EX-99.1 2 tm247268d1_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

 

 

Astrana Health, Inc. Reports Fourth Quarter and Year-End 2023 Results

 

Company to Host Conference Call on Tuesday, Feb. 27, 2024, at 2:30 p.m. PT/5:30 p.m. ET

 

ALHAMBRA, Calif., February 27, 2024 /PRNewswire/ -- Astrana Health, Inc. (together with its subsidiaries and affiliated entities, “Astrana”) (NASDAQ: ASTH), a leading provider-centric, technology-powered healthcare company focused on enabling providers in the successful delivery of value-based care, today announced its consolidated financial results for the fourth quarter and year ended December 31, 2023.

 

“We are proud to announce another year marked by rapid scaling of our unique care model to empower providers and improve healthcare for local communities at Astrana Health. We coupled that with robust financial achievements, ensuring that our growth efforts are sustainable and maintaining a focus on profitability. We continue to execute against our strategic roadmap: 1) focusing on expanding our membership base across existing and new geographies, 2) increasing the level of accountability and risk we are responsible for in our value-based care contracts, 3) empowering our providers to achieve superior patient outcomes, and 4) executing strategic acquisitions to further accelerate our growth trajectory for the foreseeable future,” said Brandon K. Sim, President and Chief Executive Officer of Astrana Health.

  

Financial Highlights for the Year Ended December 31, 2023:

 

All comparisons are to year ended December 31, 2022 unless otherwise stated.

 

Total revenue of $1,386.7 million, up 21% from $1,144.2 million
Care Partners revenue of $1,300.1 million, up 24% from $1,051.5 million
Net income attributable to Astrana of $60.7 million, up 34% from $45.2 million
Earnings per share — diluted (“EPS — diluted”) of $1.29, up 30% from $0.99 per share
Adjusted EBITDA(1) of $146.6 million, up 5% from $140.0 million

 

(1) See “Reconciliation of Net Income to EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin” and “Use of Non-GAAP Financial Measures” below for additional information.

 

Financial Highlights for Fourth Quarter 2023:

 

All comparisons are to the quarter ended December 31, 2022 unless otherwise stated.

 

Total revenue of $353.0 million, up 20% from $294.2 million
Care Partners revenue of $333.7 million, up 24% from $269.3 million
Net income attributable to Astrana of $12.4 million, compared to a loss of $3.7 million
EPS — diluted of $0.26, compared to $(0.08) per share
Adjusted EBITDA(1) of $29.0 million, up 23% from $23.7 million

(1) See “Reconciliation of Net Income to EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin” and “Use of Non-GAAP Financial Measures” below for additional information.

 

 

 

 

Recent Operating Highlights

 

On February 26, 2024 the Company changed its name from Apollo Medical Holdings, Inc. to Astrana Health, Inc. Alongside the corporate name change, the Company's common stock is trading under the new symbol "ASTH" on the NASDAQ.

 

In November 2023, the Company entered into an Asset and Equity Purchase Agreement (the “Purchase Agreement”) to acquire the partnership interests of Advanced Health Management Systems, L.P. (“AHMS”) and certain assets of Community Family Care Medical Group IPA, Inc. (“CFC”), which acquisitions the Company expected would occur in two separate closings. In November 2023, AHM (as defined below) also entered into a Stock Purchase Agreement (the “I Health Purchase Agreement”) to purchase 25% of the outstanding shares of common stock of I Health, Inc. (“I Health”). On January 31, 2024, the first closing under the Purchase Agreement occurred, and the Company completed its acquisition of CFC’s assets. CFC IPA manages the healthcare of over 200,000 members in the Los Angeles, California area, serving patients across Medicare, Medicaid, and Commercial payers. The Company expects to complete the second closing under the Purchase Agreement and acquire the outstanding general and limited partnership interests of AHMS during the first quarter of 2024, subject to obtaining required regulatory approvals. It is currently expected that the I Health Purchase Agreement closing will occur during the first quarter of 2024.

