What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2026-03-10 compared with 2025-03-14 · 278 added, 221 removed, 520 unchanged (49% of the section changed)

We are an acquisition holding company focused

on locating undervalued and undercapitalized companies, primarily in the healthcare industry, and providing them capitalization and leadership

to maximize the value and potential of their private enterprises while also providing diversification and risk mitigation for our stockholders.

Specifically, we have and will continue to look at a diverse variety of acquisitions in the healthcare sector in terms of growth stages

and capital structures and we intend to focus our portfolio of subsidiaries approximately as follows:

80% will be targeted to established

profitable niche small to mid-sized healthcare companies and 20% will be targeted to second stage startups in healthcare and related financial

services (emerging businesses with a strong organic growth plan that is materially cash generative).

On May 31, 2021, we acquired Nova Ortho and Spine,

LLC, or Nova, which operates a group of regional primary specialty and ancillary care facilities throughout Florida that provide traumatic

injury victims with primary care evaluations, interventional pain management, and specialty consultation services.

We focus on plaintiff

related care are and a highly efficient provider of emergency medical condition, or EMC, assessments.

We provide a full range of diagnostic

and surgical services for injuries and disorders of the skeletal system and associated bones, joints, tendons, muscles, ligaments, and

From sports injuries, to sprains, strains, and fractures, our doctors are dedicated to helping patients return to active lifestyles.

Our company is a targeted healthcare holding company

dedicated to acquiring and building middle-market niche healthcare clinics, primarily in orthopedics, spine care, and pain management.

Our partnership-driven culture emphasizes service excellence, teamwork, accountability, and performance.

We have a geographic specific acquisition strategy

driven by targeted merger and acquisition execution across three synergistic complementary pillars:

· Core Cash Flow – Acquiring, optimizing,

and managing physician practices to drive recurring revenue and operational efficiency.

· Asset Acquisition – Expanding our footprint

through ownership of real estate assets such as ambulatory surgery centers and orthopedic clinics.

· Finance – Retaining and managing personal

injury practice accounts receivable to capture long-term income rather than selling at deep discounts, strengthening sustainable profitability.

We are focused on the acquisition of orthopedic

and related modality practices with strong organic growth plans that are materially cash generative to maximize value and providing greater

coverage for our patients, and diversification and risk mitigation for our stockholders.

All current revenue is derived from Nova Ortho

and Spine, LLC, or Nova, which was acquired on May 31, 2021.

It operates a group of regional primary specialty and ancillary care facilities

across Florida and Georgia that provide traumatic injury victims with primary care evaluations, interventional pain management, and specialty

consultation services, including emergency medical condition, or EMC, assessments.

We currently primarily focus on plaintiff-related care

and provide healthcare to uninsured patients.

Our patients have typically been in an accident and have filed a lawsuit as a plaintiff

against the defendant who is allegedly responsible for the accident as the result of negligence or another tort.

We provide a full range

of diagnostic and surgical services for injuries and disorders of the skeletal system and associated bones, joints, tendons, muscles,

ligaments, and nerves.

From sports injuries, to sprains, strains, and fractures, our doctors are dedicated to helping patients return

to active lifestyles.

We also own a real estate company, Edge View Properties,

4 unchanged sentences

development, as well as a common area for landowners to view wildlife, provide access to the Salmon River and fishing in a two (2) acre

Management has invested years working to develop a new and exciting housing development in Salmon, Idaho and plans to enter into

a joint venture agreement with a developer for this planned concept development.

Management does not currently have any plans to develop this property and expects to eventually sell the property.

Our Corporate History and Structure

10 unchanged sentences

The following chart depicts our current organizational

During the year ended December 31, 2023, we sold

our financial services (tax resolution) business, Platinum Tax Defenders, or Platinum Tax, that we acquired on July 31, 2018, which was

a full-service tax resolution firm located in Los Angeles, California.

Through this subsidiary, we provided fee-based tax resolution services

to individuals and companies that have federal and state tax liabilities by assisting clients to settle outstanding tax debts.

Our Business Strategy

3 unchanged sentences

for our stockholders.

Our primary focus is on the healthcare sector, with holdings and real estate, where we utilize our management team’s

relationship networks, industry experiences and deal sourcing capabilities to target companies we believe have an experienced management

team and compelling assets which we believe are well positioned for growth.

Our culture emphasizes core values, teamwork, accountability,

and performance.

Specifically, we have and will continue to look at a diverse variety of acquisitions in the healthcare sector in terms

of growth stages and capital structures and we intend to focus our portfolio of subsidiaries approximately as follows:

80% will be targeted

to established profitable niche small to mid-sized healthcare companies and 20% will be targeted to second stage startups in healthcare

and related financial services (emerging businesses with a strong organic growth plan that is materially cash generative).

Our acquisition

strategy is driven by structure, transaction value, alignment, resources and return on investment.

As we identify potential targets, it

is also our strategy and goal to identify and recruit the right operating executive partners that have the requisite tools and experience

to manage and grow our existing and newly acquired subsidiaries.

