Option Care Health Inc. - Registered Shares (OPCH)

Risks

• Our revenue and profitability will decline if the pharmaceutical industry undergoes certain changes, including limiting or discontinuing research, development, production and marketing of the pharmaceuticals that are compatible with the services we provide.
• If we lose relationships with managed care organizations (“MCOs”) and other non-governmental third party payers, we could lose access to a significant number of patients and our revenue and profitability could decline.
• The healthcare industry is highly competitive.
• If we are unable to maintain relationships with existing patient referral sources, our business and consolidated financial condition, results of operations, and cash flows could be materially adversely affected.
• Changes in industry pricing benchmarks could adversely affect our financial performance.
• Changes in our relationships with pharmaceutical suppliers, including changes in drug availability or pricing, could adversely affect our business and financial results.
• A disruption in pharmaceutical and medical supply could adversely impact our business.
• A shortage of qualified registered nursing staff, pharmacists and other professionals could adversely affect our ability to attract, train and retrain qualified personnel and could increase operating costs.
• Introduction of new drugs or accelerated adoption of existing lower margin drugs could cause us to experience lower revenues and profitability when prescribers prescribe these drugs for their patients or they are mandated by Third Party Payers.
• Failure to develop new services or adapt to changes and trends within the healthcare industry may adversely affect our business.
• Changes in future business conditions could cause business investments and/or recorded goodwill to become impaired, and our financial condition and results of operations could suffer if there is an impairment of goodwill.
• A significant change in, or noncompliance with, governmental regulations and other legal requirements could have a material adverse effect on our reputation and profitability.
• Federal actions and legislation may reduce reimbursement rates from governmental payers and adversely affect our results of operations.
• Delays in reimbursement may adversely affect our liquidity, cash flows and operating results.
• We are subject to pricing pressures and other risks involved with Third Party Payers.
• We face periodic reviews and billing audits by governmental and private payers, and these audits could have adverse findings that may negatively impact our business.
• If any of our pharmacies fail to comply with the conditions of participation in the Medicare program, that pharmacy could be terminated from Medicare, which could adversely affect our consolidated financial statements.
• We cannot predict the impact of changing requirements on compounding pharmacies.
• Our existing indebtedness could adversely affect our business and growth prospects.
• Despite our indebtedness, we may still incur significantly more debt. This could exacerbate the risks associated with our substantial leverage.
• We may not be able to generate sufficient cash flow to service all of our indebtedness, and may be forced to take other actions to satisfy our obligations under such indebtedness, which may not be successful.
• As of December 31, 2021, Walgreens Boots Alliance, Inc. (“Walgreens”) is our largest stockholder and has the ability to exercise significant influence over decisions requiring our stockholders’ approval.
• Provisions of our corporate governance documents could make an acquisition of us more difficult and may prevent attempts by our stockholders to replace or remove our current management, even if beneficial to our stockholders.
• Our third amended and restated certificate of incorporation designates the Court of Chancery of the State of Delaware as the exclusive forum for certain litigation that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us.
• We may issue shares of preferred stock in the future, which could make it difficult for another company to acquire us or could otherwise adversely affect holders of our common stock, which could depress the price of our common stock.
• The COVID-19 pandemic and other potential pandemic events could adversely impact our business operations, results of operations, cash flows and financial position.
• Pending and future litigation could subject us to significant monetary damages and/or require us to change our business practices.
• We may be subject to liability claims for damages and other expenses that are not covered by insurance.
• Pressures relating to downturns in the economy could adversely affect our business and consolidated financial statements.
• Acquisitions, strategic investments and strategic relationships involve certain risks.
• Cybersecurity risks could compromise our information and expose us to liability, which may harm our ability to operate effectively and may cause our business and reputation to suffer.
• Our business is dependent on the services provided by third party information technology vendors.
• Failure to maintain effective internal control over our financial reporting could have an adverse effect on our ability to report our financial results on a timely and accurate basis.
• Acts of God such as major weather disturbances could disrupt our business.