 

On January 29, 2024, the Company announced its strategic long-term partnership with BASS Medical Group, one of the largest multi-specialty medical groups in the Greater San Francisco Bay Area. Together, the two organizations will aim to bring high-quality care via value-based arrangements to patients of all insurance types, including Medicare, Medicaid, ACA Marketplace, and Commercial. Astrana has provided BASS Medical Group with a $20 million senior secured promissory note (“BASS secured promissory note”) which is intended to be used, in partnership with Astrana, to continue to grow their footprint and invest in high-quality, high-value, and accessible primary and multi-specialty care for communities across California. The BASS secured promissory note matures on January 11, 2031 and has an interest rate per annum equal to 2.9% plus the Secured Overnight Financing Rate as administered by the Federal Reserve Bank of New York (or a successor administrator) compounded annually.

 

Effective January 19, 2024, the Company had the following leadership changes:

 

Thomas S. Lam, M.D., M.P.H., previously Co-Chief Executive Officer and President and a director, was appointed Vice Chairman of the Board;

 

Brandon K. Sim, M.S., previously Co-Chief Executive Officer, was appointed Chief Executive Officer and President; and

 

Chan Basho, M.B.A., previously Chief Financial Officer and Chief Strategy Officer, was appointed Chief Financial Officer and Chief Operating Officer.

 

In addition, Dinesh Kumar, M.D., was appointed Chief Medical Officer effective January 23, 2024.

 

On January 1, 2024, the Company’s Employee Stock Purchase Plan (“ESPP”) came into effect. The Company’s ESPP allows eligible employees to contribute up a portion of their eligible earnings toward the semi-annual purchase of the Company’s common stock at a discounted price, subject to an annual maximum dollar amount.

 

On January 1, 2024, in addition to participating in the ACO REACH Model, one of our other ACOs will participate in the Medicare Shared Savings Program (“MSSP”). The MSSP was created to promote accountability and improve coordination of care for Medicare beneficiaries. Unlike the ACO REACH Program, CMS continues to pay participant and preferred providers on a fee-for-service basis for Medicare covered services provided to MSSP Aligned Beneficiaries. Our shared savings or losses in managing our beneficiaries are generally determined on an annual basis after reconciliation with CMS.

 

 

 

 

Segment Results for the Year Ended December 31, 2023:

 

   Year Ended December 31, 2023 
(in thousands)  Care
Partners
   Care
Delivery
   Care
Enablement
   Other   Intersegment
Elimination
   Corporate
Costs
   Consolidated
Total
 
Total revenues  $1,300,112   $119,904   $135,824   $937   $(170,116)  $   $1,386,661 
% change vs. prior year   24%   25%   13%                    
                                    
Cost of services   1,182,484    96,265    59,075    296    (166,417)       1,171,703 
General and administrative(1)   25,907    17,766    57,672    3,752    (7,923)   33,171    130,345 
Total expenses   1,208,391    114,031    116,747    4,048    (174,340)   33,171    1,302,048 
                                    
Income (loss) from operations  $91,721   $5,873   $19,077   $(3,111)  $4,224(2)   $(33,171)  $84,613 
% change vs. prior year   8%   (35)%   (29)%                    

 

(1) Balance includes general and administrative expenses and depreciation and amortization.

 

(2) Income from operations for the intersegment elimination represents rental income from segments renting from other segments. Rental income is presented within other income which is not presented in the table.

 

Guidance:

 

Astrana is providing the following guidance for total revenue, net income attributable to Astrana, Adjusted EBITDA, and EPS — diluted. These guidance assumptions are based on the Company's existing business, current view of existing market conditions and assumptions for the year ending December 31, 2024.