Based on our management’s long history and experience in building

relationships with a vast number of executives and their teams, we are confident that we have placed or left successful executives in

charge of our current subsidiaries and will be able to identify appropriate executives to add long term value to any future acquisitions.

Our primary focus is on the healthcare sector, where we utilize our management team’s relationship networks,

industry experience and deal sourcing capabilities to target companies we believe have an experienced management team and compelling assets

which we believe are well positioned for growth.

Our culture emphasizes core values, teamwork, accountability, and performance.

Specifically,

we have and will continue to look at a diverse variety of acquisitions in the healthcare sector in terms of growth stages and capital

structures and we intend to focus our portfolio of subsidiaries to established profitable niche small to mid-sized healthcare companies.

Our acquisition strategy is driven by structure, transaction value, alignment, resources and return on investment.

As we identify potential

targets, it is also our strategy and goal to identify and recruit the right operating executive partners that have the requisite tools

and experience to manage and grow our existing and newly acquired subsidiaries.

Based on our management’s long history and experience

in building relationships with a vast number of executives and their teams, we are confident that we have placed or left successful executives

in charge of our current subsidiaries and will be able to identify appropriate executives to add long-term value to any future acquisitions.

After our acquisitions, the entities become wholly

14 unchanged sentences

attractive returns for our stockholders.

We further believe the economic and market dislocation resulting from the COVID-19 pandemic enhanced

our opportunity to obtain potentially profitable businesses, which are facing lingering working capital challenges post pandemic, but

have rebounded and returned to or near previous levels of profitability.

In this environment, we believe the expertise and relationships

of our management team represent a compelling value proposition for potential business targets looking for additional working capital

infusion, a pathway to exit some equity, and leadership to assist them to grow and expand.

In this environment, we believe the expertise and relationships of our management team represent

a compelling value proposition for potential business targets looking for additional working capital infusion, a pathway to exit some

equity, and leadership to assist them to grow and expand.

Our Acquisition Process

14 unchanged sentences

subsidiary company owns or acquires 49% or more of the outstanding voting securities of the target or otherwise acquires a controlling

interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940,

as amended, or the Investment Company Act.

interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act.

If our board of directors is not able to independently

30 unchanged sentences

any acquisition is not ultimately completed will result in our incurring losses and will reduce the funds we can use to complete another

Members of our management team, including our

officers and directors, will directly or indirectly own a majority of our securities following this offering and, accordingly, may have

a conflict of interest in determining whether a particular target company is an appropriate business with which to effectuate our initial

business combination.

We have not selected any specific business combination

8 unchanged sentences

and Structure ”:

our acquisition strategy exposes us to substantial risk;

we may experience difficulty as we evaluate, acquire and integrate businesses that we may acquire, which could result in drains on our resources, including the attention of our management, and disruptions of our on-going business;

we may not be able to effectively integrate the businesses that we acquire;

we face competition for businesses that fit our acquisition strategy and, therefore, we may have to acquire targets at sub-optimal prices or, alternatively, forego certain acquisition opportunities;

we may not be able to successfully fund acquisitions due to the unavailability of debt or equity financing on acceptable terms, which could impede the implementation of our acquisition strategy;

we may change our management and acquisition strategies without the consent of our stockholders, which may result in a determination by us to pursue riskier business activities.

· our acquisition strategy exposes us to substantial

· we may experience difficulty as we evaluate,

acquire and integrate businesses that we may acquire, which could result in drains on our resources, including the attention of our management,

and disruptions of our on-going business;

· we may not be able to effectively integrate the

businesses that we acquire;

· we face competition for businesses that fit our

acquisition strategy and, therefore, we may have to acquire targets at sub-optimal prices or, alternatively, forego certain acquisition

opportunities;

· we may not be able to successfully fund acquisitions

due to the unavailability of debt or equity financing on acceptable terms, which could impede the implementation of our acquisition strategy;

· we may change our management and acquisition

strategies without the consent of our stockholders, which may result in a determination by us to pursue riskier business activities.

Our Competition

In identifying, evaluating, and selecting potential

8 unchanged sentences

Any of these factors may place us at a competitive disadvantage in successfully negotiating an acquisition.

Competitive Strengths

Our Competitive Strengths

We believe that we have several competitive advantages

2 unchanged sentences

· Management Operating and Investing Experience .

Our directors and executive officers have significant executive, investment and operational experience in managing and growing small and middle market companies.

We believe that this breadth of experience provides us with a competitive advantage in evaluating businesses and acquisition opportunities.

Extensive Network of Small to Middle Market Companies .

As a result of their experience with acquisitions and in providing services to small to middle market companies around the United States, our management team members have developed a broad array of contacts at private and closely held companies.

We believe that these contacts will be important in generating potential acquisition opportunities for us.

Our directors and executive officers have significant executive, investment and operational experience in managing and growing small and

middle market healthcare companies.

We believe that this breadth of experience provides us with a competitive advantage in evaluating

businesses and acquisition opportunities.

