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CareMax Reports Fourth Quarter and Full Year 2022 Results

  •  Exceeded 2022 Guidance for Membership and Revenue and Met 2022 Guidance for Adjusted EBITDA (Inclusive of De Novo Pre-Opening Costs and Post-Opening Losses)
  • Year-end 2022 Medicare Advantage Membership of 93,500, up 179% year-over-year
  • Full Year 2022 Total Revenue of $631 million, up 113% year-over-year on a GAAP Basis, or up 57% on a Pro Forma Basis1,3
  • Expanded Presence with De Novo Openings in New York, Tennessee, Texas and Florida, Bringing Year-End Center Count to 62
  • Guided to Continued Growth in Medicare Advantage Membership, Revenue and Adjusted EBITDA in 2023
  • Increased Delayed Draw Term Loan Capacity on Existing Credit Facility by $60 million
  • CareMax Scheduled to Host Investor Day in Miami on March 13

CareMax, Inc. (NASDAQ: CMAX; CMAXW) (“CareMax” or the “Company”), a leading technology-enabled value-based care delivery system, today announced financial results for the fourth quarter and full year ended December 31, 2022.

“CareMax delivered strong results in 2022 driven by disciplined execution of our strategy,” said Carlos de Solo, Chief Executive Officer. “In the past year, we reached a major milestone in our mission to transform healthcare for seniors throughout the U.S. with our acquisition of Steward Health Care’s value-based care business. We are now focused on integrating this business into our MSO and are excited about the benefits we expect to realize in 2023 and beyond. We remain committed to delivering excellent care and service to our patients and their families, while creating long-term value for our stakeholders.”

Recast 2022 Guidance Reflecting Inclusion of De Novo Pre-Opening and Post-Opening Losses

Beginning with this earnings release, the Company has revised its presentation and calculation of Adjusted EBITDA to no longer add back de novo pre-opening costs and post-opening losses and has recast its prior presentation of Adjusted EBITDA, including its prior Adjusted EBITDA guidance.

 

2022 Original Guidance

2022 Revised Guidance

Actual

Medicare Advantage Membership

38,000 to 40,000

>40,000

93,500

Revenue

$540 million to $560 million

$600 to $620 million

$631 million

Adjusted EBITDA*

$10 million to $20 million

$10 million to $20 million

$22 million

Centers

60

60

62

* Recast Adjusted EBITDA includes the impacts of de novo pre-opening costs and post-opening losses.

Fourth Quarter 2022 Results1,2

  • Total revenue was $164.3 million, up 39% year-over-year.
  • Medical Expense Ratio was 69.5%, compared to 71.5% for the fourth quarter of 2021.
  • Net income was $10.4 million, compared to net loss of $3.6 million for the fourth quarter of 2021.
    • Net income in the fourth quarter of 2022 includes a $76.3 million non-cash gain on remeasurement of contingent earnout liabilities and a $20.1 million non-cash tax benefit, partially offset by a $70.0 million non-cash goodwill impairment.
  • Adjusted EBITDA (including the impact of de novo pre-opening costs and post-opening losses) was $5.1 million for the fourth quarter of 2022 and $3.0 million for the fourth quarter of 2021.
    • The Company has revised its presentation and calculation of Adjusted EBITDA to no longer add back de novo pre-opening costs and post-opening losses and has recast its prior presentation of Adjusted EBITDA. Adjusted EBITDA as previously reported for the fourth quarter of 2021 included an addback of $1.3 million for de novo pre-opening costs and post-opening losses. De novo pre-opening costs and post-opening losses for the fourth quarter of 2022 were $5.5 million.
  • Platform Contribution was $25.6 million, compared to $16.0 million for the fourth quarter of 2021.

