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Ardent Health Partners Inc

For the period ended Sep 30, 2024. Filed Nov 7, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 7, 2024

ARDT$17.30+8.8%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 12 previous paragraphs and 30 current paragraphs.

8 unchanged; 4 reworded; 3 added; 0 removed; 0 previous and 15 current paragraphs rearranged.

Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

The current filing states there were no material changes to risk factors.

This is the filer’s own statement, not a conclusion from the comparison. Read its qualifications and the report it references.

Current filing’s statement

There have been no material changes to our risk factors that we believe are material to our business, results of operations and
Added paragraphs (3)

Current report

Prospectus.

Current report

additional details on the IPO, refer to Note 1 “Description of the Business and Basis of Presentation—Initial Public Offering
Reworded paragraphs (4)

Previous wording

There have been no material changes to our risk factors that we believe are material to our business, results of operations and financial condition, from the risk factors previously disclosed in the section entitled “Risk factors” included in the Final Prospectus.

Current wording

There have been no material changes to our risk factors that we believe are material to our business, results of operations and

Previous wording

On July 17, 2024, in connection with the IPO, ALH Holdings, LLC (a subsidiary of Ventas, Inc.) contributed all of its outstanding common stock in AHP Health Partners (our direct subsidiary) to Ardent Health Partners, Inc. in exchange for 5,178,202 shares of common stock of Ardent Health Partners, Inc. (the “ALH Contribution”). The issuance of securities in the ALH Contribution was deemed to be exempt from registration under the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) thereof, as a transaction by an issuer not involving any public offering.

Current wording

On July 17, 2024, in connection with the IPO, ALH Holdings, LLC (a subsidiary of Ventas, Inc.) contributed all of its

Previous wording

On July 17, 2024, our registration statement on Form S-1 (File No. 333-280425) related to the IPO was declared effective by the SEC. Pursuant to such registration statement, we issued and sold 12,000,000 shares of common stock at a public offering price of $16.00 per share on July 19, 2024. We received net proceeds of approximately $181.4 million, after deducting underwriting discounts and commissions of approximately $10.6 million. On July 30, 2024, in conjunction with the underwriters exercising their option to purchase additional shares, we issued an additional 1,800,000 shares of common stock at the initial public offering price of $16.00 per share for additional net proceeds of approximately $27.2 million, after deducting underwriting discounts and commissions of approximately $1.6 million. None of the expenses associated with the IPO were paid to directors, officers, or persons owning 10% or more of any class of equity securities, or to our affiliates.

Current wording

On July 17, 2024, our registration statement on Form S-1 (File No. 333-280425) related to the IPO was declared effective by

Previous wording

There has been no material change in the planned use of proceeds from the IPO from those described in the Final Prospectus, dated July 17, 2024, filed with the SEC on July 18, 2024, pursuant to Rule 424(b) of the Securities Act. J.P. Morgan Securities LLC, BofA Securities, Inc. and Morgan Stanley & Co. LLC acted as joint book-running managers for the IPO. For additional details on the IPO, refer to Note 1 “Initial Public Offering and Corporate Conversion” and Note 11 “Subsequent Events” in the notes to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report.

Current wording

There has been no material change in the planned use of proceeds from the IPO from those described in the Final Prospectus,
Rearranged current paragraphs (15)

Current report — wording carried from elsewhere

financial condition from the risk factors previously disclosed in the section entitled “Risk factors” included in the Final

Current report — wording carried from elsewhere

outstanding common stock in AHP Health Partners (our direct subsidiary) to Ardent Health Partners, Inc. in exchange for

Current report — wording carried from elsewhere

5,178,202 shares of common stock of Ardent Health Partners, Inc. (the “ALH Contribution”). The issuance of securities in

Current report — wording carried from elsewhere

the ALH Contribution was deemed to be exempt from registration under the Securities Act of 1933, as amended, pursuant to

Current report — wording carried from elsewhere

Section 4(a)(2) thereof, as a transaction by an issuer not involving any public offering.

Current report — wording carried from elsewhere

the SEC. Pursuant to such registration statement, we issued and sold 12,000,000 shares of common stock at a public offering

Current report — wording carried from elsewhere

price of $16.00 per share on July 19, 2024. We received net proceeds of approximately$181.4 million, after deducting

Current report — wording carried from elsewhere

underwriting discounts and commissions of approximately$10.6 million. On July 30, 2024, in conjunction with the

Current report — wording carried from elsewhere

underwriters exercising their option to purchase additional shares, we issued an additional 1,800,000 shares of common stock

Current report — wording carried from elsewhere

at the initial public offering price of $16.00 per share for additional net proceeds of approximately$27.2 million, after

Current report — wording carried from elsewhere

deducting underwriting discounts and commissions of approximately$1.6 million. None of the expenses associated with the

Current report — wording carried from elsewhere

IPO were paid to directors, officers, or persons owning 10% or more of any class of equity securities, or to our affiliates.

Current report — wording carried from elsewhere

dated July 17, 2024, filed with the SEC on July 18, 2024, pursuant to Rule 424(b) of the Securities Act. J.P. Morgan

Current report — wording carried from elsewhere

Securities LLC, BofA Securities, Inc. and Morgan Stanley & Co. LLC acted as joint book-running managers for the IPO. For

Current report — wording carried from elsewhere

and Corporate Conversion”in the notes to the unaudited condensed consolidated financial statements included elsewhere in