· Extensive Network of Small to Middle Market

As a result of their experience with acquisitions and in providing services to small to middle market companies around

the United States, our management team members have developed a broad array of contacts at private and closely held companies.

that these contacts will be important in generating potential acquisition opportunities for us.

· Public Company Benefits .

We believe our structure will make us an attractive business transaction partner to prospective acquisition targets.

As an existing public company, we will be able to raise capital to deploy to our acquired businesses for their business operations.

Additionally, we will be able to offer to the employees of our subsidiaries equity in our company as an additional means of creating management incentives that are better aligned with stockholder’s interests.

our structure will make us an attractive business transaction partner to prospective acquisition targets.

As an existing public company,

we will be able to raise capital to deploy to our acquired businesses for their business operations.

Additionally, we will be able to

offer to the employees of our subsidiaries equity in our company as an additional means of creating management incentives that are better

aligned with stockholders’ interests.

· Maintaining of day-to-day control of operations .

As part of our acquisition criteria for a target company, we search for companies with what we believe are strong management teams, which allows us to have the management team maintain control of the day-to-day operations of the companies.

We believe this model is attractive to target companies with management desiring to obtain the benefits of being a public company while maintaining control over the operations of their company.

Intellectual Property

As part of our acquisition criteria for a target company, we search for companies with what we believe are strong management teams, which

allows us to have the management team maintain control of the day-to-day operations of the companies.

We believe this model is attractive

to target companies with management desiring to obtain the benefits of being a public company while maintaining control over the operations

of their company.

Our Intellectual Property

We do not have any intellectual property at our

holding company.

As of December 31, 2024, our company had seventeen

employees, of which fifteen of these employees were full time (including our operating subsidiaries described below).

None of our employees

are represented by labor unions, and we believe that we have an excellent relationship with our employees.

Our Employees

As of December 31, 2025, our company had 18 employees,

of which 15 of these employees were full time (including our operating subsidiaries described below).

None of our employees are represented

by labor unions, and we believe that we have an excellent relationship with our employees.

We do not expect that our holding company will

1 unchanged sentence

However, it is our policy to fully comply with all governmental regulation and regulatory

Healthcare Business

Our Healthcare Business

Our healthcare business is operated by Nova,

2 unchanged sentences

We operate a group of regional primary specialty

and ancillary care facilities throughout Florida that provide traumatic injury victims with primary care evaluations, interventional pain

management, and specialty consultation services.

We focus on plaintiff related care are and a highly efficient provider of EMC assessments.

and ancillary care facilities throughout Florida and Georgia that provide traumatic injury victims with primary care evaluations, interventional

pain management, and specialty consultation services.

We focus on plaintiff-related care and are a highly efficient provider of EMC assessments.

We provide a full range of diagnostic and surgical services for injuries and disorders of the skeletal system and associated bones, joints,

30 unchanged sentences

we have superior access to patient information to determine the validity of each case and manage cases appropriately.

Revenue is primarily provided by bodily injury

policies, general liability policies, and personal injury protection policies, which partially insulates our business from the declining

As noted above, we focus on plaintiff-related

care, so our revenue is primarily provided by bodily injury policies, general liability policies, and personal injury protection policies,

rather than directly from patients, private insurance or Medicare/Medicaid, which partially insulates our business from the declining

reimbursement programs paid from or correlated to Medicare/Medicaid and traditional health insurance companies.

However, since most of

our patients are uninsured and involved in lawsuits, we must wait for payments of amounts owed to us until the patient’s lawyer

settles the claim against the defendant’s insurance company or the defendant.

As a result of our need to wait for such a settlement,

we experience an extended accounts receivable collection period, which typically ranges from 12 to 24 months.

See also Item 1A “ Risk

Factors—Risks Related to Our Business and Structure—Our typical accounts receivable collection lifecycle is between twelve

and twenty-four months.

This extended period creates several risks relating to our liquidity and cash flow, exposure to credit losses,

dependence on external financing, negative impact on our financial metrics and operational challenges .”

Healthcare Facilities

1 unchanged sentence

located at 1903 S 25 th Street, Suite 103, Fort Pierce, FL 34947.

We currently operate twelve facilities, most of which were

opened in the last thirty-six months.

As of December 31, 2024, management estimates that the twelve facilities are operating at 35% capacity.

We believe that the most important factors relating to the overall utilization of a facility include adequate working capital, the quality

and market position of the facility and the number, quality and specialties of physicians providing patient care within the facility.

Other factors that affect utilization include general and local economic conditions, market penetration, the degree of outpatient use,

the availability of reimbursement programs such as Medicare and Medicaid, and demographic changes such as the growth in local populations.

Utilization across the industry is also being affected by improvements in clinical practice, medical technology and pharmacology.

industry trends in utilization and occupancy have been significantly affected by changes in reimbursement policies of third party payers.

We are also unable to predict the extent to which these industry trends will continue or accelerate.

We currently operate eleven facilities.

As of December 31,

2025, management estimates that the eleven facilities are operating at 35% capacity.

We believe that the most important factors relating

to the overall utilization of a facility include adequate working capital, the quality and market position of the facility and the number,

quality and specialties of physicians providing patient care within the facility.

