NeueHealth Reports Second Quarter 2025 Results
7 augusti, 12:45
NeueHealth, Inc. (“NeueHealth” or the “Company”) (NYSE: NEUE), the value-driven healthcare company, today reported financial results for its second quarter ended June 30, 2025.
“We are pleased to report another strong quarter of financial results as we continue to build on the momentum we have established across our business this year,” said Mike Mikan, President and CEO of NeueHealth. “We delivered our sixth consecutive quarter of Adjusted EBITDA profitability, and we are continuing to see strong performance across product categories, including the ACA Marketplace, Medicare, and Medicaid. In the second quarter and beyond, we are focused on advancing our end-to-end, value-based care enablement platform that will power the future of our company, supporting clinical, financial, and administrative functions to create a more aligned and coordinated care experience for all.”
Key Metrics
As of June 30, | |||||
2025 | 2024 | ||||
Consumer and Patient Metrics | |||||
Value-Based Consumers served | 546,000 | 364,000 | |||
Enablement Services Lives | 148,000 | 113,000 |
Three Months Ended | Six Months Ended | ||||||||||||||
($ in thousands) | June 30, | June 30, | |||||||||||||
2025 | 2024 | 2025 | 2024 | ||||||||||||
Financial Metrics | |||||||||||||||
Revenue | $ | 209,082 | $ | 225,991 | $ | 424,869 | $ | 471,086 | |||||||
Net Loss | $ | (1,548 | ) | $ | (57,698 | ) | $ | (12,396 | ) | $ | (61,875 | ) | |||
Net Income (Loss) from Continuing Operations | $ | 6,838 | $ | (39,259 | ) | $ | 5,400 | $ | (33,571 | ) | |||||
Adjusted EBITDA (non-GAAP) | $ | 19,020 | $ | 3,962 | $ | 32,499 | $ | 7,618 |
See the table at the end of this release for additional information and a reconciliation of the non-GAAP measures used in the table above. See table at the end of this release for more detail.
Earnings Conference Call
As previously announced, NeueHealth will discuss the Company’s results, strategy, and outlook on a conference call with investors at 8:00 a.m. Eastern Time today. NeueHealth will host a live webcast of this conference call which can be accessed from the Investor Relations page of the Company’s website (investors.neuethealth.com). Following the call, a webcast replay will be available on the same site. This earnings release and the Form 8-K filed August 7, 2025 can be accessed on the Investor Relations page of the Company’s website. We routinely post important information on our website, including corporate and investor presentations and financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included in the Investor Relations section of our website. Accordingly, investors should monitor this portion of our website, in addition to following our press releases, U.S. Securities and Exchange Commission (“SEC”) filings and public conference calls and webcasts.
About NeueHealth
NeueHealth is a value-driven healthcare company grounded in the belief that all health consumers are entitled to high-quality, coordinated care. By uniquely aligning the interests of health consumers, providers, and payors, NeueHealth helps to make healthcare accessible and affordable to all populations across the ACA Marketplace, Medicare, and Medicaid. NeueHealth delivers high-quality clinical care to over 600,000 health consumers through owned clinics and unique partnerships with over 3,000 affiliated providers. We also enable independent providers and medical groups to thrive in performance-based arrangements through a suite of technology and services scaled centrally and deployed locally. We believe our value-driven, consumer-centric care model can transform the healthcare experience and maximize value across the healthcare system. For more information, visit: www.neuehealth.com.
Forward-Looking Statements
This release contains certain “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Statements made in this release that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, including descriptions of our business plan and strategies, as well as statements regarding timing, completion, and effects of the transaction contemplated by the Agreement and Plan of Merger (the “Merger Agreement”) entered into by the Company with NH Holdings 2025, Inc. (“Parent”) on December 23, 2024 pursuant to which, if all applicable conditions are satisfied or waived, the Company will become a wholly owned subsidiary of Parent (the “Transaction”). Parent is indirectly controlled by private investment funds affiliated with New Enterprise Associates, Inc. (“NEA”). These statements often include words such as “anticipate,” “expect,” “plan,” “believe,” “intend,” “project,” “forecast,” “estimates,” “projections,” “outlook,” “ensure,” and other similar expressions. These forward-looking statements include any statements regarding our plans and expectations. Such forward-looking statements are subject to various risks, uncertainties and assumptions. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. Factors that might materially affect such forward-looking statements include: the failure to complete the Transaction on the anticipated terms and within the anticipated timeframe, including as a result of failure to obtain required stockholder or regulatory approvals or to satisfy other closing conditions; potential litigation relating to the Transaction that could be instituted against NEA, the Company or their respective affiliates, directors, managers, officers or employees, and the effects of any outcomes related thereto; potential adverse reactions or changes to our business relationships or operating results resulting from the announcement, pendency or completion of the Transaction; the risk that our stock price may decline significantly if the Transaction is not consummated; certain restrictions during the pendency of the Transaction that may impact our ability to pursue certain business opportunities or strategic transactions; costs associated with the Transaction, which may be significant; the occurrence of events, changes or other circumstances that could give rise to the termination of the Merger Agreement, including in circumstances requiring us to pay a termination fee; our ability to continue as a going concern; expectations and outcomes related to the Merger Agreement; our ability to comply with the terms of our credit facilities or any credit facility into which we enter in the future; our ability to obtain any short or long term debt or equity financing needed to operate our business; our ability to quickly and efficiently complete the wind down of our remaining Individual and Family Plan (“IFP”) businesses and MA businesses outside of California, including by satisfying liabilities of those businesses when due and payable; potential disruptions to our business due to the Transaction or corporate restructuring and any resulting headcount reduction; our ability to accurately estimate and effectively manage the costs relating to changes in our business offerings and models; a delay or inability to withdraw regulated capital from our subsidiaries; a lack of acceptance or slow adoption of our business model; our ability to retain existing consumers and expand consumer enrollment; our and our care partner’s abilities to obtain and accurately assess, code, and report risk adjustment factor scores; our ability to contract with care providers and arrange for the provision of quality care; our ability to accurately estimate medical expenses; our ability to obtain claims information timely and accurately; the impact of any pandemic or epidemic on our business and results of operations; the risks associated with our reliance on third-party providers to operate our business; the impact of modifications or changes to the U.S. health insurance markets; the impact of changes to federal funding for government healthcare programs; our ability to manage any growth of our business; our ability to operate, update or implement our technology platforms and other information technology systems; our ability to retain key executives; our ability to successfully pursue acquisitions and integrate acquired businesses and divest businesses as needed; the occurrence of severe weather events, catastrophic health events, natural or man-made disasters, and social and political conditions or civil unrest; our ability to prevent and contain data security incidents and the impact of data security incidents on our members, patients, employees and financial results; our ability to comply with requirements to maintain effective internal controls; the outcome of threatened or pending litigation and risks of future legal disputes; the impacts resulting from new (or change to existing) laws, regulations and executive actions; our ability to mitigate risks associated with our ACO REACH and related businesses, including any unanticipated market or regulatory developments; and the other factors set forth under the heading “Risk Factors” in the Company’s reports on Form 10-K, Form 10-Q, and Form 8-K (including all amendments to those reports) and our other filings with the SEC. Except as required by law, we undertake no obligation to update publicly any forward-looking statements for any reason after the date of this release to conform these statements to actual results or changes in our expectations.