Full Year 2022 Results1,2,3

  • Total revenue was $631.1 million, up 113% year-over-year on a GAAP basis, or up 57% on a pro forma basis.
  • Medical Expense Ratio was 72.7%, compared to the pro forma Medical Expense Ratio of 74.7% for the year ended December 31, 2021.
  • Net loss was $37.8 million, compared to net loss of $6.7 million for the year ended December 31, 2021.
  • Adjusted EBITDA (including the impact of de novo pre-opening costs and post-opening losses) was $22.0 million for the year ended December 31, 2022 and $10.7 million for the year ended December 31, 2021.
    • As noted above, the Company has revised its presentation and calculation of Adjusted EBITDA to no longer add back de novo pre-opening costs and post-opening losses and has recast its prior presentation of Adjusted EBITDA. Adjusted EBITDA as previously reported for the year ended December 31, 2021 included an addback of $2.6 million for de novo pre-opening costs and post-opening losses. De novo pre-opening costs and post-opening losses for the year ended December 31, 2022 were $13.0 million.
  • Platform Contribution was $85.1 million, compared to $49.9 million pro forma Platform Contribution for the year ended December 31, 2021.

Financial Outlook for Full Year 2023

  • Year-end Medicare Advantage membership of 110,000 to 120,000, up 18% to 28% year-over-year.
  • Total revenue of $700 million to $750 million, up 11% to 19% year-over-year.
  • Adjusted EBITDA of $25 million to $35 million, up 13% to 59% year-over-year, compared to $22 million for the year-ended December 31, 2022. As noted above, pre-opening costs and post-opening losses are no longer added back to the Company’s calculation of Adjusted EBITDA, and are anticipated to be approximately $25 million in 2023.

1Fourth Quarter 2022 and Full Year 2022 includes the activities of Steward Value-Based Care for the period from November 10, 2022 (closing) to (and including) December 31, 2022.

2Adjusted EBITDA and Platform Contribution are non-GAAP financial metrics. A reconciliation of non-GAAP metrics to GAAP financial statements is included in the appendix to this earnings release.

3Pro Forma year-over-year comparisons to full year 2021 reflect the business combinations of IMC Medical Group Holdings and Care Holdings as if they had occurred on January 1, 2021. A reconciliation of the pro forma financial information to GAAP financial statements is included in this earnings release.

Increased Delayed Draw Term Loan Capacity on Existing Credit Facility by $60 million

On March 8, 2023, the Company entered into an amendment to its existing credit facility to provide for a delayed draw term loan B facility in the amount of $60.0 million, which may be drawn by the Company in up to five borrowings over the next twelve months, bringing the total committed amount of the credit facility to $360.0 million, $125.0 million of which is not currently drawn.

Conference Call Details

Management will host a conference call at 8:30 am ET today to discuss the results. The conference call can be accessed by dialing (888) 330-2508 for U.S. participants, or (240) 789-2735 for international participants, and referencing conference ID 7874605. A live audio webcast as well as related presentation materials will also be available on the “Events & Presentations” section of CareMax’s investor relations website at ir.caremax.com. Following the live call, a replay will be available on the Company's website.

About CareMax

Founded in 2011, CareMax is a value-based care delivery system that utilizes a proprietary technology-enabled platform and multi-specialty, whole person health model to deliver comprehensive, preventative and coordinated care for its members. With over 2,000 employed and affiliated providers across 10 states, and fully integrated, Five-Star Quality rated health and wellness centers, CareMax is redefining healthcare across the country by reducing costs, improving overall outcomes and promoting health equity for seniors. Learn more at www.caremax.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements include statements regarding our future growth, strategy and financial performance, the closing of the Steward transaction and the benefits thereof, and the filing of the Company’s periodic reports. Words such as "anticipate," "believe," "budget," "contemplate," "continue," "could," "envision," "estimate," "expect," "guidance," "indicate," "intend," "may," "might," "plan," "possibly," "potential," "predict," "probably," "pro forma," "project," "seek," "should," "target," or "will," or the negative or other variations thereof, and similar words or phrases or comparable terminology, are intended to identify forward-looking statements. These forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this press release. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements.