Other factors that affect utilization include general

and local economic conditions, market penetration, the degree of outpatient use, the availability of reimbursement programs such as Medicare

and Medicaid, and demographic changes such as the growth in local populations.

Utilization across the industry is also being affected

by improvements in clinical practice, medical technology and pharmacology.

Current industry trends in utilization and occupancy have been

significantly affected by changes in reimbursement policies of third party payers.

We are also unable to predict the extent to which these

industry trends will continue or accelerate.

Customers, Sales and Marketing

As of December 31, 2025, we provide services to

approximately 250 - 325 patients per month on average at twelve facilities.

approximately 270 - 375 patients per month on average at eleven facilities.

Patients are primarily referred through a growing network

of personal injury attorneys, insurance carriers, physical therapy providers, and chiropractic care providers.

The health care industry is highly competitive.

The healthcare industry is highly competitive.

In recent years, competition among healthcare providers for patients, such as our company, has intensified in the United States due to,

22 unchanged sentences

In addition, we depend on the efforts, abilities,

and experience of our medical support personnel, including our nurses, pharmacists and lab technicians and other health care professionals.

We compete with other health care providers in recruiting and retaining qualified management, nurses and other medical personnel.

healthcare facilities are experiencing the effects of a nationwide staffing shortage, which has caused and may continue to cause an increase

in salaries, wages and benefits expense in excess of the inflation rate.

In addition, there are requirements to maintain specified nurse-staffing

and experience of our medical support personnel, including our nurses, pharmacists and lab technicians and other healthcare professionals.

We compete with other healthcare providers in recruiting and retaining qualified management, nurses and other medical personnel.

Our healthcare

facilities are experiencing the effects of a nationwide staffing shortage, which has caused and may continue to cause an increase in salaries,

wages and benefits expense in excess of the inflation rate.

In addition, there are requirements to maintain specified nurse-staffing levels.

To the extent we cannot meet those levels, we may be required to limit the healthcare services provided, which would have a corresponding

2 unchanged sentences

injury insurance policies, general liability policies, and personal injury protection policies, our ability to negotiate favorable service

contracts with purchasers of group health care services also affects our competitive position and significantly affects the revenues and

contracts with purchasers of group healthcare services also affects our competitive position and significantly affects the revenues and

operating results of our facilities.

5 unchanged sentences

for a larger number of potential patients.

Generally, facilities compete for service contracts with group health care service purchasers

Generally, facilities compete for service contracts with group healthcare service purchasers

on the basis of price, market reputation, geographic location, quality and range of services, quality of the medical staff and convenience.

12 unchanged sentences

Competitive Strengths

We believe that we have several competitive advantages,

including the following:

Broad array of services focusing on plaintiff related care .

We provide a full range of diagnostic and surgical services for injuries and disorders of the skeletal system and associated bones, joints, tendons, muscles, ligaments, and nerves with a focus on plaintiff related care.

From sports injuries, to sprains, strains, and fractures, orthopedic and pain procedure services include hip and knee replacement, shoulder reconstruction, fracture care and hand surgery, as well as spinal surgery.

Our service model is designed to promote referral relationships, facilitate patient access, and coordinate administration among our company, as a medical provider, personal injury attorneys, and chiropractors.

As a result, our revenue is primarily provided by bodily injury insurance policies, general liability policies, and personal injury protection policies, which partially insulates our business from the declining reimbursement programs paid from or correlated to Medicare/ Medicaid and traditional health insurance companies.

We believe that our healthcare business has several

competitive advantages, including the following:

· Broad array of services focusing on plaintiff-related

We provide a full range of diagnostic and surgical services for injuries and disorders of the skeletal system and associated

bones, joints, tendons, muscles, ligaments, and nerves with a focus on plaintiff-related care.

From sports injuries, to sprains, strains,

and fractures, orthopedic and pain procedure services include hip and knee replacement, shoulder reconstruction, fracture care and hand

surgery, as well as spinal surgery.

Our service model is designed to promote referral relationships, facilitate patient access, and coordinate

administration among our company, as a medical provider, personal injury attorneys, and chiropractors.

As a result, our revenue is primarily

provided by bodily injury insurance policies, general liability policies, and personal injury protection policies, which partially insulates

our business from the declining reimbursement programs paid from or correlated to Medicare/ Medicaid and traditional health insurance

· Opportunities for accelerated growth .

We have a track record of delivering strong growth through a combination of organic growth, new contract additions and selective acquisitions.

have a track record of delivering strong growth through a combination of organic growth, new contract additions and selective acquisitions.

Organic growth has historically been supported by consistent underlying market volume trends, stable pricing and a diversified payor mix.

We believe that our networks of high-quality providers position us to take advantage of these trends.

We have successfully executed on new contract growth by providing a set of differentiated services and delivering integrated, efficient, high-quality care, which has helped us expand our relationships with our existing customers and compete effectively in the bidding process for new contracts.

Additionally, we believe we will have opportunities to expand our services through acquisitions, as discussed in more detail below.

