Concentra Group Holdings Files S-1/A Amendment
Ticker: CON · Form: S-1/A · Filed: Jul 24, 2024 · CIK: 2014596
Sentiment: neutral
Topics: sec-filing, ipo, amendment
TL;DR
Concentra Group Holdings filed an S-1/A amendment, updating their IPO registration. Stay tuned.
AI Summary
Concentra Group Holdings Parent, Inc. filed an S-1/A amendment on July 24, 2024, related to its registration statement (No. 333-280242). The filing is an amendment to a previous S-1 registration, indicating updates or corrections to the initial filing. The company is incorporated in Delaware and its principal executive offices are located at 4714 Gettysburg Road, Mechanicsburg, PA.
Why It Matters
This S-1/A filing signifies an update to Concentra Group Holdings' registration statement, which is a crucial step in the process of becoming a publicly traded company or issuing new securities.
Risk Assessment
Risk Level: medium — S-1/A filings are typically associated with companies undergoing the IPO process or significant capital raises, which inherently carry market and execution risks.
Key Numbers
- 333-280242 — SEC File Number (Identifies the specific registration filing with the SEC.)
Key Players & Entities
- Concentra Group Holdings Parent, Inc. (company) — Registrant
- 333-280242 (registration_number) — SEC File Number
- July 24, 2024 (date) — Filing Date
- Delaware (jurisdiction) — State of Incorporation
- 4714 Gettysburg Road, P.O. Box 2034 Mechanicsburg, PA 17055 (address) — Principal Executive Offices
- Michael E. Tarvin (person) — Contact Person Mentioned
FAQ
What is the purpose of this S-1/A filing?
This is an amendment (Amendment No. 2) to the Form S-1 Registration Statement, indicating updates or corrections to the initial filing.
When was this amendment filed with the SEC?
The filing was made on July 24, 2024.
What is the company's full legal name and state of incorporation?
The company's full name is Concentra Group Holdings Parent, Inc., and it is incorporated in Delaware.
Where are Concentra Group Holdings' principal executive offices located?
The principal executive offices are located at 4714 Gettysburg Road, P.O. Box 2034, Mechanicsburg, PA 17055.
What is the SEC file number associated with this registration?
The SEC file number is 333-280242.
Filing Stats: 4,381 words · 18 min read · ~15 pages · Grade level 15.2 · Accepted 2024-07-24 06:02:45
Key Financial Figures
- $23.00 — nitial public offering price is between $23.00 and $26.00 per share of our common stoc
- $26.00 — ic offering price is between $23.00 and $26.00 per share of our common stock. Prior to
- $470.0 million — roceeds from this offering to repay (i) $470.0 million of the intercompany note held by SMC an
- $43.6 million — intercompany note held by SMC and (ii) $43.6 million of the principal amount of a promissory
Filing Documents
- tm248173-12_s1a.htm (S-1/A) — 4396KB
- tm248173d16_ex10-12.htm (EX-10.12) — 44KB
- tm248173d16_ex10-13.htm (EX-10.13) — 16KB
- tm248173d16_ex23-1.htm (EX-23.1) — 2KB
- lg_concentra-4clr.jpg (GRAPHIC) — 14KB
- cv_ofc-4clr.jpg (GRAPHIC) — 476KB
- mp_health-4clr.jpg (GRAPHIC) — 82KB
- bc_usemployment-4c.jpg (GRAPHIC) — 33KB
- bc_patient-4c.jpg (GRAPHIC) — 19KB
- tb_track-4clr.jpg (GRAPHIC) — 56KB
- bc_confidential-4c.jpg (GRAPHIC) — 24KB
- ph_healthcenters-4clr.jpg (GRAPHIC) — 13KB
- ph_healthclinics-4clr.jpg (GRAPHIC) — 10KB
- ph_otherbusiness-4clr.jpg (GRAPHIC) — 11KB
- tb_support-4c.jpg (GRAPHIC) — 69KB
- tm248173d16_ex10-7img01.jpg (GRAPHIC) — 15KB
- 0001104659-24-082030.txt ( ) — 5591KB
Risk Factors
Risk Factors 25 Cautionary Note Regarding Forward-Looking Statements 59 Market and Industry Data 61
Use of Proceeds
Use of Proceeds 62 Dividend Policy 63 Capitalization 64
Dilution
Dilution 66 The Separation and Distribution Transactions 68 Unaudited Pro Forma Consolidated Financial Information 71
Management's Discussion And Analysis Of Financial Condition and Results Of Operations
Management's Discussion And Analysis Of Financial Condition and Results Of Operations 78
Business
Business 97 Management 135 Executive and Director Compensation 143 Principal Stockholder 163 Certain Relationships and Related Person Transactions 164
Description of Capital Stock
Description of Capital Stock 171 Description of Certain Indebtedness 176 Shares Eligible for Future Sale 178 Material U.S. Federal Income Tax Considerations for Non-U.S. Holders of Our Common Stock 180
Underwriting
Underwriting 184 Legal Matters 193 Experts 194 Where You Can Find More Information 195 Index to Consolidated Financial Statements F-1 Neither we nor any of the underwriters have authorized anyone to provide any information or to make any representations other than those contained in this prospectus, any amendment or supplement to this prospectus or any free writing prospectus prepared by us or on our behalf. We and the underwriters take no responsibility for, and cannot assure you as to the reliability of, any other information that others may give you. This prospectus is an offer to sell only the shares of our common stock offered hereby, but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus is current only as of the date of this prospectus, regardless of the time of delivery of this prospectus or of any sale of shares of our common stock. Our business, results of operations or financial condition may have changed since that date. For investors outside the United States: Neither we nor any of the underwriters have done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of the shares of our common stock and the distribution of this prospectus outside the United States. i TABLE OF CONTENTS ABOUT THIS PROSPECTUS In connection with this offering, we will issue common stock representing not more than 19.91% of our common stock outstanding, with SMC maintaining ownership of at least 80.09% of our common stock (the "Separation"). Select Medical Holdings Corporation ("Select") has informed us that, following the completion of this offering, it intends to make a tax-free distributi