UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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Item 2.02 | Results of Operations and Financial Condition. |
On February 27, 2024, Astrana Health, Inc. (the “Company”) issued a press release announcing its financial results for the three and twelve months ended December 31, 2023. A copy of the press release and supplemental data is furnished with this Current Report on Form 8-K as Exhibit 99.1 and Exhibit 99.2, respectively, and incorporated herein by this reference.
In accordance with General Instruction B.2 of Form 8-K, the information furnished pursuant to this Item 2.02, including Exhibit 99.1 and Exhibit 99.2 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit No. |
Description | |
99.1 | Press Release of Astrana Health, Inc. Regarding its Financial Results for the Three and Twelve Months Ended December 31, 2023, dated February 27, 2024. | |
99.2 | Supplemental Data of Astrana Health, Inc., dated February 27, 2024. | |
104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ASTRANA HEALTH, INC. | ||
Date: February 27, 2024 | By: | /s/ Brandon Sim |
Name: | Brandon Sim | |
Title: | Chief Executive Officer and President |
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.
Exhibit 99.2
Feb 2024 Q4 2023 Earnings Supplement |
2 Forward Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements include any statements about the Company's business, financial condition, operating results, plans, objectives, expectations and intentions, expansion plans, estimates of our total addressable market, integration of acquired companies and any projections of earnings, revenue, EBITDA, Adjusted EBITDA or other financial items, such as the Company's projected capitation and future liquidity, and may be identified by the use of forward-looking terms such as “anticipate,” “could,” “can,” “may,” “might,” “potential,” “predict,” “should,” “estimate,” “expect,” “project,” “believe,” “plan,” “envision,” “intend,” “continue,” “target,” “seek,” “will,” “would,” and the negative of such terms, other variations on such terms or other similar or comparable words, phrases or terminology. 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 U.S. Securities and Exchange Commission (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, and subsequent Quarterly Reports on Form 10-Q. Because the factors referred to above could cause actual results or outcomes to differ materially from those expressed or implied in any forward-looking statements, you should not place undue reliance on any such forward-looking statements. Any forward-looking statements speak only as of the date of this presentation and, unless legally required, the Company does not undertake any obligation to update any forward-looking statement, as a result of new information, future events or otherwise. Use of Non-GAAP Financial Measures This presentation contains the non-GAAP financial measures EBITDA and Adjusted EBITDA, 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 calculated differently from similar 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. Beginning in the third quarter ended September 30, 2022, the Company has revised the calculation for Adjusted EBITDA to exclude provider bonus payments and losses from recently acquired IPAs, which it believes to be more reflective of its business. 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 Presentation 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 in the Appendix. The Company has not provided a quantitative reconciliation of applicable non-GAAP measures, such as EBITDA margin targets, to the most comparable GAAP measure, such as net income, on a forward-looking basis within this presentation because the Company is unable, without unreasonable efforts, to provide reconciling information with respect to certain line items that cannot be calculated. These items, which could materially affect the computation of forward-looking GAAP net income, are inherently uncertain and depend on various factors, some of which are outside of the Company’s control. |
3 Q4 2023 Earnings Supplement Feb 2024 |
4 ApolloMed became Astrana Health and trades under the ticker ASTH on the NASDAQ, effective February 26, 2024 Astrana Health represents a unifying brand that reflects our rapidly expanding national footprint and our deep commitment to providing high-quality care to local communities across the country New name pays homage to our founding physicians and represents our star providers and teammates, who work together to create a constellation of quality care We are excited to unite our entire team under the new brand and further accelerate our mission to deliver exceptional patient experiences and to provide quality care to all |