We have successfully executed on

new contract growth by providing a set of differentiated services and delivering integrated, efficient, high-quality care, which has helped

us expand our relationships with our existing customers and compete effectively in the bidding process for new contracts.

Additionally,

we believe we will have opportunities to expand our services through acquisitions, as discussed in more detail below.

· Focus on clinical excellence .

We are focused on achieving the best clinical outcomes for our patients through the application of rigorous recruiting and credentialing standards, the promotion of a physician-led leadership culture and the monitoring of our clinical quality measures.

Through extensive clinical and leadership development programs, we train our healthcare professionals to continually enhance their skills and deliver innovative and patient-focused experiences and outcomes.

We provide internally developed continuing medical education accredited courses to our healthcare professionals, including instructor-led and on-line education sessions.

We have developed and implemented quality measurement systems that track multiple key indicators, which assist our professionals in systematically monitoring, examining and analyzing outcomes and processes.

These quality measurement systems are supplemented by our active peer review infrastructure designed to ensure the development and implementation of actionable items that will improve patient outcomes.

Our ability to deliver high levels of customer service and patient care is a direct result of this focus, which helps us to differentiate our services, and to attract and retain providers.

Ability to attract and retain high-quality providers .

are focused on achieving the best clinical outcomes for our patients through the application of rigorous recruiting and credentialing

standards, the promotion of a physician-led leadership culture and the monitoring of our clinical quality measures.

Through extensive

clinical and leadership development programs, we train our healthcare professionals to continually enhance their skills and deliver innovative

and patient-focused experiences and outcomes.

We provide internally developed continuing medical education accredited courses to our healthcare

professionals, including instructor-led and on-line education sessions.

We have developed and implemented quality measurement systems

that track multiple key indicators, which assist our professionals in systematically monitoring, examining and analyzing outcomes and

These quality measurement systems are supplemented by our active peer review infrastructure designed to ensure the development

and implementation of actionable items that will improve patient outcomes.

Our ability to deliver high levels of customer service and

patient care is a direct result of this focus, which helps us to differentiate our services, and to attract and retain providers.

· Ability to attract and retain high-quality

Through our processes, we are able to identify and target high-quality providers to match the needs of our customers.

We believe that our operating infrastructure enables us to provide attractive opportunities for our providers to enhance their skills through extensive clinical and leadership development programs.

We believe that our differentiated recruiting, training and development programs strengthen our customer and provider relationships, enhance our contract and clinician retention rates and allow us to efficiently recruit providers to support our new contract pipeline.

We believe that our operating infrastructure enables us to provide attractive opportunities for our providers to enhance their skills

through extensive clinical and leadership development programs.

We believe that our differentiated recruiting, training and development

programs strengthen our customer and provider relationships, enhance our contract and clinician retention rates and allow us to efficiently

recruit providers to support our new contract pipeline.

Growth Strategies

2 unchanged sentences

· Capitalize on organic growth opportunities .

As noted above, management estimates that our twelve facilities are operating at 35% capacity as of December 31, 2024.

Accordingly, we believe that we have an opportunity for organic growth at our existing facilities.

We also believe our physician-led, patient-focused culture and approach to clinical solutions will allow us to continue to successfully recruit and retain clinical professionals.

Supplement organic growth with strategic acquisitions .

noted above, management estimates that our eleven facilities are operating at 35% capacity as of December 31, 2025.

Accordingly, we believe

that we have an opportunity for organic growth at our existing facilities.

We also believe our physician-led, patient-focused culture

and approach to clinical solutions will allow us to continue to successfully recruit and retain clinical professionals.

· Supplement organic growth with strategic

acquisitions .

The market in which we compete is highly fragmented, presenting significant opportunities for additional acquisitions.

We will continue to follow a disciplined strategy in exploring future acquisitions by analyzing the strategic rationale, financial impact and organic growth profile of each potential opportunity.

Our current focus for future acquisitions is outpatient Orthopedic Surgery Centers and related Clinics.

We will continue to follow a disciplined strategy in exploring future acquisitions by analyzing the strategic rationale, financial impact

and organic growth profile of each potential opportunity.

Our current focus for future acquisitions is outpatient Orthopedic Surgery Centers

and related Clinics.

We have been in discussions with several privately owned Surgery Centers and Clinics.

Key targets are strategically located within eighteen states that we have identified to have a combination of favorable dynamics.

Key targets are strategically

located within eighteen states that we have identified to have a combination of favorable dynamics.

· Enhance operational efficiencies and productivity .

We believe there are significant opportunities to continue to build upon our success in improving our productivity and profitability.

We continue to focus on initiatives to improve productivity, including more efficient scheduling, continued use of mid-level providers, enhancing our leadership training programs, improving and realigning compensation programs.

We believe that our processes related to managed care contracting, billing, coding, collection and compliance have driven a strong track record of efficient revenue cycle management.

We have made significant investments in infrastructure, including management information systems that we believe will continue to enable us to improve clinical results and key client metrics while reducing the cost of providing patient care.

We have dedicated teams with business and clinical expertise that are responsible for implementing best practices.

