasdaq Capital Market on July 3, 2024 on a post-split basis, under the existing ticker symbol "NUTX" but with new CUSIP number 67079U306. The reverse stock split is part of the Company's plan to regain compliance with the minimum bid price requirement for the continued listing on The Nasdaq Capital Market.

The reverse split was authorized by the Company's shareholders on June 17, 2024, granting the Company's Board of Directors (the "Board") the discretion to determine the timing and ratio of the split within a range of 1-2 and 1-16. The Board has now decided on the 1-for-10 ratio and will amend the Company's Amended and Restated Certificate of Incorporation to reflect this change. This reverse stock split is in addition to the Company's previous 1 for 15 reverse stock split which was effective April 10, 2024.

As a result of the reverse stock split, every ten shares of the Company's common stock issued and outstanding prior to the opening of trading on July 3, 2024 will be consolidated into one issued and outstanding share, with no change in the nominal par value per share of $0.001.  No fractional shares will be issued as a result of the reverse stock split.  Stockholders of record who would otherwise be entitled to receive a fractional share will be entitled to the rounding up of the fractional share to the nearest whole number, as determined by DTC at the participant level.

As a result of the reverse stock split, the number of common shares outstanding will be reduced from approximately 49 million shares to approximately 4.9 million shares, and the number of authorized shares of common stock will remain at 950 million shares.  In addition, the number of shares reserved for issuance under the Company's equity compensation plan immediately prior to the reverse stock split will be reduced proportionately.  Adjustments will also be made to the Company's outstanding warrants and stock options. The number of shares into which these securities are convertible or exercisable will be adjusted in line with the reverse split, as will the exercise prices of these securities.

Headquartered in Houston, Texas and founded in 2011, Nutex Health Inc. (NASDAQ: NUTX) is a physician-led, technology-enabled integrated healthcare delivery system comprised of 21 state-of-the-art micro hospitals in nine states and primary care-centric, risk-bearing physician networks with two divisions: a Hospital Division and a Population Health Management Division.

The Hospital Division owns, develops and operates innovative health care models, including micro-hospitals, specialty hospitals, and hospital outpatient departments (HOPDs). This division owns and operates 21 facilities in nine states.

The Population Health Management division owns and operates provider networks such as Independent Physician Associations (IPAs). Through our Management Services Organization (MSO), we provide management, administrative and other support services to our affiliated hospitals and physician groups.  Our cloud-based proprietary technology platform aggregates clinical and claims data across multiple settings, information systems and sources to create a holistic view of patients and providers, allowing us to deliver greater quality care more efficiently. 

Certain statements and information included in this press release constitute "forward-looking statements" within the meaning of the Private Securities Litigation Act of 1995. When used in this press release, the words or phrases "will", "will likely result," "expected to," "will continue," "anticipated," "estimate," "projected," "intend," "goal," or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks, known and unknown, and uncertainties, many of which are beyond the control of the Company.  Such uncertainties and risks include, but are not limited to, our ability to successfully execute our growth strategy, changes in laws or regulations, including the interim final and final rules implemented under the No Surprises Act, economic conditions, dependence on management, dilution to stockholders, lack of capital, the effects of rapid growth upon the Company and the ability of management to effectively respond to the growth and demand for products and services of the Company, newly developing technologies, the Company's ability to compete, conflicts of interest in related party transactions, regulatory matters, protection of technology, lack of industry standards, the effects of competition and the ability of the Company to obtain future financing. An extensive list of factors that can affect future results are discussed in our Annual Report on Form 10-K for the year ended December 31, 2023 and the Quarterly Report on Form 10-Q for the quarter ended March 30, 2024 under the heading "Risk Factors" in Part I, Item IA thereof, and other documents filed from time to time with the Securities and Exchange Commission. Such factors could materially adversely affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed within this press release.

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SOURCE Nutex Health, Inc.