NeueHealth, Inc. and Subsidiaries Consolidated Balance Sheets (in thousands, except share and per share data) (Unaudited) | |||||||
June 30, | December 31, | ||||||
Assets | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 131,618 | $ | 83,295 | |||
Short-term investments | 13,946 | 9,871 | |||||
Accounts receivable, net of allowance of $55 and $27, respectively | 53,074 | 36,594 | |||||
ACO REACH performance year receivable | 321,596 | 95,075 | |||||
Current assets of discontinued operations | 89,804 | 173,006 | |||||
Prepaids and other current assets | 29,844 | 36,807 | |||||
Total current assets | 639,882 | 434,648 | |||||
Other assets: | |||||||
Long-term investments | — | — | |||||
Property, equipment and capitalized software, net | 11,664 | 11,240 | |||||
Intangible assets, net | 66,088 | 71,064 | |||||
Other non-current assets | 26,055 | 27,431 | |||||
Total other assets | 103,807 | 109,735 | |||||
Total assets | $ | 743,689 | $ | 544,383 | |||
Liabilities, Redeemable Noncontrolling Interest, Redeemable Preferred Stock and Shareholders’ Equity (Deficit) | | ||||||
Current liabilities: | | ||||||
Medical costs payable | $ | 97,837 | $ | 124,360 | |||
Accounts payable | 5,317 | 6,298 | |||||
Short-term borrowings | 1,000 | 2,000 | |||||
ACO REACH performance year obligation | 248,465 | — | |||||
Current liabilities of discontinued operations | 333,799 | 344,651 | |||||
Risk share payable to deconsolidated entity | 123,981 | 123,981 | |||||
Warrant liability | 27,651 | 29,738 | |||||
Other current liabilities | 70,362 | 79,200 | |||||
Total current liabilities | 908,412 | 710,228 | |||||
Long-term borrowings | 212,433 | 202,614 | |||||
Other liabilities | 15,899 | 17,649 | |||||
Total liabilities | 1,136,744 | 930,491 | |||||
Commitments and contingencies | | ||||||
Redeemable noncontrolling interests | 55,729 | 48,580 | |||||
Redeemable Series A preferred stock, 0.0001 par value; 750,000 shares authorized in 2025 and 2024; 750,000 shares issued and outstanding in 2025 and 2024 | 747,481 | 747,481 | |||||
Redeemable Series B preferred stock, 0.0001 par value; 175,000 shares authorized in 2025 and 2024; 175,000 shares issued and outstanding in 2025 and 2024 | 172,936 | 172,936 | |||||
Shareholders’ equity (deficit): | | ||||||
Common stock, 0.0001 par value; 3,000,000,000 shares authorized in 2025 and 2024; 9,024,240 and 8,320,959 shares issued and outstanding in 2025 and 2024, respectively | 1 | 1 | |||||
Additional paid-in capital | 3,107,121 | 3,099,423 | |||||
Accumulated deficit | (4,464,323 | ) | (4,442,529 | ) | |||
Accumulated other comprehensive loss | — | — | |||||
Treasury stock, at cost, 31,526 shares at December 31, 2025 and 2024 | (12,000 | ) | (12,000 | ) | |||
Total shareholders’ equity (deficit) | (1,369,201 | ) | (1,355,105 | ) | |||
Total liabilities, redeemable noncontrolling interests, redeemable preferred stock and shareholders’ equity (deficit) | $ | 743,689 | $ | 544,383 |
NeueHealth, Inc. and Subsidiaries Consolidated Statements of Income (Loss) (in thousands, except share and per share data) (Unaudited) | |||||||||||||||
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||
Revenue: | | | |||||||||||||
Capitated revenue | $ | 82,532 | $ | 64,005 | $ | 163,519 | $ | 125,471 | |||||||
ACO REACH revenue | 115,339 | 149,802 | 239,379 | 321,613 | |||||||||||
Service revenue | 10,420 | 12,076 | 20,254 | 23,691 | |||||||||||
Investment income | 791 | 108 | 1,717 | 311 | |||||||||||
Total revenue | 209,082 | 225,991 | 424,869 | 471,086 | |||||||||||
Operating expenses: | |||||||||||||||
Medical costs | 146,410 | 177,681 | 307,304 | 374,555 | |||||||||||
Operating costs | 44,860 | 70,470 | 93,533 | 137,231 | |||||||||||
Intangible assets impairment | — | 11,411 | — | 11,411 | |||||||||||
Depreciation and amortization | 3,555 | 3,978 | 7,114 | 8,540 | |||||||||||
Total operating expenses | 194,825 | 263,540 | 407,951 | 531,737 | |||||||||||
Operating income (loss) | 14,257 | (37,549 | ) | 16,918 | (60,651 | ) | |||||||||
Interest expense | 6,878 | 4,110 | 13,515 | 7,040 | |||||||||||
Warrant expense (income) | 562 | (2,213 | ) | (2,087 | ) | (4,285 | ) | ||||||||
Gain on troubled debt restructuring | — | — | — | (30,311 | ) | ||||||||||
Income (Loss) from continuing operations before income taxes | 6,817 | (39,446 | ) | 5,490 | (33,095 | ) | |||||||||
Income tax (benefit) expense | (21 | ) | (187 | ) | 90 | 476 | |||||||||
Net income (loss) from continuing operations | 6,838 | (39,259 | ) | 5,400 | (33,571 | ) | |||||||||
Loss from discontinued operations, net of tax | (8,386 | ) | (18,439 | ) | (17,796 | ) | (28,304 | ) | |||||||
Net Loss | (1,548 | ) | (57,698 | ) | (12,396 | ) | (61,875 | ) | |||||||
Net income from continuing operations attributable to noncontrolling interests | (8,507 | ) | (932 | ) | (9,398 | ) | (12,669 | ) | |||||||
Series A preferred stock dividend accrued | (10,981 | ) | (10,422 | ) | (21,710 | ) | (20,716 | ) | |||||||
Series B preferred stock dividend accrued | (2,465 | ) | (2,338 | ) | (4,872 | ) | (4,648 | ) | |||||||
Net loss attributable to NeueHealth, Inc. common shareholders | $ | (23,501 | ) | $ | (71,390 | ) | $ | (48,376 | ) | $ | (99,908 | ) | |||
Basic and loss income per share attributable to NeueHealth, Inc. common shareholders | |||||||||||||||
Continuing operations | $ | (1.68 | ) | $ | (6.42 | ) | $ | (3.49 | ) | $ | (8.77 | ) | |||
Discontinued operations | (0.94 | ) | (2.23 | ) | (2.04 | ) | (3.46 | ) | |||||||
Basic and diluted loss per share | (2.62 | ) | (8.65 | ) | (5.53 | ) | (12.23 | ) | |||||||
Basic and diluted weighted-average common shares outstanding | 8,978 | 8,253 | 8,750 | 8,166 |
NeueHealth, Inc. and Subsidiaries Consolidated Statements of Cash Flows (in thousands) (Unaudited) | |||||||
| Six Months Ended June 30, | ||||||
| 2025 | 2024 | |||||
Cash flows from operating activities: | |||||||
Net loss | $ | (12,396 | ) | $ | (61,875 | ) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||||||