Furthermore, we will continue to utilize risk mitigation programs for loss prevention and early intervention.

We believe that our significant investments in scalable technology systems will facilitate additional cost reductions and efficiencies.

believe there are significant opportunities to continue to build upon our success in improving our productivity and profitability.

continue to focus on initiatives to improve productivity, including more efficient scheduling, continued use of mid-level providers, enhancing

our leadership training programs, improving and realigning compensation programs.

We believe that our processes related to managed care

contracting, billing, coding, collection and compliance have driven a strong track record of efficient revenue cycle management.

made significant investments in infrastructure, including management information systems that we believe will continue to enable us to

improve clinical results and key client metrics while reducing the cost of providing patient care.

We have dedicated teams with business

and clinical expertise that are responsible for implementing best practices.

Furthermore, we will continue to utilize risk mitigation

programs for loss prevention and early intervention.

We believe that our significant investments in scalable technology systems will facilitate

additional cost reductions and efficiencies.

Intellectual Property

1 unchanged sentence

Employees and Medical Staff

As of December 31, 2024, Nova had 13

Our facilities are staffed by licensed physicians who have been admitted to the medical staff of individual

Members of the medical staff of our facilities also serve on the medical staffs of facilities not owned by us and

may terminate their affiliation with our facilities at any time.

Each of our facilities is managed on a day-to-day basis by a

managing director.

In addition, a Board of Governors, including members of the facility’s medical staff, governs the medical,

professional and ethical practices at each facility.

We believe that our relations with our employees are satisfactory.

As of December 31, 2025, Nova had 13 employees.

Our facilities are staffed by licensed physicians who have been admitted to the medical staff of individual facilities.

the medical staff of our facilities also serve on the medical staffs of facilities not owned by us and may terminate their affiliation

with our facilities at any time.

Each of our facilities is managed on a day-to-day basis by a managing director.

In addition, a Board

of Governors, including members of the facility’s medical staff, governs the medical, professional and ethical practices at each

We believe that our relationships with our employees are satisfactory.

None of our employees are represented by labor

4 unchanged sentences

and abuse provisions (including, but not limited to, federal statutes and regulations prohibiting kickbacks and other illegal inducements

to potential referral sources, false claims submitted to federal or state health care programs and self-referrals by physicians).

to potential referral sources, false claims submitted to federal or state healthcare programs and self-referrals by physicians).

that are found to have violated any of these laws and regulations may be excluded from participating in government healthcare programs,

subjected to significant fines or penalties and/or required to repay amounts received from the government for previously billed patient

Although we believe our policies, procedures and practices comply with government regulations, no assurance can be given that

Although we believe our policies, procedures and practices comply with governmental regulations, no assurance can be given that

we will not be subjected to additional governmental inquiries or actions, or that we would not be faced with sanctions, fines or penalties

10 unchanged sentences

pharmacies, handle radioactive materials and operate certain equipment.

All of our eligible hospitals have been accredited

by The Joint Commission.

All of our facilities are certified as providers of Medicare and Medicaid services by the appropriate governmental

If any of our facilities were to lose its Joint Commission accreditation or otherwise lose its certification under the Medicare

and Medicaid programs, the facility may be unable to receive reimbursement from the Medicare and Medicaid programs and other payers.

believe our facilities are in substantial compliance with current applicable federal, state, local and independent review body regulations

and standards.

The requirements for licensure, certification and accreditation are subject to change and, in order to remain qualified,

it may become necessary for us to make changes in our facilities, equipment, personnel and services in the future, which could have a

material adverse impact on operations.

All of our eligible hospitals have been accredited by The

Joint Commission.

All of our facilities are certified as providers of Medicare and Medicaid services by the appropriate governmental authorities.

If any of our facilities were to lose its Joint Commission accreditation or otherwise lose its certification under the Medicare and Medicaid

programs, the facility may be unable to receive reimbursement from the Medicare and Medicaid programs and other payers.

We believe our

facilities are in substantial compliance with current applicable federal, state, local and independent review body regulations and standards.

The requirements for licensure, certification and accreditation are subject to change and, in order to remain qualified, it may become

necessary for us to make changes in our facilities, equipment, personnel and services in the future, which could have a material adverse

impact on operations.

Certificates of Need :

states, including Florida, have enacted certificates of need, or CON, laws as a condition prior to capital expenditures, construction,

expansion, modernization or initiation of major new services.

Failure to obtain necessary state approval can result in our inability to

complete an acquisition, expansion or replacement, the imposition of civil or, in some cases, criminal sanctions, the inability to receive

Medicare or Medicaid reimbursement or the revocation of a facility’s license, which could harm our business.

In addition, significant

CON reforms have been proposed in a number of states that would increase the capital spending thresholds and provide exemptions of various

services from review requirements.

In the past, we have not experienced any material adverse effects from those requirements, but we cannot

predict the impact of these changes upon our operations.

states, including Florida, have enacted CON laws as a condition prior to capital expenditures, construction, expansion, modernization

or initiation of major new services.