Important risks and uncertainties that could cause the Company's actual results and financial condition to differ materially from those indicated in forward-looking statements include, among others, the Company’s ability to integrate acquired businesses, including the ability to implement business plans, forecasts, and other expectations after the completion of the Steward transaction; the failure to realize anticipated benefits of the Steward transaction or to realize estimated pro forma results and underlying assumptions; the impact of COVID-19 or any variant thereof or any other pandemic or epidemic on the Company's business and results of operation; the Company’s ability to attract new patients; the availability of sites for de novo centers and the costs of opening such de novo centers; changes in market or industry conditions, regulatory environment, competitive conditions, and receptivity to the Company's services; the Company's ability to continue its growth, including in new markets; changes in laws and regulations applicable to the Company's business, in particular with respect to Medicare Advantage and Medicaid; the Company's ability to maintain its relationships with health plans and other key payers; any delay, modification or cancellation of government contracts; the Company's future capital requirements and sources and uses of cash, including funds to satisfy its liquidity needs and the Company’s ability to comply with the covenants under the agreements governing its indebtedness; the Company’s ability to address the material weakness in its internal control over financial reporting; the Company's ability to recruit and retain qualified team members and independent physicians; and risks related to future acquisitions. For a detailed discussion of the risk factors that could affect the Company's actual results, please refer to the risk factors identified in the Company's reports filed with the SEC. All information provided in this press release is as of the date hereof, and the Company undertakes no duty to update or revise this information unless required by law, and forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release.

Use of Non-GAAP Financial Information

Certain financial information and data contained in this press release is unaudited and does not conform to Regulation S-X. Accordingly, such information and data may not be included in, may be adjusted in, or may be presented differently in, any periodic filing, information or proxy statement, or prospectus or registration statement to be filed by the Company with the SEC. Some of the financial information and data contained in this press release, such as Adjusted EBITDA and Platform Contribution and margin thereof have not been prepared in accordance with United States generally accepted accounting principles (“GAAP”). These non-GAAP measures of financial results are not GAAP measures of our financial results or liquidity and should not be considered as an alternative to net income (loss) as a measure of financial results, cash flows from operating activities as a measure of liquidity, or any other performance measure derived in accordance with GAAP. The Company believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Company’s financial condition and results of operations. The Company’s management uses these non-GAAP measures for trend analyses and for budgeting and planning purposes.

The Company believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating projected operating results and trends in and in comparing the Company’s financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. Management does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in the Company’s financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expenses and income are excluded or included in determining these non-GAAP financial measures. For this reason, these non-GAAP measures may not be comparable to other companies’ similarly labeled non-GAAP financial measures. In order to compensate for these limitations, management presents non-GAAP financial measures in connection with GAAP results.

A reconciliation for Adjusted EBITDA and Platform Contribution to the most directly comparable GAAP financial measures is included below. A reconciliation of projected 2023 Adjusted EBITDA to the most directly comparable GAAP financial measure is not included in this press release because, without unreasonable efforts, the Company is unable to predict with reasonable certainty the amount or timing of non-GAAP adjustments that are used to calculate this. In addition, the Company believes such a reconciliation would imply a degree of precision and certainty that could be confusing to investors. The variability of the specified items may have a significant and unpredictable impact on the Company’s future GAAP results.

Use of Pro Forma Financial Information and Pro Forma Non-GAAP Financial Information

Certain of the information presented in the Non-GAAP Financial Summary and in the reconciliations to non-GAAP financial measures includes pro forma information derived from the unaudited pro forma statements of operations which are provided for informational purposes only and are not necessarily indicative of the operating results or financial position that would have occurred if the acquisitions of IMC and Care Holdings had occurred in the stated historical periods, nor are they indicative of the future results or financial position of the combined company. The unaudited pro forma statements of operations do not give effect to the potential impact of any anticipated synergies, operating efficiencies or cost savings that may result from the acquisitions of IMC and Care Holdings, any integration costs or tax deductibility of transaction costs.

Additionally, Adjusted EBITDA presented on a pro forma basis gives effect to the acquisitions of IMC and Care Holdings as if they had occurred in historical periods. Such non-GAAP financial measures do not necessarily reflect what the Company’s Adjusted EBITDA would have been had the acquisitions occurred on the dates indicated.