5 Care Enablement Full-stack technology and solutions platform, empowering providers to deliver the best possible care to all patients in their communities Care Delivery Flexible footprint of owned primary care and multi-specialty clinics with employed providers who deliver personalized care Care Partners Affiliated and employed provider network, empowered to take risk across all health plan lines of business to deliver integrated care Astrana Health is a healthcare platform that organizes and empowers providers to drive accessible, high-quality, and high-value care for all patients through a provider-centric, technology-driven approach via its three business segments: 10k+ Astrana Health providers1 ~900k Members in value-based care 32+ Markets 20+ Payer partners $146.6M Adj. EBITDA $1.39B Revenue Note: For more information, see “Reconciliation of Net Income to EBITDA and Adjusted EBITDA” and “Use of Non-GAAP Financial Measures“ slides for more information 1. Includes contracted and employed providers in our provider network, across all specialties, and including both Consolidated and Managed providers 2. Astrana Health figures based on analysis of Jan-Dec 2023 internal data from all consolidated IPAs (Medicare Advantage) and compared against relevant benchmark Financial Strength A platform with… Demonstrable Clinical Outcomes Scale 46% Fewer hospital admissions2 40% Fewer ER visits2 |
6 Care Partners Care Delivery Care Enablement Year ended 12/31/2023 $ in millions High-performing network of aligned providers High-quality system of employed providers Full-stack tech, clinical, and operations platform Total revenues, $M $1,300 $120 $136 Income (loss) from operations, $M $92 $6 $19 % Margin 7% 5% 14% Total VBC members1 , K ~850K ~800K ~900K Degree of Risk Partial & full-risk Partial & full-risk N/A Percent of premium opp. 80-90% 80-90% 10-15% LT profitability target 10-20% 10-20% 20-30% Primary Revenue Model Partial & full-risk PMPM2 Partial & full-risk PMPM2 Fee-for-service Percent of collections/revenue 1. Members in value-based care arrangements for Care Partners or Care Enablement; unique visits over LTM for Care Delivery, both as of February 1, 2024 2. PMPM: Per member per month |
7 Note: For more information, see “Reconciliation of Net Income to EBITDA and Adjusted EBITDA” and “Use of Non-GAAP Financial Measures“ slides for more information 1. The Company defines Adjusted EBITDA margin as Adjusted EBITDA over total revenue 2. 2020-2021 Adj. EBITDA benefitted from tailwinds of lower utilization during the COVID-19 pandemic. Return to pre-pandemic utilization in 2022 and 2023 % Adjusted EBITDA Margin1 Revenue ($ in millions) Adj. EBITDA ($ in millions) $561 $687 $774 $1,144 $1,387 $1,650- $1,850 2019 2020 2021 2022 2023 ~26% CAGR 2024E 10% 15% 17% 12% 11% 10% $54.2 $102.8 $133.5 $140.0 $147.0 $165.0- $185.0 2019 20202 20212 20222 20232 2024E ~26% CAGR |
8 ($ in millions, except for per share information) Q4 2023 financial results Revenue $353.0 Net Income attr. to ASTH $12.4 Adjusted EBITDA1 $29.0 EPS – Diluted $0.26 1. See “Reconciliation of Net Income to EBITDA and Adjusted EBITDA,” “Guidance Reconciliation of Net Income to EBITDA and Adjusted EBITDA” and “Use of Non-GAAP Financial Measures” slides for more information. There can be no assurance that actual amounts will not be materially higher or lower than these expectations. See “Forward-Looking Statements” on slide 2. Actual FY 2023 Results 2024 Guidance Range Total Revenue $1,386.7 $1,650 - $1,850 Net Income attr. to ASTH $60.7 $61 - $73 Adjusted EBITDA1 $146.6 $165 - $185 EPS – Diluted $1.29 $1.28 - $1.52 |
9 Executed spinoff of APC real estate Excluded Assets at the end of Dec 26, 2023 Leadership changes effective Jan 19, 2024 Closed part one of CFC IPA asset purchase on Jan 31, 2024 Changed name to Astrana Health, trading with ticker ASTH effective Feb 26, 2024 Astrana Health Added 3 clinics in San Francisco, CA into our Care Delivery segment Care Delivery Began participating in Medicare MSSP ACO - Enhanced Track on Jan 1, 2024 Entered long-term value-based care partnership with BASS Medical Group on Jan 11, 2024 Care Partners |