Failure to obtain necessary state approval can result in our inability to complete an acquisition,

expansion or replacement, the imposition of civil or, in some cases, criminal sanctions, the inability to receive Medicare or Medicaid

reimbursement or the revocation of a facility’s license, which could harm our business.

In addition, significant CON reforms have

been proposed in a number of states that would increase the capital spending thresholds and provide exemptions of various services from

review requirements.

In the past, we have not experienced any material adverse effects from those requirements, but we cannot predict

the impact of these changes upon our operations.

Conversion Legislation :

3 unchanged sentences

the level of government involvement varies from state to state, the trend is to provide for increased governmental review and, in some

cases, approval of a transaction in which a not-for-profit entity sells a health care facility to a for-profit entity.

cases, approval of a transaction in which a not-for-profit entity sells a healthcare facility to a for-profit entity.

The adoption of

47 unchanged sentences

enumerated requirements.

The Centers for Medicare and Medicaid Services, or CMS,

issued a final rule in 2020 that created a new Stark exception for value-based models.

Although the final regulations provide exceptions

to the Stark Law, there may remain regulatory risks for participating hospitals, as well as financial and operational risks.

all aspects of our business and have developed a comprehensive ethics and compliance program that is designed to meet or exceed applicable

federal guidelines and industry standards.

Nonetheless, because the law in this area is complex and constantly evolving, there can be

no assurance that federal regulatory authorities will not determine that any of our arrangements with physicians violate the Stark Law.

The CMS issued a final rule in 2020 that created a new Stark exception for value-based models.

the final regulations provide exceptions to the Stark Law, there may remain regulatory risks for participating hospitals, as well as financial

and operational risks.

We monitor all aspects of our business and have developed a comprehensive ethics and compliance program that is

designed to meet or exceed applicable federal guidelines and industry standards.

Nonetheless, because the law in this area is complex

and constantly evolving, there can be no assurance that federal regulatory authorities will not determine that any of our arrangements

with physicians violate the Stark Law.

Anti-kickback Statute :

1 unchanged sentence

indirectly soliciting, receiving, offering or paying money or other remuneration to other individuals and entities in return for using,

referring, ordering, recommending or arranging for such referrals or orders of services or other items covered by a federal or state health

care program.

referring, ordering, recommending or arranging for such referrals or orders of services or other items covered by a federal or state healthcare

However, changes to the anti-kickback statute have reduced the intent required for violation;

one is no longer required

to have actual knowledge or specific intent to commit a violation of the anti-kickback statute in order to be found in violation of such

The anti-kickback statute contains certain exceptions, and the Office of the Inspector General of the Department of Health and Human

Services, or the OIG, has issued regulations that provide for “safe harbors,” from the federal anti-kickback statute for various

one is no longer required to have

actual knowledge or specific intent to commit a violation of the anti-kickback statute in order to be found in violation of such law.

The anti-kickback statute contains certain exceptions, and the Office of the Inspector General of the Department of Health and Human Services,

or the OIG, has issued regulations that provide for “safe harbors,” from the federal anti-kickback statute for various activities.

These activities, which must meet certain requirements, include (but are not limited to) the following:

investment interests,

space rental, equipment rental, practitioner recruitment, personnel services and management contracts, sale of practice, referral services,

warranties, discounts, employees, group purchasing organizations, waiver of beneficiary coinsurance and deductible amounts, managed care

arrangements, obstetrical malpractice insurance subsidies, investments in group practices, freestanding surgery centers, donation of technology

for electronic health records and referral agreements for specialty services.

In 2020, the OIG issued a final rule that established

an anti-kickback statute safe harbor for value based models.

investment interests, space rental,

equipment rental, practitioner recruitment, personnel services and management contracts, sale of practice, referral services, warranties,

discounts, employees, group purchasing organizations, waiver of beneficiary coinsurance and deductible amounts, managed care arrangements,

obstetrical malpractice insurance subsidies, investments in group practices, freestanding surgery centers, donation of technology for

electronic health records and referral agreements for specialty services.

In 2020, the OIG issued a final rule that established an

anti-kickback statute safe harbor for value based models.

Although the final regulations provide safe harbors, there may remain regulatory

36 unchanged sentences

(including the loss of our licenses to operate one or more facilities), and exclusion of one or more facilities from participation in

the Medicare, Medicaid and other federal and state health care programs.

the Medicare, Medicaid and other federal and state healthcare programs.

The imposition of such penalties could have a material adverse

2 unchanged sentences

Regulations :

A current trend affecting the health care industry is the increased use of the federal False Claims Act, and,

A current trend affecting the healthcare industry is the increased use of the federal False Claims Act, and,

in particular, actions being brought by individuals on the government’s behalf under the False Claims Act’s qui tam, or whistleblower,

26 unchanged sentences

Like the anti-kickback statute, these provisions are

Further, the Health Insurance Portability and Accountability Act of 1996, or HIPAA, broadened the scope of the fraud and abuse

laws by adding several criminal provisions for health care fraud offenses that apply to all health benefit programs, whether or not payments

under such programs are paid pursuant to federal programs.