CAREMAX, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)

(Unaudited)

 

 

December 31,

2022

 

 

December 31,

2021

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

41,626

 

 

$

47,917

 

Accounts receivable, net

 

 

151,036

 

 

 

41,998

 

Inventory

 

 

723

 

 

 

550

 

Other current assets

 

 

3,245

 

 

 

17,040

 

Risk settlements due from providers

 

 

707

 

 

 

539

 

Total Current Assets

 

 

197,336

 

 

 

108,044

 

 

 

 

 

 

 

 

Property and equipment, net

 

 

21,006

 

 

 

15,993

 

Operating lease right-of-use assets

 

 

108,937

 

 

 

-

 

Goodwill

 

 

700,643

 

 

 

464,566

 

Intangible assets, net

 

 

123,585

 

 

 

59,811

 

Deferred debt issuance costs

 

 

1,685

 

 

 

1,972

 

Other assets

 

 

17,550

 

 

 

2,706

 

Total Assets

 

$

1,170,743

 

 

$

653,092

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

Accounts payable

 

$

7,687

 

 

$

3,110

 

Accrued expenses

 

 

18,631

 

 

 

8,690

 

Risk settlements due to providers

 

 

14,171

 

 

 

196

 

Related party debt, net

 

 

30,277

 

 

 

-

 

Current portion of third-party debt

 

 

253

 

 

 

6,275

 

Current portion of operating lease liabilities

 

 

5,512

 

 

 

-

 

Other current liabilities

 

 

790

 

 

 

3,687

 

Total Current Liabilities

 

 

77,322

 

 

 

21,959

 

Derivative warrant liabilities

 

 

3,974

 

 

 

8,375

 

Long-term debt, net

 

 

230,725

 

 

 

110,960

 

Long-term operating lease liabilities

 

 

96,539

 

 

 

-

 

Contingent earnout liability

 

 

134,561

 

 

 

-

 

Other liabilities

 

 

8,075

 

 

 

6,428

 

Total Liabilities

 

 

551,196

 

 

 

147,722

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

 

 

STOCKHOLDERS' EQUITY

 

 

 

 

 

 

Preferred stock (1,000,000 shares authorized; one and zero shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively)

 

 

-

 

 

 

-

 

Class A common stock ($0.0001 par value; 250,000,000 shares authorized; 111,332,584 and 87,367,972 shares issued and outstanding as of December 31, 2022 and December 31, 2021, respectively)

 

 

11

 

 

 

9

 

Additional paid-in-capital

 

 

657,126

 

 

 

505,327

 

(Accumulated deficit) Retained earnings

 

 

(37,590

)

 

 

33

 

Total Stockholders' Equity

 

 

619,547

 

 

 

505,370

 

 

 

 

 

 

 

 

Total Liabilities and Stockholders' Equity

 

$

1,170,743

 

 

$

653,092

 

 

CAREMAX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)

(Unaudited)

 

Three Months Ended December 31,

 

 

Years Ended December 31,

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

Medicare risk-based revenue

$

113,041

 

 

$

91,277

 

 

$

486,718

 

 

$

233,282

 

Medicaid risk-based revenue

 

36,620

 

 

 

20,160

 

 

 

96,534

 

 

 

46,493

 

Other revenue

 

14,602

 

 

 

6,869

 

 

 

47,880

 

 

 

15,987

 

Total revenue

 

164,263

 

 

 

118,306

 

 

 

631,132

 

 

 

295,762

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

External provider costs

 

104,078

 

 

 

79,724

 

 

 

424,182

 

 

 

206,747

 

Cost of care

 

38,723

 

 

 

22,743

 

 

 

126,648

 

 

 

57,566

 

Sales and marketing

 

3,806

 

 

 

2,614

 

 

 

11,761

 

 

 

4,955

 

Corporate, general and administrative

 

17,096

 

 

 

16,315

 

 

 

75,824

 

 

 

40,579

 

Depreciation and amortization

 

7,180

 

 

 

6,089

 

 

 

21,719

 

 

 

13,216

 

Goodwill impairment

 

70,000

 

 

 

-

 

 

 

70,000

 

 

 

-

 

Acquisition related costs

 

9,616

 

 

 

494

 

 

 

13,165

 

 

 

1,522

 

Total operating expenses

 

250,498

 

 

 

127,982

 

 

 

743,297

 

 

 

324,585

 

Operating loss

 

(86,235

)

 

 

(9,675

)

 

 

(112,165

)

 

 

(28,822

)

Nonoperating income (expense)

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

(8,542

)

 

 

(1,905

)

 

 

(20,242

)

 

 

(4,492

)

Change in fair value of derivative warrant liabilities

 

7,877

 

 

 

8,735

 

 

 

4,401

 

