MECHANICSBURG, Pa., July 15,
2024 /PRNewswire/ -- Select Medical Holdings
Corporation ("Select Medical") (NYSE: SEM) today announced
that Concentra Group Holdings Parent, Inc. ("Concentra"), a wholly
owned subsidiary of Select Medical, has launched a roadshow
for the initial public offering ("IPO") of 22,500,000 shares of its
common stock. Concentra expects to grant the underwriters a 30-day
option to purchase up to an additional 3,375,000 shares of its
common stock to cover over-allotments, if any. The IPO price is
currently expected to be between $23.00 and $26.00
per share. Concentra has been approved to list its common stock on
the New York Stock Exchange under the symbol "CON." The IPO is
subject to market and other conditions, and there can be no
assurance as to whether or when the IPO may be completed, or as to
the actual size or terms of the IPO.
After the completion of the IPO, Select Medical will
own 104,093,503 shares of Concentra's common stock, representing
82.23% of the total outstanding shares of Concentra's common stock
(or 80.09% if the underwriters exercise in full their
over-allotment option).
J.P. Morgan, Goldman Sachs & Co. LLC and BofA Securities are
acting as lead book-running managers for the IPO. Deutsche Bank
Securities, Wells Fargo Securities, Mizuho, RBC Capital Markets and
Truist Securities are acting as joint book-running managers for the
IPO. Capital One Securities, Fifth Third Securities and PNC Capital
Markets LLC are acting as co-managers for the IPO.
A registration statement on Form S-1 relating to these
securities has been filed with the Securities and Exchange
Commission but has not yet become effective. These securities may
not be sold, nor may offers to buy be accepted, prior to the time
the registration statement becomes effective. The IPO will be made
only by means of a prospectus. A copy of the preliminary prospectus
relating to the IPO may be obtained from: J.P. Morgan Securities
LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, New York 11717, or by
email at prospectus-eq_fi@jpmchase.com; Goldman Sachs & Co.
LLC, Attention: Prospectus Department, 200 West Street,
New York, New York 10282,
telephone: 1-866-471-2526, facsimile: 212-902-9316, or email:
prospectus-ny@ny.email.gs.com; and BofA Securities, NC1-022-02-25,
201 North Tryon Street, Charlotte,
NC 28255-0001, Attention: Prospectus Department, email:
dg.prospectus_requests@bofa.com.
This press release is neither an offer to sell nor a
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or jurisdiction in
which such an offer, solicitation or sale would be unlawful.
Select Medical Overview
Select Medical is one of the largest operators of critical
illness recovery hospitals, rehabilitation hospitals, outpatient
rehabilitation clinics, and occupational health centers in
the United States based on number
of facilities. Select Medical's reportable segments
include the critical illness recovery hospital segment, the
rehabilitation hospital segment, the outpatient rehabilitation
segment, and the Concentra segment. As of June 30, 2024, Select Medical operated 107
critical illness recovery hospitals in 29 states, 33 rehabilitation
hospitals in 13 states, 1,925 outpatient rehabilitation clinics in
39 states and the District of
Columbia, and 547 occupational health centers in 41 states.
At June 30, 2024, Select Medical had
operations in 46 states and the District
of Columbia.
Forward-Looking Statements
Certain statements contained herein that are not descriptions of
historical facts are "forward-looking" statements (as such term is
defined in the Private Securities Litigation Reform Act of 1995).
Forward-looking statements use words such as "expect," "estimate,"
"anticipate," "outlook," "intend," "plan," "confident," "believe,"
"will," "should," "would," "potential," "positioning," "proposed,"
"planned," "objective," "likely," "could," "may," and words of
similar meaning, as well as other words or expressions referencing
future events, conditions or circumstances. Among other things,
statements regarding the timing and details of the IPO, the number
of shares to be offered in the IPO, the expected price at which
such shares will be offered, the grant of the over-allotment option
and whether the underwriters will exercise such option, the number
of shares to be held by Select Medical Corporation following the
IPO and the expectations relating to the listing of Concentra's
common stock on the New York Stock Exchange are examples of
forward-looking statements. Because such statements include risks
and uncertainties, actual results may differ materially from those
expressed or implied by such forward-looking statements due to
factors including the following: the frequency of work-related
injuries and illnesses; the adverse changes to our relationships
with employer customers, third-party payors, workers' compensation
provider networks or employer services networks; changes to
regulations, new interpretations of existing regulations, or
violations of regulations; cost containment initiatives or state
fee schedule changes undertaken by state workers' compensation
boards or commissions and other third-party payors; our ability to
realize reimbursement increases at rates sufficient to keep pace
with the inflation of our costs; labor shortages, increased
employee turnover or costs, and union activity could significantly
increase our operating costs; our ability to compete effectively
with other occupational health centers, onsite health clinics at
employer worksites, and healthcare providers; a security breach of
our, or our third-party vendors', information technology systems
which may cause a violation of HIPAA and subject us to potential
legal and reputational harm; negative publicity which can result in
increased governmental and regulatory scrutiny and possibly adverse
regulatory changes; significant legal actions could subject us to
substantial uninsured liabilities; litigation and other legal and
regulatory proceedings in the course of our business that could
adversely affect our business and financial statements; insurance
coverage may not be sufficient to cover losses we may incur;
acquisitions may use significant resources, may be unsuccessful,
and could expose us to unforeseen liabilities; our exposure to
additional risk due to our reliance on third parties in many
aspects of our business; compliance with applicable laws regarding
the corporate practice of medicine and therapy and fee- splitting;
our facilities are subject to extensive federal and state laws and
regulations relating to the privacy of individually identifiable
information; compliance with applicable data interoperability and
information blocking rules; facility licensure requirements in some
states are costly and time-consuming, limiting or delaying our
operations; our ability to adequately protect and enforce our
intellectual property and other proprietary rights; adverse
economic conditions in the U.S. or globally; any negative impact on
the global economy and capital markets resulting from other
geopolitical tensions; the impact of impairment of our goodwill and
other intangible assets; our ability to maintain satisfactory
credit ratings; failure to complete or achieve some or all the
expected benefits of the potential separation of Concentra; the
negative impact of public threats such as a global pandemic or
widespread outbreak of an infectious disease similar to the
COVID-19 pandemic; the loss of key members of our management team;
our ability to attract and retain talented, highly skilled
employees and a diverse workforce, and on the succession of our
senior management; climate change, or legal, regulatory or market
measures to address climate change; increasing scrutiny and rapidly
evolving expectations from stakeholders regarding ESG matters; the
effect of closing procedures and final review with respect to our
estimated preliminary results; and changes in tax laws or exposures
to additional tax liabilities. A further list and descriptions of
these risks, uncertainties and other factors can be found in Select
Medical's Annual Report on Form 10-K for the fiscal year ended
December 31, 2023, including in the
section captioned "Cautionary Note Regarding Forward-Looking
Statements", and in Select Medical's subsequent filings with the
U.S. Securities and Exchange Commission. Copies of these filings
are available online at www.sec.gov or on request from Select
Medical. Any forward-looking statement made in this press release
speaks only as of the date of this press release. Select Medical
does not undertake to update any forward-looking statement as a
result of new information or future events or developments.
Investor inquiries:
Joel T. Veit
Senior Vice President and Treasurer
717-972-1100
ir@selectmedical.com
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SOURCE - Select Medical Holdings Corporation