HIPAA also introduced enforcement mechanisms to prevent fraud and abuse in

There are civil penalties for prohibited conduct, including, but not limited to billing for medically unnecessary products or

Further, HIPAA broadened the scope of the fraud and abuse laws by adding several criminal provisions for healthcare fraud

offenses that apply to all health benefit programs, whether or not payments under such programs are paid pursuant to federal programs.

HIPAA also introduced enforcement mechanisms to prevent fraud and abuse in Medicare.

There are civil penalties for prohibited conduct,

including, but not limited to billing for medically unnecessary products or services.

HIPAA Administrative Simplification and

1 unchanged sentence

The administrative simplification provisions of HIPAA, as amended by the Health Information Technology

for Economic and Clinical Health Act, or HITECH, require the use of uniform electronic data transmission standards for health care claims

for Economic and Clinical Health Act, or HITECH, require the use of uniform electronic data transmission standards for healthcare claims

and payment transactions submitted or received electronically.

These provisions are intended to encourage electronic commerce in the health

care industry.

These provisions are intended to encourage electronic commerce in the healthcare

HIPAA also established federal rules protecting the privacy and security of personal health information.

The privacy and

security regulations address the use and disclosure of individual health care information and the rights of patients to understand and

control how such information is used and disclosed.

The privacy and security

regulations address the use and disclosure of individual healthcare information and the rights of patients to understand and control how

such information is used and disclosed.

Violations of HIPAA can result in both criminal and civil fines and penalties.

believe that we are in material compliance with the privacy regulations of HIPAA, as we continue to develop training and revise procedures

to address ongoing compliance.

The HIPAA security regulations require health care providers to implement administrative, physical and

technical safeguards to protect the confidentiality, integrity and availability of patient information.

HITECH has since strengthened

certain HIPAA rules regarding the use and disclosure of protected health information, extended certain HIPAA provisions to business associates,

and created new security breach notification requirements.

HITECH has also extended the ability to impose civil money penalties on providers

not knowing that a HIPAA violation has occurred.

We believe that we have been in substantial compliance with HIPAA and HITECH requirements

Recent changes to the HIPAA regulations may result in greater compliance requirements for healthcare providers, including expanded

obligations to report breaches of unsecured patient data, as well as create new liabilities for the actions of parties acting as business

associates on our behalf.

We believe that

we are in material compliance with the privacy regulations of HIPAA, as we continue to develop training and revise procedures to address

ongoing compliance.

The HIPAA security regulations require healthcare providers to implement administrative, physical and technical safeguards

to protect the confidentiality, integrity and availability of patient information.

HITECH has since strengthened certain HIPAA rules regarding

the use and disclosure of protected health information, extended certain HIPAA provisions to business associates, and created new security

breach notification requirements.

HITECH has also extended the ability to impose civil money penalties on providers not knowing that a

HIPAA violation has occurred.

We believe that we have been in substantial compliance with HIPAA and HITECH requirements to date.

changes to the HIPAA regulations may result in greater compliance requirements for healthcare providers, including expanded obligations

to report breaches of unsecured patient data, as well as create new liabilities for the actions of parties acting as business associates

on our behalf.

Red Flags Rule :

32 unchanged sentences

states, including Florida, have laws and/or regulations that prohibit corporations and other entities from employing physicians and practicing

medicine for a profit or that prohibit certain direct and indirect payments or fee-splitting arrangements between health care providers

medicine for a profit or that prohibit certain direct and indirect payments or fee-splitting arrangements between healthcare providers

that are designed to induce or encourage the referral of patients to, or the recommendation of, particular providers for medical products

9 unchanged sentences

We do not make any such payments or have any such arrangements.

Health Care Industry Investigations :

Healthcare Industry Investigations :

are subject to claims and suits in the ordinary course of business, including those arising from care and treatment afforded by our facilities

12 unchanged sentences

Although we believe our policies, procedures and practices

comply with government regulations, no assurance can be given that we will not be subjected to inquiries or actions, or that we will not

be faced with sanctions, fines or penalties in connection with the investigations.

comply with governmental regulations, no assurance can be given that we will not be subjected to inquiries or actions, or that we will

not be faced with sanctions, fines or penalties in connection with the investigations.

Even if we were to ultimately prevail, the government’s

30 unchanged sentences

in a two (2) acre pond.

Salmon is known as Idaho’s premier whitewater destination as well as one of the easier accesses

to the Frank Church Wilderness Area - the largest wilderness in the lower 48 states.

Salmon is known as Idaho’s premier whitewater destination as well as one of the easier accesses to

the Frank Church Wilderness Area - the largest wilderness in the lower 48 states.

Salmon’s airport has service to Boise,

Idaho and serves as a hub to access whitewater rafting start points and wilderness landing strips.

Management has invested years working

to develop a new and exciting housing development in Salmon, Idaho and plans to enter into a joint venture agreement with a developer

for this planned concept development.

Management does not currently have

any plans to develop this property and expects to eventually sell the property.

Intellectual Property

44 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business