 

 

20,757

 

Gain on remeasurement of contingent earnout liabilities

 

76,295

 

 

 

-

 

 

 

76,295

 

 

 

5,794

 

Loss on disposal of fixed assets, net

 

-

 

 

 

(50

)

 

 

-

 

 

 

(50

)

(Loss) gain on extinguishment of debt, net

 

-

 

 

 

(7

)

 

 

(6,172

)

 

 

1,630

 

Other income (expense), net

 

966

 

 

 

(493

)

 

 

546

 

 

 

(1,333

)

Loss before income tax

 

(9,640

)

 

 

(3,396

)

 

 

(57,337

)

 

 

(6,516

)

Income tax (benefit) provision

 

(20,074

)

 

 

159

 

 

 

(19,542

)

 

 

159

 

Net loss

$

10,434

 

 

$

(3,555

)

 

$

(37,796

)

 

$

(6,675

)

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average basic shares outstanding

 

100,886,695

 

 

 

87,105,940

 

 

 

90,799,308

 

 

 

52,620,980

 

Net income (loss) per share

 

 

 

 

 

 

 

 

 

 

 

Basic

$

0.10

 

 

$

(0.04

)

 

$

(0.42

)

 

$

(0.13

)

 

CAREMAX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(Unaudited)

 

 

Years Ended December 31,

 

 

 

2022

 

 

2021

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

Net loss

 

$

(37,796

)

 

$

(6,675

)

Adjustments to reconcile net loss to net cash and cash equivalents

 

 

 

 

 

 

Depreciation and amortization expense

 

 

21,719

 

 

 

13,215

 

Amortization of debt issuance costs and discount

 

 

2,382

 

 

 

866

 

Stock-based compensation expense

 

 

10,271

 

 

 

1,341

 

Income tax provision

 

 

(19,542

)

 

 

-

 

Change in fair value of derivative warrant liabilities

 

 

(4,401

)

 

 

(20,757

)

Loss (gain) on remeasurement of contingent earnout liabilities

 

 

(76,295

)

 

 

(5,794

)

Loss (gain) on extinguishment of debt

 

 

6,172

 

 

 

(1,630

)

Payment-in-kind interest expense

 

 

5,277

 

 

 

-

 

Provision for credit losses

 

 

1,243

 

 

 

-

 

Goodwill impairment

 

 

70,000

 

 

 

-

 

Other non-cash, net

 

 

6,506

 

 

 

331

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

Accounts receivable

 

 

(66,561

)

 

 

(3,836

)

Inventory

 

 

(172

)

 

 

(85

)

Other current assets

 

 

2,678

 

 

 

(768

)

Risk settlements due to (from) providers

 

 

6,775

 

 

 

(459

)

Due to (from) related parties

 

 

-

 

 

 

235

 

Other assets

 

 

(3,127

)

 

 

(1,501

)

Operating lease assets and liabilities

 

 

4,386

 

 

 

-

 

Accounts payable

 

 

1,730

 

 

 

(984

)

Accrued expenses

 

 

4,722

 

 

 

1,216

 

Other liabilities

 

 

(4,183

)

 

 

1,429

 

Net cash used in operating activities

 

 

(68,216

)

 

 

(23,856

)

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

Purchase of property and equipment

 

 

(7,450

)

 

 

(3,990

)

Return of cash held in escrow

 

 

785

 

 

 

-

 

Acquisition of businesses, net of cash acquired

 

 

(55,837

)

 

 

(312,589

)

Net cash used in investing activities

 

 

(62,502

)

 

 

(316,579

)

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

Proceeds from issuance of Class A common stock

 

 

-

 

 

 

415,000

 

Issuance costs of Class A common stock

 

 

-

 

 

 

(12,471

)

Recapitalization transaction

 

 

-

 

 

 

(108,435

)

Proceeds from third-party borrowings, net of discount

 

 

230,000

 

 

 

125,000

 

Proceeds from related party borrowings, net of discount

 

 

29,876

 

 

 

-

 

Principal payments on long-term debt

 

 

(121,977

)

 

 

(27,711

)

Payments of debt issuance costs

 

 

(8,031

)

 

 

(7,478

)

Debt extinguishment costs

 

 

-

 

 

 