Depreciation and amortization | 7,114 | 8,540 | |||||
Impairment of intangible assets | — | 11,411 | |||||
Share-based compensation | 7,497 | 37,407 | |||||
Payment-In-Kind (“PIK”) Interest | 8,952 | — | |||||
Gain on troubled debt restructuring | — | (30,311 | ) | ||||
Net accretion of investments | (202 | ) | (72 | ) | |||
Loss on disposal of property, equipment, and capitalized software | 87 | 595 | |||||
Other, net | 1,029 | (469 | ) | ||||
Changes in assets and liabilities, net of acquired assets and liabilities: | | ||||||
Accounts receivable | (16,480 | ) | (4,872 | ) | |||
ACO REACH performance year receivable | (226,521 | ) | (309,639 | ) | |||
Other assets | 9,567 | (7,889 | ) | ||||
Medical cost payable | (31,421 | ) | (35,998 | ) | |||
Risk adjustment payable | (4,996 | ) | (4,155 | ) | |||
Accounts payable and other liabilities | (12,483 | ) | (14,387 | ) | |||
Unearned revenue | — | (11 | ) | ||||
Warrant liability | (2,087 | ) | 8,978 | ||||
ACO REACH performance year obligation | 248,465 | 325,599 | |||||
Net cash used in operating activities | (23,875 | ) | (77,148 | ) | |||
Cash flows from investing activities: | |||||||
Purchases of investments | (8,224 | ) | (9,544 | ) | |||
Proceeds from sales, paydown, and maturities of investments | 4,388 | 2,581 | |||||
Purchases of property and equipment | (2,653 | ) | (877 | ) | |||
Proceeds from sale of business, net | 61,139 | 197,121 | |||||
Net cash provided by investing activities | 54,650 | 189,281 | |||||
Cash flows from financing activities: | |||||||
Proceeds from long-term borrowings | — | 52,411 | |||||
Repayments of short-term borrowings | (1,000 | ) | (273,636 | ) | |||
Distributions to noncontrolling interest holders | (2,249 | ) | (4,730 | ) | |||
Net cash used in financing activities | (3,249 | ) | (225,955 | ) | |||
Net increase (decrease) in cash and cash equivalents | 27,526 | (113,822 | ) | ||||
Cash and cash equivalents – beginning of year | $ | 185,405 | $ | 375,280 | |||
Cash and cash equivalents – end of period | $ | 212,931 | $ | 261,458 |
NeueHealth, Inc. and Subsidiaries Segment Information (in thousands) (Unaudited) | |||||||||||||||
NeueCare | |||||||||||||||
($ in thousands) | Three Months Ended | Six Months Ended | |||||||||||||
Statement of income (loss) and operating data: | 2025 | 2024 | 2025 | 2024 | |||||||||||
Revenue: | |||||||||||||||
Capitated revenue | $ | 81,407 | $ | 64,005 | $ | 162,394 | $ | 125,471 | |||||||
Service revenue | 6,874 | 9,803 | 13,138 | 19,333 | |||||||||||
Investment income | 120 | 21 | 477 | 21 | |||||||||||
Total unaffiliated revenue | 88,401 | 73,829 | 176,009 | 144,825 | |||||||||||
Affiliated revenue | 3,227 | 3,156 | 6,136 | 5,783 | |||||||||||
Total segment revenue | 91,628 | 76,985 | 182,145 | 150,608 | |||||||||||
Operating expenses | |||||||||||||||
Medical Costs | 36,723 | 33,579 | 74,241 | 61,015 | |||||||||||
Operating Costs | 28,936 | 34,676 | 56,146 | 67,265 | |||||||||||
Intangible assets impairment | — | 11,411 | — | 11,411 | |||||||||||
Depreciation and amortization | 2,757 | 3,221 | 5,539 | 7,007 | |||||||||||
Total operating expenses | 68,416 | 82,887 | 135,926 | 146,698 | |||||||||||
Operating income (loss) | $ | 23,212 | $ | (5,902 | ) | $ | 46,219 | $ | 3,910 |
NeueSolutions | |||||||||||||||
($ in thousands) | Three Months Ended | Six Months Ended | |||||||||||||
Statement of income (loss) and operating data: | 2025 | 2024 | 2025 | 2024 | |||||||||||
Revenue: | |||||||||||||||
Capitated revenue | $ | 1,125 | $ | — | $ | 1,125 | $ | — | |||||||
ACO REACH revenue | 115,339 | 149,802 | 239,379 | 321,613 | |||||||||||
Service revenue | 3,546 | 2,273 | 7,116 | 4,358 | |||||||||||
Total segment revenue | 120,010 | 152,075 | 247,620 | 325,971 | |||||||||||
Operating expenses | |||||||||||||||
Medical Costs | 112,914 | 147,258 | 239,199 | 319,323 | |||||||||||
Operating Costs | 4,542 | 4,420 | 8,859 | 9,183 | |||||||||||
Total operating expenses | 117,456 | 151,678 | 248,058 | 328,506 | |||||||||||
Operating (loss) income | $ | 2,554 | $ | 397 | $ | (438 | ) | $ | (2,535 | ) |
Non-GAAP Financial Measures
We use the non-GAAP financial measures Adjusted EBITDA and Adjusted Operating Cost Ratio. We define Adjusted EBITDA as Net Loss excluding loss from discontinued operations, interest expense, income taxes, depreciation and amortization, transaction costs, share-based and other long-term compensation expense, impact of troubled debt restructuring, restructuring and contract termination costs, impairment of goodwill and long-lived assets, losses related to the bankruptcy of one of our ACO REACH partners, impact of classifying certain of our operations as held-for-sale, and changes in the fair value of derivatives. We define Adjusted Operating Cost Ratio as Operating Cost Ratio excluding share-based compensation expense. These non-GAAP measures have been presented in this quarterly Earnings Release or in the earnings conference call and related materials as supplemental measures of financial performance that are not required by or presented in accordance with GAAP because we believe they assist management and investors in comparing our operating performance across reporting periods on a consistent basis by excluding and including items that we do not believe are indicative of our core operating performance. Management believes these measures are useful to investors in highlighting trends in our operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments. Management uses Adjusted EBITDA and Adjusted Operating Cost Ratio to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, to establish discretionary annual incentive compensation and to compare our performance against that of other peer companies using similar measures. Management supplements GAAP results with non-GAAP financial measures to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone.