 

 

 

 

   2024 Guidance Range 
($ in millions)  Low   High 
Total revenue  $1,650.0   $1,850.0 
Net income attributable to Astrana Health, Inc.  $61.0   $73.0 
Adjusted EBITDA  $165.0   $185.0 
EPS – diluted  $1.28   $1.52 

 

See “Guidance Reconciliation of Net Income to EBITDA and Adjusted EBITDA” and “Use of Non-GAAP Financial Measures” below for additional information. There can be no assurance that actual amounts will not be materially higher or lower than these expectations. See “Forward-Looking Statements” below for additional information.

 

Conference Call and Webcast Information:

 

Astrana will host a conference call at 2:30 p.m. PT/5:30 p.m ET (Tuesday, February 27, 2024), during which management will discuss the results of the fourth quarter and year ended December 31, 2023. To participate in the conference call, please use the following dial-in numbers about 5 minutes prior to the scheduled conference call time:

 

U.S. & Canada (Toll-Free): + 1 (877) 858-9810 or;
  + 1 (201) 689-8517

 

The conference call can also be accessed via webcast at: https://event.choruscall.com/mediaframe/webcast.html?webcastid=EM7HqFSl

 

An accompanying slide presentation will be available in PDF format on the “IR Calendar” page of the Company’s website (ir.astranahealth.com) after issuance of the earnings release and will be filed as an exhibit to Astrana’s current report on Form 8-K to be filed with the SEC, accessible at www.sec.gov.

 

Those who are unable to attend the live conference call may access the recording at the above webcast link, which will be made available shortly after the conclusion of the call.

 

 

 

 

Note About Consolidated Entities

 

The Company consolidates entities in which it has a controlling financial interest. The Company consolidates subsidiaries in which it holds, directly or indirectly, more than 50% of the voting rights, and variable interest entities (“VIEs”) in which the Company is the primary beneficiary. Noncontrolling interests represent third party equity ownership interests in the Company’s consolidated entities (including certain VIEs). The amount of net income attributable to noncontrolling interests is disclosed in the Company’s consolidated statements of income.

 

Note About Stockholders’ Equity, Certain Treasury Stock and Earnings Per Share

 

As of the date of this press release, 41,048 holdback shares have not been issued to certain former shareholders of the Company’s subsidiary, Astrana Health Management, Inc. (“AHM”), formerly known as Network Medical Management, Inc., who were AHM shareholders at the time of closing of the merger, as they have yet to submit properly completed letters of transmittal to Astrana in order to receive their pro rata portion of Astrana’s common stock and warrants as contemplated under that certain Agreement and Plan of Merger, dated December 21, 2016, among Astrana, AHM, Apollo Acquisition Corp. (“Merger Subsidiary”) and Kenneth Sim, M.D., as amended, pursuant to which Merger Subsidiary merged with and into AHM, with AHM as the surviving corporation. Pending such receipt, such former AHM shareholders have the right to receive, without interest, their pro rata share of dividends or distributions with a record date after the effectiveness of the merger. The Company’s consolidated financial statements have treated such shares of common stock as outstanding, given the receipt of the letter of transmittal is considered perfunctory and Astrana is legally obligated to issue these shares in connection with the merger.

 

Shares of Astrana’s common stock owned by Allied Physicians of California, a Professional Medical Corporation (“APC”), a VIE of the Company, are legally issued and outstanding but excluded from shares of common stock outstanding in the Company’s consolidated financial statements, as such shares are treated as treasury shares for accounting purposes. Such shares, therefore, are not included in the number of shares of common stock outstanding used to calculate the Company’s earnings per share.

 

About Astrana Health

 

Astrana is a leading provider-centric, technology-powered healthcare company enabling providers to deliver accessible, high-quality, and high-value care to all. Leveraging its proprietary end-to-end technology solutions, Astrana operates an integrated healthcare delivery platform that enables providers to successfully participate in value-based care arrangements, thus empowering them to deliver high quality care to patients in a cost-effective manner.

 

Headquartered in Alhambra, California, Astrana serves over 10,000 providers and 900,000 Americans in value-based care arrangements. Its subsidiaries and affiliates include management services organizations (MSOs), affiliated independent practice associations (IPAs), accountable care organizations (ACOs), and care delivery entities across primary, multi-specialty, and ancillary care. For more information, please visit www.astranahealth.com.