(487

)

Collateral for letters of credit

 

 

(5,439

)

 

 

-

 

Net cash provided by financing activities

 

 

124,428

 

 

 

383,418

 

 

 

 

 

 

 

 

NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS

 

 

(6,290

)

 

 

42,983

 

Cash and cash equivalents - beginning of period

 

 

47,917

 

 

 

4,934

 

CASH AND CASH EQUIVALENTS - END OF PERIOD

 

$

41,626

 

 

$

47,917

 

 

Non-GAAP Financial Summary*

(in thousands)

Dec 31, 2020

 

Mar 31, 2021

 

Jun 30, 2021

 

Sep 30, 2021

 

Dec 31, 2021

 

Mar 31, 2022

 

Jun 30, 2022

 

Sep 30, 2022

 

Dec 31, 2022

 

Medicare risk-based revenue

$

65,210

 

$

65,394

 

$

66,618

 

$

76,428

 

$

91,277

 

$

107,747

 

$

143,664

 

$

122,267

 

$

113,041

 

Medicaid risk-based revenue

 

19,062

 

 

18,897

 

 

20,454

 

 

20,884

 

 

20,160

 

 

20,165

 

 

19,896

 

 

19,852

 

 

36,620

 

Other revenue

 

3,801

 

 

4,127

 

 

4,839

 

 

7,308

 

 

6,869

 

 

9,008

 

 

8,719

 

 

15,551

 

 

14,602

 

Total revenue

 

88,073

 

 

88,418

 

 

91,911

 

 

104,620

 

 

118,306

 

 

136,920

 

 

172,279

 

 

157,670

 

 

164,263

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

External provider costs

 

57,775

 

 

60,278

 

 

70,466

 

 

73,329

 

 

79,724

 

 

92,856

 

 

120,348

 

 

106,900

 

 

104,078

 

Cost of care

 

12,446

 

 

13,427

 

 

13,246

 

 

20,315

 

 

22,606

 

 

26,854

 

 

30,293

 

 

30,150

 

$

34,581

 

Platform contribution

 

17,852

 

 

14,712

 

 

8,199

 

 

10,976

 

 

15,977

 

 

17,210

 

 

21,638

 

 

20,620

 

 

25,604

 

Platform contribution margin (%)

 

20.3

%

 

16.6

%

 

8.9

%

 

10.5

%

 

13.5

%

 

12.6

%

 

12.6

%

 

13.1

%

 

15.6

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

$

1,431

 

$

391

 

$

1,688

 

$

1,274

 

$

2,615

 

$

3,301

 

$

2,299

 

$

2,355

 

$

3,806

 

Corporate, general and administrative

 

6,519

 

 

7,197

 

 

6,367

 

 

9,212

 

 

10,400

 

 

10,139

 

 

11,464

 

 

13,000

 

 

16,674

 

Adjusted operating expenses

 

7,951

 

 

7,588

 

 

8,055

 

 

10,485

 

 

13,015

 

 

13,440

 

 

13,763

 

 

15,355

 

 

20,480

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

n/a

 

n/a

 

n/a

 

$

490

 

$

2,962

 

$

3,769

 

$

7,876

 

$

5,265

 

$

5,124

 

Pro Forma Adjusted EBITDA

$

9,901

 

$

7,124

 

$

144

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

n/a

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

* Figures give effect to the Business Combinations of IMC and Care Holdings as if they had occurred on January 1, 2020. Figures may not sum due to rounding.

 

 

Non-GAAP Operating Metrics*

Dec 31, 2020

 

Mar 31, 2021

 

Jun 30, 2021

 

Sep 30, 2021

 

Dec 31, 2021

 

Mar 31, 2022

 

Jun 30, 2022

 

Sep 30, 2022

 

Dec 31, 2022

 

Centers

 

24

 

 

24

 

 

34

 

 

40

 

 

45

 

 

48

 

 

48

 

 

51

 

 

62

 

Markets

 

1

 

 

1

 

 

2

 

 

3

 

 

4

 

 

6

 

 

6

 

 

7

 

 

7

 

Patients (MCREM)**

 

28,400

 

 

29,200

 

 

35,300

 

 

40,400

 

 

50,100

 

 

50,600

 

 

54,000

 

 

57,400

 

 

221,500

 

Patients in value-based care arrangements (MCREM)

 

87.7

%

 

87.0

%

 

84.1

%

 

87.2

%

 

79.3

%

 

79.8

%

 

81.0

%

 

78.2

%

 

97.6

%

Platform Contribution ($, millions)***

$

17.9

 

$

14.7

 

$

8.2

 

$

11.0

 

$

16.0

 

$

17.3

 

$

21.7

 

$

20.7

 

$

25.6

 

* Figures give effect to the Business Combinations of IMC and Care Holdings as if they had occurred on January 1, 2020.