Adjusted EBITDA is not a recognized term under GAAP and should not be considered as an alternative to Net Income (Loss) as a measure of financial performance or any other performance measure derived in accordance with GAAP. Additionally, Adjusted EBITDA is not intended to be a measure of free cash flow available for management’s discretionary use as it does not consider certain cash requirements such as interest payments, tax payments and debt service requirements. The presentation of Adjusted EBITDA has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Because not all companies use identical calculations, the presentation of these measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company.
Adjusted Operating Cost Ratio is not a recognized term under GAAP and should not be considered as an alternative to Operating Cost Ratio as a measure of financial performance or any other performance measure derived in accordance with GAAP. The presentation of Adjusted Operating Cost Ratio has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Because not all companies use identical calculations, the presentation of these measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company.
The following table provides a reconciliation of net loss to Adjusted EBITDA for the periods presented:
Three Months Ended | Six Months Ended | ||||||||||||||
($ in thousands) | 2025 | 2024 | 2025 | 2024 | |||||||||||
Net Loss | $ | (1,548 | ) | $ | (57,698 | ) | $ | (12,396 | ) | $ | (61,875 | ) | |||
Loss from Discontinued Operations | 8,386 | 18,439 | 17,796 | 28,304 | |||||||||||
EBITDA adjustments from continuing operations | |||||||||||||||
Interest expense | 6,878 | 4,110 | 13,515 | 7,040 | |||||||||||
Income tax expense | (21 | ) | (187 | ) | 90 | 476 | |||||||||
Depreciation and amortization (g) | 3,555 | 3,484 | 7,114 | 7,551 | |||||||||||
Transaction costs (a) | (1,011 | ) | 844 | 602 | 1,965 | ||||||||||
Share-based and other long-term incentive compensation expense (b) | 2,012 | 21,236 | 7,658 | 39,862 | |||||||||||
Gain on troubled debt restructuring | — | — | — | (30,311 | ) | ||||||||||
Change in fair value of warrant liability (c) | 562 | (2,213 | ) | (2,087 | ) | (4,285 | ) | ||||||||
Restructuring and contract termination costs (d) | 207 | 239 | 207 | 181 | |||||||||||
Held-for-sale operations (e) | — | 16,671 | — | 18,294 | |||||||||||
ACO REACH care partner bankruptcy (f) | — | (963 | ) | — | 285 | ||||||||||
Impairment of goodwill and long-lived assets | — | — | — | 131 | |||||||||||
EBITDA adjustments from continuing operations | $ | 12,182 | $ | 43,221 | $ | 27,099 | $ | 41,189 | |||||||
Adjusted EBITDA | $ | 19,020 | $ | 3,962 | $ | 32,499 | $ | 7,618 |
(a) | Transaction costs include accounting, tax, valuation, consulting, legal and investment banking fees directly relating to financing initiatives and acquisitions or dispositions. These costs can vary from period to period and impact comparability, and we do not believe such transaction costs reflect the ongoing performance of our business. |
(b) | Represents non-cash compensation expense related to stock option and restricted stock unit award grants, which can vary from period to period based on several factors, including the timing, quantity and grant date fair value of the awards. Also includes $0.1 million and $0.2 million of compensation expense that was recognized for the cancellation of P-Unit Awards in relation to our purchase of the minority interest in Centrum for the three and six months ended June 30, 2025. There was no equivalent compensation expense included for the three and six months ended June 30, 2024. |
(c) | Represents the non-cash change in the fair value of the warrant liability established for warrants included in our financing arrangements, which are remeasured at fair value each reporting period. |
(d) | Restructuring and contract termination costs represent severance costs as part of a workforce reduction, amounts paid for early termination of leases, and impairment of certain long-lived assets primarily relating to our decision to exit the Commercial business for the 2023 plan year. |
(e) | Beginning in the second quarter of 2024, Adjusted EBITDA excludes the impact of our operations classified as held-for-sale that were subsequently sold in November 2024. |
(f) | Represents the costs incurred as a result of one of our ACO REACH care partners filing for bankruptcy; includes the full allowance established for the outstanding receivable and ongoing costs incurred to manage and provide service to members attributed to the care partner that would have otherwise been reimbursed prior to the care partner’s bankruptcy. |
(g) | Adjustment has been updated to remove the impact of our held-for-sale operations that are adjusted for in their entirety as described in (e). |
The following table provides a reconciliation of Adjusted Operating Cost Ratio for the periods presented:
Three Months Ended | Six Months Ended | ||||||
2025 | 2024 | 2025 | 2024 | ||||
Operating Cost Ratio | 21.5% | 31.1% | 22.0% | 29.1% | |||
Impact of share-based and other long-term incentive compensation expense (a) | (1.0)% | (9.4)% | (1.8)% | (8.5)% | |||
Impact of held-for-sale operations (b) | 0.0% | (3.7)% | 0.0% | (3.1)% | |||
Impact of transaction related costs (c) | 0.5% | (0.4)% | (0.1)% | (0.4)% | |||
Adjusted Operating Cost Ratio | 21.0% | 17.6% | 20.1% | 17.1% |
(a) | Represents non-cash compensation expense related to stock option and restricted stock unit award grants, which can vary from period to period based on several factors, including the timing, quantity and grant date fair value of the awards. Also includes $0.1 million and $0.2 million of compensation expense that was recognized for the cancellation of P-Unit Awards in relation to our purchase of the minority interest in Centrum for the three and six months ended June 30, 2025. There was no equivalent compensation expense included within for the three and six months ended June 30, 2024. |
(b) | Represents the impact of revenue and operating costs related to our operations classified as held-for-sale beginning in the second quarter of 2024. The sale was completed in November 2024. |
(c) | Transaction related costs include accounting, tax, valuation, consulting, legal and investment banking fees directly relating to financing initiatives and acquisitions or dispositions. These costs can vary from period to period and impact comparability, and we do not believe such transaction costs reflect the ongoing performance of our business. |
View source version on businesswire.com: https://www.businesswire.com/news/home/20250807076226/en/
NeueHealth Reports Second Quarter 2025 Results
7 augusti, 12:45
NeueHealth, Inc. (“NeueHealth” or the “Company”) (NYSE: NEUE), the value-driven healthcare company, today reported financial results for its second quarter ended June 30, 2025.
