What changed in this filing

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Item 1A. Risk Factors

2022-05-13 compared with 2021-11-10 · 4 added, 68 removed, 5 unchanged (94% of the section changed)

4 unchanged sentences

and its business before purchasing shares of our common stock.

Except as set forth below, there have been no material changes to our

risk factors contained in our Annual Report on Form 10-K for the year ended December 31, 2020.

The Company’s business, operating

results and financial condition could be adversely affected due to any of those risks.

will need to grow the size and capabilities of our organization, and we may experience difficulties in managing this growth.

our business strategies develop, we must add additional managerial, operational, financial and other personnel.

Future growth will impose

significant added responsibilities on members of management, including:

recruiting, integrating, maintaining, and motivating additional personnel;

our internal development efforts effectively, while complying with our contractual obligations to contractors and other third parties;

our operational, financial, and management controls, reporting systems, and procedures.

future financial performance will depend, in part, on our ability to effectively manage any future growth, and our management may also

have to divert a disproportionate amount of its attention away from day-to-day activities in order to devote a substantial amount of

time to managing these growth activities.

This lack of long-term experience working together may adversely impact our senior management

team’s ability to effectively manage our business and growth.

currently rely, and for the foreseeable future will continue to rely, in substantial part on certain independent organizations, advisors,

and consultants to provide certain services.

There can be no assurance that the services of these independent organizations, advisors,

and consultants will continue to be available to us on a timely basis when needed, or that we can find qualified replacements.

if we are unable to effectively manage our outsourced activities or if the quality or accuracy of the services provided by consultants

is compromised for any reason, we may not be able to advance our business.

There can be no assurance that we will be able to manage our

existing consultants or find other competent outside contractors and consultants on economically reasonable terms, if at all.

not able to effectively expand our organization by hiring new employees and expanding our groups of consultants and contractors, we may

not be able to successfully implement the tasks necessary to further develop our business initiatives and, accordingly, may not achieve

our research, development, and commercialization goals.

all filed securities class action lawsuits were voluntarily dismissed, there is potential to be subject to additional securities class

action lawsuits, which could require significant management time and attention and significant legal expenses and could result in an

unfavorable outcome, which could have a material adverse effect on our business, financial condition, results of operations and cash

are subject to securities class action lawsuits, which may require significant management time and attention and significant legal expenses

and may result in an unfavorable outcome, which could have a material adverse effect on our business, financial condition, results of

operations and cash flows.

addition, there is the potential for additional future litigation, and we could be materially and adversely affected by such matters.

have insurance policies related to the risks associated with our business, including directors’ and officers’ liability insurance

However, there is no assurance that our insurance coverage will be sufficient or that our insurance carriers will cover all

claims in any future litigation.

If we are not successful in our defense of potential claims asserted in any future litigation and those

potential future claims are not covered by insurance or exceed our insurance coverage, we could have to pay damage awards, indemnify

our officers from damage awards that could be entered against them and pay the costs and expenses incurred in defense of, or in any settlement

of, such potential future claims.

may be subject to claims that we are engaged in the corporate practice of medicine or that our contractual arrangements with affiliated

physician groups constitute unlawful fee splitting.

have begun to contract with physician owned professional corporations or professional associations to facilitate the delivery of telehealth

services to their patients.

We enter into management services agreements with these physician owned professional corporations pursuant

to which we provide them with a comprehensive set of non-clinical management and administrative services.

The physician owned professional

corporations are solely responsible for practicing medicine and all clinical decision-making.

These professional corporations will pay

us for our management services from the fees they will collect from patients and third-party payors.

Our relationships with these physician

owned professional corporations are subject to various state laws that prohibit fee splitting or the practice of medicine by lay entities

Corporate practice of medicine laws and enforcement varies by state.

In some states, decisions and activities such as contracting

with third party payors, setting rates and the hiring and management of non-clinical personnel may implicate the restrictions on the

corporate practice of medicine.

addition, corporate practice of medicine restrictions are subject to broad powers of interpretation and enforcement by state regulators.

Some of these requirements may apply to us even if we do not have a physical presence in a state, solely because we provide management

services to a provider licensed in the state or facilitate the provision of telehealth to a resident of the state.

State medical practice

boards, other regulatory authorities, or other parties, including the physicians or other providers with whom we contract, may assert

that, despite these arrangements, we are engaged in the corporate practice of medicine or that our contractual arrangements with affiliated

physician groups constitute unlawful fee splitting.

In this event, failure to comply could lead to adverse judicial or administrative

action against us and/or our providers, civil or criminal penalties, receipt of cease-and-desist orders from state regulators, loss of

provider licenses, the need to make changes to the terms of engagement with providers that interfere with our business and other materially

adverse consequences.

There have been no material changes to our risk factors contained in our

Annual Report on Form 10-K for the year ended December 31, 2021.

The Company’s business, operating results and financial condition

could be adversely affected due to any of those risks.

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-Q

Item 1A. Risk Factors