 

** MCREM defined as Medicare Equivalent Members, which assumes the level of support received by a Medicare patient is equivalent to that received by three Medicaid or Commercial patients.

 

*** Platform contribution defined as revenue less external provider costs and cost of care. For periods prior to September 30, 2021, the measure was calculated in a manner consistent with the concepts of Article 8 of Regulation S-X and represents pro forma Platform Contribution.

 

 

Reconciliation to Adjusted EBITDA and Pro Forma Adjusted EBITDA*

(in thousands)

Dec 31, 2020

 

 

Mar 31, 2021

 

 

Jun 30, 2021

 

 

Sep 30, 2021

 

 

Dec 31, 2021

 

 

Mar 31, 2022

 

 

Jun 30, 2022

 

 

Sep 30, 2022

 

 

Dec 31, 2022

 

Net income (loss)

$

1,218

 

 

$

1,302

 

 

$

10,057

 

 

$

(14,479

)

 

$

(3,553

)

 

$

(16,797

)

 

$

(9,381

)

 

$

(22,052

)

 

$

10,434

 

Interest expense

 

542

 

 

 

504

 

 

 

792

 

 

 

1,291

 

 

 

1,905

 

 

 

1,728

 

 

 

3,896

 

 

 

6,076

 

 

 

8,542

 

Depreciation and amortization

 

429

 

 

 

514

 

 

 

1,437

 

 

 

5,176

 

 

 

6,089

 

 

 

5,062

 

 

 

4,903

 

 

 

4,573

 

 

 

7,180

 

Remeasurement of warrant and contingent earnout liabilities

 

-

 

 

 

-

 

 

 

(19,215

)

 

 

1,398

 

 

 

(8,734

)

 

 

3,536

 

 

 

(7,391

)

 

 

7,331

 

 

 

(84,171

)

Goodwill impairment

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

70,000

 

Stock-based compensation

 

-

 

 

 

-

 

 

 

-

 

 

 

966

 

 

 

375

 

 

 

1,087

 

 

 

2,788

 

 

 

3,611

 

 

 

2,786

 

Loss (gain) on extinguishment of debt, net

 

451

 

 

 

-

 

 

 

(1,358

)

 

 

(279

)

 

 

7

 

 

 

-

 

 

 

6,172

 

 

 

-

 

 

 

-

 

Acquisition related costs

 

893

 

 

 

1,168

 

 

 

3,806

 

 

 

1,871

 

 

 

2,325

 

 

 

3,429

 

 

 

4,074

 

 

 

2,118

 

 

 

10,632

 

Transaction related restructuring costs

 

1,382

 

 

 

1,550

 

 

 

8,059

 

 

 

3,072

 

 

 

4,170

 

 

 

5,083

 

 

 

2,598

 

 

 

3,514

 

 

 

762

 

Other (income) expense, net

 

101

 

 

 

1,001

 

 

 

(2,242

)

 

 

1,475

 

 

 

218

 

 

 

461

 

 

 

46

 

 

 

(86

)

 

 

(967

)

Income tax provision (benefit)

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

159

 

 

 

181

 

 

 

171

 

 

 

181

 

 

 

(20,074

)

Adjusted EBITDA

n/a

 

 

n/a

 

 

n/a

 

 

 

490

 

 

 

2,962

 

 

 

3,769

 

 

 

7,876

 

 

 

5,265

 

 

 

5,124

 

Pro forma adjustments

 

4,885

 

 

 

1,085

 

 

 

(1,192

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Pro forma Adjusted EBITDA

$

9,901

 

 

$

7,124

 

 

$

144

 

 

n/a

 

 

n/a

 