“We are pleased to report another strong quarter of financial results as we continue to build on the momentum we have established across our business this year,” said Mike Mikan, President and CEO of NeueHealth. “We delivered our sixth consecutive quarter of Adjusted EBITDA profitability, and we are continuing to see strong performance across product categories, including the ACA Marketplace, Medicare, and Medicaid. In the second quarter and beyond, we are focused on advancing our end-to-end, value-based care enablement platform that will power the future of our company, supporting clinical, financial, and administrative functions to create a more aligned and coordinated care experience for all.”
Key Metrics
As of June 30, | |||||
2025 | 2024 | ||||
Consumer and Patient Metrics | |||||
Value-Based Consumers served | 546,000 | 364,000 | |||
Enablement Services Lives | 148,000 | 113,000 |
Three Months Ended | Six Months Ended | ||||||||||||||
($ in thousands) | June 30, | June 30, | |||||||||||||
2025 | 2024 | 2025 | 2024 | ||||||||||||
Financial Metrics | |||||||||||||||
Revenue | $ | 209,082 | $ | 225,991 | $ | 424,869 | $ | 471,086 | |||||||
Net Loss | $ | (1,548 | ) | $ | (57,698 | ) | $ | (12,396 | ) | $ | (61,875 | ) | |||
Net Income (Loss) from Continuing Operations | $ | 6,838 | $ | (39,259 | ) | $ | 5,400 | $ | (33,571 | ) | |||||
Adjusted EBITDA (non-GAAP) | $ | 19,020 | $ | 3,962 | $ | 32,499 | $ | 7,618 |
See the table at the end of this release for additional information and a reconciliation of the non-GAAP measures used in the table above. See table at the end of this release for more detail.
Earnings Conference Call
As previously announced, NeueHealth will discuss the Company’s results, strategy, and outlook on a conference call with investors at 8:00 a.m. Eastern Time today. NeueHealth will host a live webcast of this conference call which can be accessed from the Investor Relations page of the Company’s website (investors.neuethealth.com). Following the call, a webcast replay will be available on the same site. This earnings release and the Form 8-K filed August 7, 2025 can be accessed on the Investor Relations page of the Company’s website. We routinely post important information on our website, including corporate and investor presentations and financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included in the Investor Relations section of our website. Accordingly, investors should monitor this portion of our website, in addition to following our press releases, U.S. Securities and Exchange Commission (“SEC”) filings and public conference calls and webcasts.
About NeueHealth
NeueHealth is a value-driven healthcare company grounded in the belief that all health consumers are entitled to high-quality, coordinated care. By uniquely aligning the interests of health consumers, providers, and payors, NeueHealth helps to make healthcare accessible and affordable to all populations across the ACA Marketplace, Medicare, and Medicaid. NeueHealth delivers high-quality clinical care to over 600,000 health consumers through owned clinics and unique partnerships with over 3,000 affiliated providers. We also enable independent providers and medical groups to thrive in performance-based arrangements through a suite of technology and services scaled centrally and deployed locally. We believe our value-driven, consumer-centric care model can transform the healthcare experience and maximize value across the healthcare system. For more information, visit: www.neuehealth.com.
Forward-Looking Statements
This release contains certain “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Statements made in this release that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, including descriptions of our business plan and strategies, as well as statements regarding timing, completion, and effects of the transaction contemplated by the Agreement and Plan of Merger (the “Merger Agreement”) entered into by the Company with NH Holdings 2025, Inc. (“Parent”) on December 23, 2024 pursuant to which, if all applicable conditions are satisfied or waived, the Company will become a wholly owned subsidiary of Parent (the “Transaction”). Parent is indirectly controlled by private investment funds affiliated with New Enterprise Associates, Inc. (“NEA”). These statements often include words such as “anticipate,” “expect,” “plan,” “believe,” “intend,” “project,” “forecast,” “estimates,” “projections,” “outlook,” “ensure,” and other similar expressions. These forward-looking statements include any statements regarding our plans and expectations. Such forward-looking statements are subject to various risks, uncertainties and assumptions. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. Factors that might materially affect such forward-looking statements include: the failure to complete the Transaction on the anticipated terms and within the anticipated timeframe, including as a result of failure to obtain required stockholder or regulatory approvals or to satisfy other closing conditions; potential litigation relating to the Transaction that could be instituted against NEA, the Company or their respective affiliates, directors, managers, officers or employees, and the effects of any outcomes related thereto; potential adverse reactions or changes to our business relationships or operating results resulting from the announcement, pendency or completion of the Transaction; the risk that our stock price may decline significantly if the Transaction is not consummated; certain restrictions during the pendency of the Transaction that may impact our ability to pursue certain business opportunities or strategic transactions; costs associated with the Transaction, which may be significant; the occurrence of events, changes or other circumstances that could give rise to the termination of the Merger Agreement, including in circumstances requiring us to pay a termination fee; our ability to continue as a going concern; expectations and outcomes related to the Merger Agreement; our ability to comply with the terms of our credit facilities or any credit facility into which we enter in the future; our ability to obtain any short or long term debt or equity financing needed to operate our business; our ability to quickly and efficiently complete the wind down of our remaining Individual and Family Plan (“IFP”) businesses and MA businesses outside of California, including by satisfying liabilities of those businesses when due and payable; potential disruptions to our business due to the Transaction or corporate restructuring and any resulting headcount reduction; our ability to accurately estimate and effectively manage the costs relating to changes in our business offerings and models; a delay or inability to withdraw regulated capital from our subsidiaries; a lack of acceptance or slow adoption of our business model; our ability to retain existing consumers and expand consumer enrollment; our and our care partner’s abilities to obtain and accurately assess, code, and report risk adjustment factor scores; our ability to contract with care providers and arrange for the provision of quality care; our ability to accurately estimate medical expenses; our ability to obtain claims information timely and accurately; the impact of any pandemic or epidemic on our business and results of operations; the risks associated with our reliance on third-party providers to operate our business; the impact of modifications or changes to the U.S. health insurance markets; the impact of changes to federal funding for government healthcare programs; our ability to manage any growth of our business; our ability to operate, update or implement our technology platforms and other information technology systems; our ability to retain key executives; our ability to successfully pursue acquisitions and integrate acquired businesses and divest businesses as needed; the occurrence of severe weather events, catastrophic health events, natural or man-made disasters, and social and political conditions or civil unrest; our ability to prevent and contain data security incidents and the impact of data security incidents on our members, patients, employees and financial results; our ability to comply with requirements to maintain effective internal controls; the outcome of threatened or pending litigation and risks of future legal disputes; the impacts resulting from new (or change to existing) laws, regulations and executive actions; our ability to mitigate risks associated with our ACO REACH and related businesses, including any unanticipated market or regulatory developments; and the other factors set forth under the heading “Risk Factors” in the Company’s reports on Form 10-K, Form 10-Q, and Form 8-K (including all amendments to those reports) and our other filings with the SEC. Except as required by law, we undertake no obligation to update publicly any forward-looking statements for any reason after the date of this release to conform these statements to actual results or changes in our expectations.