 

 

 

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements about the Company’s guidance for the year ending December 31, 2024, ability to meet operational goals, ability to meet expectations in deployment of care coordination and management capabilities, ability to decrease cost of care while improving quality and outcomes, ability to deliver sustainable revenue and EBITDA growth as well as long-term value, ability to respond to the changing environment, and successful implementation of strategic growth plans, acquisition strategy, and merger integration efforts. Forward-looking statements reflect current views with respect to future events and financial performance and therefore cannot be guaranteed. Such statements are based on the current expectations and certain assumptions of the Company’s management, and some or all of such expectations and assumptions may not materialize or may vary significantly from actual results. Actual results may also vary materially from forward-looking statements due to risks, uncertainties and other factors, known and unknown, including the risk factors described from time to time in the Company’s reports to the SEC, including, without limitation the risk factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, which will be filed with the SEC, and any subsequent quarterly reports on Form 10-Q. Any forward-looking statement made by the Company in this release speaks only as of the date on which it is made. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.

 

FOR MORE INFORMATION, PLEASE CONTACT:

 

Investor Relations

 

Asher Dewhurst

 

investors@astranahealth.com

 

 

 

 

ASTRANA HEALTH, INC.

CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)

 

   December 31,   December 31, 
   2023   2022 
Assets          
           
Current assets          
Cash and cash equivalents  $293,807   $288,027 
Investment in marketable securities   2,498    5,567 
Receivables, net   76,780    49,631 
Receivables, net – related parties   58,980    65,147 
Income taxes receivable   10,657     
Other receivables   1,335    1,834 
Prepaid expenses and other current assets   17,450    14,798 
Loans receivable       996 
Loans receivable – related party       2,125 
           
Total current assets   461,507    428,125 
           
Non-current assets          
Land, property and equipment, net   7,171    108,536 
Intangible assets, net   71,648    76,861 
Goodwill   278,831    269,053 
Income taxes receivable   15,943    15,943 
Loans receivable, non-current   26,473     
Investments in other entities – equity method   25,774    40,299 
Investments in privately held entities   6,396    2,396 
Restricted cash   345     
Operating lease right-of-use assets   37,396    20,444 
Other assets   1,877    4,556 
           
Total non-current assets   471,854    538,088 
           
Total assets(1)  $933,361   $966,213 
           
Liabilities, Mezzanine Equity (Deficit), and Stockholders’ Equity          
           
Current liabilities          
          
Accounts payable and accrued expenses  $59,949   $49,562 
Fiduciary accounts payable   7,737    8,065 
Medical liabilities   106,657    81,255 
Income taxes payable       4,279 
Dividend payable   638    664 
Finance lease liabilities   646    594 
Operating lease liabilities   4,607    3,572 
Current portion of long-term debt   19,500    619 
Other liabilities   18,940     
           
Total current liabilities   218,674    148,610 
           
Non-current liabilities          
Deferred tax liability   4,072    14,217 
Finance lease liabilities, net of current portion   1,033    1,275 
Operating lease liabilities, net of current portion   36,289    19,915 
Long-term debt, net of current portion and deferred financing costs   258,939    203,389 
Other long-term liabilities   3,586    20,260 
           
Total non-current liabilities   303,919    259,056 
           
Total liabilities(1)   522,593    407,666 
           
Mezzanine (deficit) equity          
Noncontrolling interest in Allied Physicians of California, a Professional Medical Corporation   (205,883)   14,237 
           
Stockholders’ equity          
Series A Preferred stock, par value $0.001; 5,000,000 shares authorized (inclusive of Series B Preferred stock); 1,111,111 issued and zero outstanding        
Series B Preferred stock, par value $0.001; 5,000,000 shares authorized (inclusive of Series A Preferred stock); 555,555 issued and zero outstanding        