 

n/a

 

 

n/a

 

 

n/a

 

 

n/a

 

* Figures give effect to the Business Combinations of IMC and Care Holdings as if they had occurred on January 1, 2020.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Memo:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

De Novo Pre-Opening Costs

$

-

 

 

$

-

 

 

$

19

 

 

$

544

 

 

$

806

 

 

$

973

 

 

$

506

 

 

$

2,426

 

 

$

3,205

 

De Novo Post-Opening Costs

 

484

 

 

 

184

 

 

 

364

 

 

 

195

 

 

 

489

 

 

 

1,119

 

 

 

993

 

 

 

1,533

 

 

 

2,274

 

 

Reconciliation to Pro Forma Platform Contribution

in millions

Dec 31, 2020

 

 

Mar 31, 2021

 

 

Jun 30, 2021

 

 

Sep 30, 2021

 

 

Dec 31, 2021

 

 

Mar 31, 2022

 

 

Jun 30, 2022

 

 

Sep 30, 2022

 

 

Dec 31, 2022

 

Operating income (loss)

$

2.2

 

 

$

1.8

 

 

$

(9.7

)

 

$

(11.2

)

 

$

(9.7

)

 

$

(10.9

)

 

$

(6.5

)

 

$

(8.6

)

 

$

(86.2

)

Sales and marketing

 

0.3

 

 

 

0.3

 

 

 

0.8

 

 

 

1.3

 

 

 

2.6

 

 

 

3.3

 

 

 

2.3

 

 

 

2.4

 

 

 

3.8

 

Corporate, general and administrative

 

3.1

 

 

 

1.8

 

 

 

8.9

 

 

 

13.6

 

 

 

16.3

 

 

 

19.0

 

 

 

18.1

 

 

 

21.7

 

 

 

17.0

 

Depreciation and amortization

 

0.4

 

 

 

0.6

 

 

 

1.4

 

 

 

5.2

 

 

 

6.1

 

 

 

5.0

 

 

 

4.9

 

 

 

4.6

 

 

 

7.2

 

Goodwill impairment

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

70.0

 

Acquisition related costs

 

-

 

 

 

-

 

 

 

0.1

 

 

 

0.9

 

 

 

0.5

 

 

 

0.3

 

 

 

2.8

 

 

 

0.5

 

 

 

9.6

 

Other adjustments (a)

 

-

 

 

 

-

 

 

 

-

 

 

 

1.3

 

 

 

0.2

 

 

 

0.6

 

 

 

0.1

 

 

 

0.1

 

 

 

4.1

 

Pro forma adjustments (b)

 

11.8

 

 

 

10.3

 

 

 

6.7

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Pro forma Platform Contribution

$

17.9

 

 

$

14.7

 

 

$

8.2

 

 

n/a

 

 

n/a

 

 

n/a

 

 

n/a

 

 

n/a

 

 

n/a

 

Platform Contribution

n/a

 

 

n/a

 

 

n/a

 

 

 

11.0

 

 

 

16.0

 

 

 

17.3

 

 

 

21.7

 

 

 

20.7

 

 

 

25.6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(a) Includes costs related to post-Business Combination restructuring, integration initiatives and share-based compensation.

 

(b) Pro Forma adjustments are computed in a manner consistent with the concepts of Article 8 of Regulation S-X and give effect to the Business Combinations of IMC and Care Holdings as if they had occurred on January 1, 2020.

 

 

Calculation of the Pro Forma Medical Expense Ratio

 

Three months ended December 31,

 

 

Years ended December 31,

 

(in thousands)

2022

 

 

2021

 

 

2022

 

 

2021*

 

External provider costs

$

104,078

 

 

$

79,724

 

 

$

424,182

 

 

$

283,797

 

Medicare and Medicaid risk-based revenue

 

149,661

 

 

 

111,437

 

 

 

583,252

 

 

 

380,112

 

Medical Expense Ratio

 

69.5

%

 

 

71.5

%

 

 

72.7

%

 

 

74.7

%

 

 

 

 

 

 

 

 

 

 

 

 

* The 2021 figures were calculated based on a pro forma basis, assuming the Business Combinations of IMC and Care Holdings occurred on January 1, 2020.

 

 

 

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