NeueHealth, Inc. and Subsidiaries Consolidated Balance Sheets (in thousands, except share and per share data) (Unaudited) | |||||||
June 30, | December 31, | ||||||
Assets | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 131,618 | $ | 83,295 | |||
Short-term investments | 13,946 | 9,871 | |||||
Accounts receivable, net of allowance of $55 and $27, respectively | 53,074 | 36,594 | |||||
ACO REACH performance year receivable | 321,596 | 95,075 | |||||
Current assets of discontinued operations | 89,804 | 173,006 | |||||
Prepaids and other current assets | 29,844 | 36,807 | |||||
Total current assets | 639,882 | 434,648 | |||||
Other assets: | |||||||
Long-term investments | — | — | |||||
Property, equipment and capitalized software, net | 11,664 | 11,240 | |||||
Intangible assets, net | 66,088 | 71,064 | |||||
Other non-current assets | 26,055 | 27,431 | |||||
Total other assets | 103,807 | 109,735 | |||||
Total assets | $ | 743,689 | $ | 544,383 | |||
Liabilities, Redeemable Noncontrolling Interest, Redeemable Preferred Stock and Shareholders’ Equity (Deficit) | | ||||||
Current liabilities: | | ||||||
Medical costs payable | $ | 97,837 | $ | 124,360 | |||
Accounts payable | 5,317 | 6,298 | |||||
Short-term borrowings | 1,000 | 2,000 | |||||
ACO REACH performance year obligation | 248,465 | — | |||||
Current liabilities of discontinued operations | 333,799 | 344,651 | |||||
Risk share payable to deconsolidated entity | 123,981 | 123,981 | |||||
Warrant liability | 27,651 | 29,738 | |||||
Other current liabilities | 70,362 | 79,200 | |||||
Total current liabilities | 908,412 | 710,228 | |||||
Long-term borrowings | 212,433 | 202,614 | |||||
Other liabilities | 15,899 | 17,649 | |||||
Total liabilities | 1,136,744 | 930,491 | |||||
Commitments and contingencies | | ||||||
Redeemable noncontrolling interests | 55,729 | 48,580 | |||||
Redeemable Series A preferred stock, 0.0001 par value; 750,000 shares authorized in 2025 and 2024; 750,000 shares issued and outstanding in 2025 and 2024 | 747,481 | 747,481 | |||||
Redeemable Series B preferred stock, 0.0001 par value; 175,000 shares authorized in 2025 and 2024; 175,000 shares issued and outstanding in 2025 and 2024 | 172,936 | 172,936 | |||||
Shareholders’ equity (deficit): | | ||||||
Common stock, 0.0001 par value; 3,000,000,000 shares authorized in 2025 and 2024; 9,024,240 and 8,320,959 shares issued and outstanding in 2025 and 2024, respectively | 1 | 1 | |||||
Additional paid-in capital | 3,107,121 | 3,099,423 | |||||
Accumulated deficit | (4,464,323 | ) | (4,442,529 | ) | |||
Accumulated other comprehensive loss | — | — | |||||
Treasury stock, at cost, 31,526 shares at December 31, 2025 and 2024 | (12,000 | ) | (12,000 | ) | |||
Total shareholders’ equity (deficit) | (1,369,201 | ) | (1,355,105 | ) | |||
Total liabilities, redeemable noncontrolling interests, redeemable preferred stock and shareholders’ equity (deficit) | $ | 743,689 | $ | 544,383 |
NeueHealth, Inc. and Subsidiaries Consolidated Statements of Income (Loss) (in thousands, except share and per share data) (Unaudited) | |||||||||||||||
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||
Revenue: | | | |||||||||||||
Capitated revenue | $ | 82,532 | $ | 64,005 | $ | 163,519 | $ | 125,471 | |||||||
ACO REACH revenue | 115,339 | 149,802 | 239,379 | 321,613 | |||||||||||
Service revenue | 10,420 | 12,076 | 20,254 | 23,691 | |||||||||||
Investment income | 791 | 108 | 1,717 | 311 | |||||||||||
Total revenue | 209,082 | 225,991 | 424,869 | 471,086 | |||||||||||
Operating expenses: | |||||||||||||||
Medical costs | 146,410 | 177,681 | 307,304 | 374,555 | |||||||||||
Operating costs | 44,860 | 70,470 | 93,533 | 137,231 | |||||||||||
Intangible assets impairment | — | 11,411 | — | 11,411 | |||||||||||
Depreciation and amortization | 3,555 | 3,978 | 7,114 | 8,540 | |||||||||||
Total operating expenses | 194,825 | 263,540 | 407,951 | 531,737 | |||||||||||
Operating income (loss) | 14,257 | (37,549 | ) | 16,918 | (60,651 | ) | |||||||||
Interest expense | 6,878 | 4,110 | 13,515 | 7,040 | |||||||||||
Warrant expense (income) | 562 | (2,213 | ) | (2,087 | ) | (4,285 | ) | ||||||||
Gain on troubled debt restructuring | — | — | — | (30,311 | ) | ||||||||||
Income (Loss) from continuing operations before income taxes | 6,817 | (39,446 | ) | 5,490 | (33,095 | ) | |||||||||
Income tax (benefit) expense | (21 | ) | (187 | ) | 90 | 476 | |||||||||
Net income (loss) from continuing operations | 6,838 | (39,259 | ) | 5,400 | (33,571 | ) | |||||||||
Loss from discontinued operations, net of tax | (8,386 | ) | (18,439 | ) | (17,796 | ) | (28,304 | ) | |||||||
Net Loss | (1,548 | ) | (57,698 | ) | (12,396 | ) | (61,875 | ) | |||||||
Net income from continuing operations attributable to noncontrolling interests | (8,507 | ) | (932 | ) | (9,398 | ) | (12,669 | ) | |||||||
Series A preferred stock dividend accrued | (10,981 | ) | (10,422 | ) | (21,710 | ) | (20,716 | ) | |||||||
Series B preferred stock dividend accrued | (2,465 | ) | (2,338 | ) | (4,872 | ) | (4,648 | ) | |||||||
Net loss attributable to NeueHealth, Inc. common shareholders | $ | (23,501 | ) | $ | (71,390 | ) | $ | (48,376 | ) | $ | (99,908 | ) | |||
Basic and loss income per share attributable to NeueHealth, Inc. common shareholders | |||||||||||||||
Continuing operations | $ | (1.68 | ) | $ | (6.42 | ) | $ | (3.49 | ) | $ | (8.77 | ) | |||
Discontinued operations | (0.94 | ) | (2.23 | ) | (2.04 | ) | (3.46 | ) | |||||||
Basic and diluted loss per share | (2.62 | ) | (8.65 | ) | (5.53 | ) | (12.23 | ) | |||||||
Basic and diluted weighted-average common shares outstanding | 8,978 | 8,253 | 8,750 | 8,166 |
NeueHealth, Inc. and Subsidiaries Consolidated Statements of Cash Flows (in thousands) (Unaudited) | |||||||
| Six Months Ended June 30, | ||||||
| 2025 | 2024 | |||||
Cash flows from operating activities: | |||||||
Net loss | $ | (12,396 | ) | $ | (61,875 | ) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||||||