Common stock, par value $0.001; 100,000,000 shares authorized, 46,843,743 and 46,575,699 shares outstanding, excluding 10,584,340 and 10,299,259 treasury shares, at December 31, 2023 and 2022, respectively

   47    47 
Additional paid-in capital   371,037    360,097 
Retained earnings   243,134    182,417 
    614,218    542,561 
           
Non-controlling interest   2,433    1,749 
           
Total stockholders' equity   616,651    544,310 
           
Total liabilities, mezzanine equity (deficit), and stockholders’ equity  $933,361   $966,213 

 

(1) The Company’s consolidated balance sheets include the assets and liabilities of its consolidated VIEs. The consolidated balance sheets include total assets that can be used only to settle obligations of the Company’s consolidated VIEs totaling $540.8 million and $579.8 million as of December 31, 2023 and December 31, 2022, respectively, and total liabilities of the Company’s consolidated VIEs for which creditors do not have recourse to the general credit of the primary beneficiary of $146.0 million and $149.6 million as of December 31, 2023 and December 31, 2022, respectively. These VIE balances do not include $273.2 million of investment in affiliates and $107.3 million of amounts due to affiliates as of December 31, 2023 and $304.8 million of investment in affiliates and $11.6 million of amounts due from affiliates as of December 31, 2022 as these are eliminated upon consolidation and not presented within the consolidated balance sheets.

 

 

 

 

ASTRANA HEALTH, INC.

CONSOLIDATED STATEMENTS OF INCOME

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

 

  

Three Months Ended

December 31, 

  

Year Ended

December 31, 

 
   2023   2022   2023   2022 
Revenue                
Capitation, net  $309,184   $252,878   $1,215,614   $930,131 
Risk pool settlements and incentives   14,863    15,537    63,468    117,254 
Management fee income   6,390    10,607    38,677    41,094 
Fee-for-service, net   18,442    13,823    59,658    49,517 
Other income   4,157    1,363    9,244    6,167 
Total revenue   353,036    294,208    1,386,661    1,144,163 
                     
Operating expenses                    
Cost of services, excluding depreciation and amortization   314,055    253,119    1,171,703    944,685 
General and administrative expenses   37,949    24,446    112,597    77,670 
Depreciation and amortization   4,902    4,063    17,748    17,543 
Total expenses   356,906    281,628    1,302,048    1,039,898 
                     
(Loss) income from operations   (3,870)   12,580    84,613    104,265 
                     
Other (expense) income                    
Income from equity method investments   2,475    1,225    5,579    5,622 
Interest expense   (5,422)   (2,572)   (16,102)   (7,920)
Interest income   4,591    1,286    14,208    1,976 
Unrealized gain (loss) on investments   1,294    (3,680)   (4,581)   (21,271)
Other income   1,856    1,616    6,121    3,944 
Total other income (expense), net   4,794    (2,125)   5,225    (17,649)
                     
Income before provision for income taxes   924    10,455    89,838    86,616 
                     
Provision for income taxes   1,018    11,338    31,989    40,875 
Net (loss) income   (94)   (883)   57,849    45,741 
                     
Net (loss) income attributable to noncontrolling interests   (12,450)   2,845    (2,868)   570 
Net income (loss) attributable to Astrana Health, Inc.  $12,356   $(3,728)  $60,717   $45,171 
                     
Earnings (losses) per share – basic  $0.26   $(0.08)  $1.30   $1.00 
                     
Earnings (losses) per share – diluted  $0.26   $(0.08)  $1.29   $0.99 

 

 

 

 

Reconciliation of Net Income to EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin(1)

 

   Three Months Ended
December 31,
   Year Ended
December 31,
 
(in thousands)  2023   2022   2023   2022 
Net (loss) income  $(94)  $(883)  $57,849   $45,741 
Interest expense   5,422    2,572    16,102    7,920 
Interest income   (4,591)   (1,286)   (14,208)   (1,976)
Provision for income taxes   1,018    11,338    31,989    40,875 
Depreciation and amortization   4,902    4,063    17,748    17,543 
EBITDA  $6,657   $15,804   $109,480   $110,103 
                     