Depreciation and amortization | 7,114 | 8,540 | |||||
Impairment of intangible assets | — | 11,411 | |||||
Share-based compensation | 7,497 | 37,407 | |||||
Payment-In-Kind (“PIK”) Interest | 8,952 | — | |||||
Gain on troubled debt restructuring | — | (30,311 | ) | ||||
Net accretion of investments | (202 | ) | (72 | ) | |||
Loss on disposal of property, equipment, and capitalized software | 87 | 595 | |||||
Other, net | 1,029 | (469 | ) | ||||
Changes in assets and liabilities, net of acquired assets and liabilities: | | ||||||
Accounts receivable | (16,480 | ) | (4,872 | ) | |||
ACO REACH performance year receivable | (226,521 | ) | (309,639 | ) | |||
Other assets | 9,567 | (7,889 | ) | ||||
Medical cost payable | (31,421 | ) | (35,998 | ) | |||
Risk adjustment payable | (4,996 | ) | (4,155 | ) | |||
Accounts payable and other liabilities | (12,483 | ) | (14,387 | ) | |||
Unearned revenue | — | (11 | ) | ||||
Warrant liability | (2,087 | ) | 8,978 | ||||
ACO REACH performance year obligation | 248,465 | 325,599 | |||||
Net cash used in operating activities | (23,875 | ) | (77,148 | ) | |||
Cash flows from investing activities: | |||||||
Purchases of investments | (8,224 | ) | (9,544 | ) | |||
Proceeds from sales, paydown, and maturities of investments | 4,388 | 2,581 | |||||
Purchases of property and equipment | (2,653 | ) | (877 | ) | |||
Proceeds from sale of business, net | 61,139 | 197,121 | |||||
Net cash provided by investing activities | 54,650 | 189,281 | |||||
Cash flows from financing activities: | |||||||
Proceeds from long-term borrowings | — | 52,411 | |||||
Repayments of short-term borrowings | (1,000 | ) | (273,636 | ) | |||
Distributions to noncontrolling interest holders | (2,249 | ) | (4,730 | ) | |||
Net cash used in financing activities | (3,249 | ) | (225,955 | ) | |||
Net increase (decrease) in cash and cash equivalents | 27,526 | (113,822 | ) | ||||
Cash and cash equivalents – beginning of year | $ | 185,405 | $ | 375,280 | |||
Cash and cash equivalents – end of period | $ | 212,931 | $ | 261,458 |
NeueHealth, Inc. and Subsidiaries Segment Information (in thousands) (Unaudited) | |||||||||||||||
NeueCare | |||||||||||||||
($ in thousands) | Three Months Ended | Six Months Ended | |||||||||||||
Statement of income (loss) and operating data: | 2025 | 2024 | 2025 | 2024 | |||||||||||
Revenue: | |||||||||||||||
Capitated revenue | $ | 81,407 | $ | 64,005 | $ | 162,394 | $ | 125,471 | |||||||
Service revenue | 6,874 | 9,803 | 13,138 | 19,333 | |||||||||||
Investment income | 120 | 21 | 477 | 21 | |||||||||||
Total unaffiliated revenue | 88,401 | 73,829 | 176,009 | 144,825 | |||||||||||
Affiliated revenue | 3,227 | 3,156 | 6,136 | 5,783 | |||||||||||
Total segment revenue | 91,628 | 76,985 | 182,145 | 150,608 | |||||||||||
Operating expenses | |||||||||||||||
Medical Costs | 36,723 | 33,579 | 74,241 | 61,015 | |||||||||||
Operating Costs | 28,936 | 34,676 | 56,146 | 67,265 | |||||||||||
Intangible assets impairment | — | 11,411 | — | 11,411 | |||||||||||
Depreciation and amortization | 2,757 | 3,221 | 5,539 | 7,007 | |||||||||||
Total operating expenses | 68,416 | 82,887 | 135,926 | 146,698 | |||||||||||
Operating income (loss) | $ | 23,212 | $ | (5,902 | ) | $ | 46,219 | $ | 3,910 |
NeueSolutions | |||||||||||||||
($ in thousands) | Three Months Ended | Six Months Ended | |||||||||||||
Statement of income (loss) and operating data: | 2025 | 2024 | 2025 | 2024 | |||||||||||
Revenue: | |||||||||||||||
Capitated revenue | $ | 1,125 | $ | — | $ | 1,125 | $ | — | |||||||
ACO REACH revenue | 115,339 | 149,802 | 239,379 | 321,613 | |||||||||||
Service revenue | 3,546 | 2,273 | 7,116 | 4,358 | |||||||||||
Total segment revenue | 120,010 | 152,075 | 247,620 | 325,971 | |||||||||||
Operating expenses | |||||||||||||||
Medical Costs | 112,914 | 147,258 | 239,199 | 319,323 | |||||||||||
Operating Costs | 4,542 | 4,420 | 8,859 | 9,183 | |||||||||||
Total operating expenses | 117,456 | 151,678 | 248,058 | 328,506 | |||||||||||
Operating (loss) income | $ | 2,554 | $ | 397 | $ | (438 | ) | $ | (2,535 | ) |
Non-GAAP Financial Measures
We use the non-GAAP financial measures Adjusted EBITDA and Adjusted Operating Cost Ratio. We define Adjusted EBITDA as Net Loss excluding loss from discontinued operations, interest expense, income taxes, depreciation and amortization, transaction costs, share-based and other long-term compensation expense, impact of troubled debt restructuring, restructuring and contract termination costs, impairment of goodwill and long-lived assets, losses related to the bankruptcy of one of our ACO REACH partners, impact of classifying certain of our operations as held-for-sale, and changes in the fair value of derivatives. We define Adjusted Operating Cost Ratio as Operating Cost Ratio excluding share-based compensation expense. These non-GAAP measures have been presented in this quarterly Earnings Release or in the earnings conference call and related materials as supplemental measures of financial performance that are not required by or presented in accordance with GAAP because we believe they assist management and investors in comparing our operating performance across reporting periods on a consistent basis by excluding and including items that we do not believe are indicative of our core operating performance. Management believes these measures are useful to investors in highlighting trends in our operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments. Management uses Adjusted EBITDA and Adjusted Operating Cost Ratio to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, to establish discretionary annual incentive compensation and to compare our performance against that of other peer companies using similar measures. Management supplements GAAP results with non-GAAP financial measures to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone.
Adjusted EBITDA is not a recognized term under GAAP and should not be considered as an alternative to Net Income (Loss) as a measure of financial performance or any other performance measure derived in accordance with GAAP. Additionally, Adjusted EBITDA is not intended to be a measure of free cash flow available for management’s discretionary use as it does not consider certain cash requirements such as interest payments, tax payments and debt service requirements. The presentation of Adjusted EBITDA has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Because not all companies use identical calculations, the presentation of these measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company.
Adjusted Operating Cost Ratio is not a recognized term under GAAP and should not be considered as an alternative to Operating Cost Ratio as a measure of financial performance or any other performance measure derived in accordance with GAAP. The presentation of Adjusted Operating Cost Ratio has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Because not all companies use identical calculations, the presentation of these measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company.
The following table provides a reconciliation of net loss to Adjusted EBITDA for the periods presented:
Three Months Ended | Six Months Ended | ||||||||||||||
($ in thousands) | 2025 | 2024 | 2025 | 2024 | |||||||||||
Net Loss | $ | (1,548 | ) | $ | (57,698 | ) | $ | (12,396 | ) | $ | (61,875 | ) | |||
Loss from Discontinued Operations | 8,386 | 18,439 | 17,796 | 28,304 | |||||||||||
EBITDA adjustments from continuing operations | |||||||||||||||
Interest expense | 6,878 | 4,110 | 13,515 | 7,040 | |||||||||||
Income tax expense | (21 | ) | (187 | ) | 90 | 476 | |||||||||
Depreciation and amortization (g) | 3,555 | 3,484 | 7,114 | 7,551 | |||||||||||
Transaction costs (a) | (1,011 | ) | 844 | 602 | 1,965 | ||||||||||
Share-based and other long-term incentive compensation expense (b) | 2,012 | 21,236 | 7,658 | 39,862 | |||||||||||
Gain on troubled debt restructuring | — | — | — | (30,311 | ) | ||||||||||
Change in fair value of warrant liability (c) | 562 | (2,213 | ) | (2,087 | ) | (4,285 | ) | ||||||||
Restructuring and contract termination costs (d) | 207 | 239 | 207 | 181 | |||||||||||
Held-for-sale operations (e) | — | 16,671 | — | 18,294 | |||||||||||
ACO REACH care partner bankruptcy (f) | — | (963 | ) | — | 285 | ||||||||||
Impairment of goodwill and long-lived assets | — | — | — | 131 | |||||||||||
EBITDA adjustments from continuing operations | $ | 12,182 | $ | 43,221 | $ | 27,099 | $ | 41,189 | |||||||
Adjusted EBITDA | $ | 19,020 | $ | 3,962 | $ | 32,499 | $ | 7,618 |
(a) | Transaction costs include accounting, tax, valuation, consulting, legal and investment banking fees directly relating to financing initiatives and acquisitions or dispositions. These costs can vary from period to period and impact comparability, and we do not believe such transaction costs reflect the ongoing performance of our business. |
(b) | Represents non-cash compensation expense related to stock option and restricted stock unit award grants, which can vary from period to period based on several factors, including the timing, quantity and grant date fair value of the awards. Also includes $0.1 million and $0.2 million of compensation expense that was recognized for the cancellation of P-Unit Awards in relation to our purchase of the minority interest in Centrum for the three and six months ended June 30, 2025. There was no equivalent compensation expense included for the three and six months ended June 30, 2024. |
(c) | Represents the non-cash change in the fair value of the warrant liability established for warrants included in our financing arrangements, which are remeasured at fair value each reporting period. |
(d) | Restructuring and contract termination costs represent severance costs as part of a workforce reduction, amounts paid for early termination of leases, and impairment of certain long-lived assets primarily relating to our decision to exit the Commercial business for the 2023 plan year. |
(e) | Beginning in the second quarter of 2024, Adjusted EBITDA excludes the impact of our operations classified as held-for-sale that were subsequently sold in November 2024. |
(f) | Represents the costs incurred as a result of one of our ACO REACH care partners filing for bankruptcy; includes the full allowance established for the outstanding receivable and ongoing costs incurred to manage and provide service to members attributed to the care partner that would have otherwise been reimbursed prior to the care partner’s bankruptcy. |
(g) | Adjustment has been updated to remove the impact of our held-for-sale operations that are adjusted for in their entirety as described in (e). |
The following table provides a reconciliation of Adjusted Operating Cost Ratio for the periods presented:
Three Months Ended | Six Months Ended | ||||||
2025 | 2024 | 2025 | 2024 | ||||
Operating Cost Ratio | 21.5% | 31.1% | 22.0% | 29.1% | |||
Impact of share-based and other long-term incentive compensation expense (a) | (1.0)% | (9.4)% | (1.8)% | (8.5)% | |||
Impact of held-for-sale operations (b) | 0.0% | (3.7)% | 0.0% | (3.1)% | |||
Impact of transaction related costs (c) | 0.5% | (0.4)% | (0.1)% | (0.4)% | |||
Adjusted Operating Cost Ratio | 21.0% | 17.6% | 20.1% | 17.1% |
(a) | Represents non-cash compensation expense related to stock option and restricted stock unit award grants, which can vary from period to period based on several factors, including the timing, quantity and grant date fair value of the awards. Also includes $0.1 million and $0.2 million of compensation expense that was recognized for the cancellation of P-Unit Awards in relation to our purchase of the minority interest in Centrum for the three and six months ended June 30, 2025. There was no equivalent compensation expense included within for the three and six months ended June 30, 2024. |
(b) | Represents the impact of revenue and operating costs related to our operations classified as held-for-sale beginning in the second quarter of 2024. The sale was completed in November 2024. |
(c) | Transaction related costs include accounting, tax, valuation, consulting, legal and investment banking fees directly relating to financing initiatives and acquisitions or dispositions. These costs can vary from period to period and impact comparability, and we do not believe such transaction costs reflect the ongoing performance of our business. |
View source version on businesswire.com: https://www.businesswire.com/news/home/20250807076226/en/
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