Income from equity method investments   (1,989)   (1,322)(2)  $(5,149)   (5,680)(2)
Other, net   4,721(3)   1,927(4)  $6,228(3)   3,309(4)
Stock-based compensation   8,676    5,624   $22,040    16,101 
APC excluded assets costs   10,949    1,619   $13,988    16,193 
Adjusted EBITDA  $29,014   $23,652   $146,587   $140,026 
                     
Total Revenue  $353,036   $294,208   $1,386,661   $1,144,163 
                     
Adjusted EBITDA margin   8%   8%   11%   12%

 

(1) The Company defines Adjusted EBITDA margin as Adjusted EBITDA over total revenue.

 

(2) Certain APC minority interests where APC owns the asset but not the right to the dividends were reclassified from APC excluded asset costs to income from equity method investments.

 

(3) Other, net for the three and twelve months ended December 31, 2023 consists of nonrecurring transaction costs and tax restructuring fees incurred, non-cash gains and losses related to the changes in the fair value of our financing obligation to purchase the remaining equity interests, contingent liabilities, and the Company's Collar Agreement, and excise tax related to a nonrecurring buyback of the Company’s stock from APC.

 

(4) Other, net for the three and twelve months ended December 31, 2022 consists of one-time transaction costs incurred and non-cash gains and losses related to the changes in the fair value of our financing obligation to purchase the remaining equity interests and contingent considerations.

 

 

 

 

Guidance Reconciliation of Net Income to EBITDA and Adjusted EBITDA

 

   2024 Guidance Range 
(in thousands)  Low   High 
Net income  $71,500   $85,500 
Interest expense, net   14,500    12,500 
Provision for income taxes   36,500    44,500 
Depreciation and amortization   14,500    14,500 
EBITDA   137,000    157,000 
           
Income from equity method investments   (5,000)   (5,000)
Other, net   6,000    6,000 
Stock-based compensation   27,000    27,000 
Adjusted EBITDA  $165,000   $185,000 

 

 

 

 

Use of Non-GAAP Financial Measures

 

This press release contains the non-GAAP financial measures EBITDA, Adjusted EBITDA and Adjusted EBITDA margin, of which the most directly comparable financial measure presented in accordance with U.S. generally accepted accounting principles (“GAAP”) is net income. These measures are not in accordance with, or alternatives to GAAP, and may be different from other non-GAAP financial measures used by other companies. The Company uses Adjusted EBITDA as a supplemental performance measure of our operations, for financial and operational decision-making, and as a supplemental means of evaluating period-to-period comparisons on a consistent basis. Adjusted EBITDA is calculated as earnings before interest, taxes, depreciation, and amortization, excluding income or loss from equity method investments, non-recurring and non-cash transactions, stock-based compensation, and APC excluded assets costs. The Company defines Adjusted EBITDA margin as Adjusted EBITDA over total revenue.

 

The Company believes the presentation of these non-GAAP financial measures provides investors with relevant and useful information, as it allows investors to evaluate the operating performance of the business activities without having to account for differences recognized because of non-core or non-recurring financial information. When GAAP financial measures are viewed in conjunction with non-GAAP financial measures, investors are provided with a more meaningful understanding of the Company’s ongoing operating performance. In addition, these non-GAAP financial measures are among those indicators the Company uses as a basis for evaluating operational performance, allocating resources, and planning and forecasting future periods. Non-GAAP financial measures are not intended to be considered in isolation, or as a substitute for, GAAP financial measures. Other companies may calculate both EBITDA and Adjusted EBITDA differently, limiting the usefulness of these measures for comparative purposes. To the extent this release contains historical or future non-GAAP financial measures, the Company has provided corresponding GAAP financial measures for comparative purposes. The reconciliation between certain GAAP and non-GAAP measures is provided above.