10 Admits/K 46% below benchmark; ER visits 40% below benchmark3 Tech-powered, integrated care delivery model results in industry-leading clinical outcomes 26% 5-year adj. EBITDA CAGR2 ; Proven ability to consistently scale business at 10-15% EBITDA margins Proven track record of consistent profitability ~900K members in VBC arrangements across Medicare, Medicaid, and Commercial4 Strongly positioned to create a future where all can get access to high quality healthcare 26% 5-year revenue CAGR1 ; Clear visibility into continued 25%+ growth in medium term and beyond Clear levers and a repeatable growth playbook to drive further nationwide expansion Predictable adj. EBITDA margins, with 10%-17% adj. EBITDA margins in each of the last 5 years2 Flexible, capital efficient model with predictable unit economics 1. Growth figures are based on historical revenue and estimates through FY 2023 2. See the “Reconciliation of Net Income to EBITDA and Adjusted EBITDA” slide for additional information 3. Across all consolidated Astrana Health IPAs for Medicare Advantage as of 12/31/2023, benchmarks derived from CMS data 4. As of 02/01/2024 |
11 |
12 Three Months Ended December 31, Twelve Months Ended December 31, $ in 000s except per share data 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 revenue 4,157 1,363 9,244 6,167 Total revenue 353,036 294,208 1,386,661 1,144,163 Total expenses 356,906 281,628 1,302,048 1,039,898 (Loss) income from operations (3,870) 12,580 84,613 104,265 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 $ 12,356 $ (3,728) $ 60,717 $ 45,171 Earnings (losses) per share – diluted $ 0.26 $ (0.08) $ 1.29 $ 0.99 EBITDA $ 6,657 $ 15,804 $ 109,480 $ 110,103 Adjusted EBITDA $ 29,014 $ 23,651 $ 146,587 $ 140,026 |
13 $ in 000s 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% 21% Cost of services 1,182,484 96,265 59,075 296 (166,417) 0 1,171,703 General and administrative expenses1 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 (33,171)2 84,613 % change vs prior year 8% (35%) (29%) (19%) For the twelve months ended December 31, 2023 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. |
14 $ in millions 12/31/2023 12/31/2022 $ Change Cash and cash equivalents and investments in marketable securities1 $296.31 $293.59 $2.72 Working capital $242.83 $279.52 ($36.69) Total stockholders’ equity $616.65 $544.31 $72.34 1. Excluding restricted cash |
15 Three Months Ended December 31, Twelve Months Ended December 31, $ in 000s 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 Adjusted EBITDA margin1 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. |
16 For the twelve months ended $ in millions 2023 2022 2021 2020 2019 Net Income $ 57.8 $ 45.7 $ 46.1 $ 122.1 $ 15.8 Interest expense 16.1 7.9 5.4 9.5 4.7 Interest income (14.2) (2.0) (1.6) (2.8) (2.0) Provision for income taxes 32.0 40.9 31.7 56.3 10.0 Depreciation and amortization 17.7 17.5 17.5 18.4 18.3 EBITDA1 109.5 110.1 99.1 203.5 46.8 Goodwill impairment 0.0 0.0 0.0 0.0 2.0 Income from equity method investments (5.1) (5.7)6 5.36 (0.3) 6 2.9 Gain on sale of equity method investment 0.0 0.0 (2.2) 0.0 0.0 Other, net 6.22 3.33 (1.7) 4 (0.5) 4 0.0 Stock-based compensation 22.0 16.1 6.7 3.4 0.9 APC excluded assets costs 14.0 16.26 26.46 (103.3) 6 1.5 Adjusted EBITDA1 $ 146.6 $ 140.0 $ 133.5 $ 102.8 $ 54.2 Net Revenue $ 1,386.7 $ 1,144.2 $ 773.9 $ 687.2 $ 560.6 Adjusted EBITDA Margin5 11% 12% 17% 15% 10% 1 See “Use of Non-GAAP Financial Measures” slide for more information; 2 Other, net for the year 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.; 3 Other, net for the year 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.; 4 Other, net for the years ended December 31, 2021 and 2020 relate to COVID-19 relief payments recognized in 2021 and 2020; 5 The Company defines Adjusted EBITDA margin as Adjusted EBITDA over total revenue; 6 Certain APC minority interests where APC owns the asset but not the right to the dividends is reclassified from APC excluded asset costs to income from equity method investments; |
17 Note: See “Use of Non-GAAP Financial Measures” slide for more information. 2024 Guidance Range ($ in 000s except per share data) Low High Net Income 71,500 85,500 Interest expense 14,500 12,500 Provision for income taxes 36,500 44,500 Depreciation and amortization 14,500 14,500 EBITDA 137,000 157,000 Loss (income) from equity method investments (5,000) (5,000) Other, net 6,000 6,000 Stock-based compensation 27,000 27,000 Adj. EBITDA 165,000 185,000 |
18 $ in millions December 31, 2023 December 31, 2022 Astrana Health Consolidated Excluded Assets Astrana Health Assets Astrana Health Consolidated Excluded Assets Astrana Health Assets Revenue Capitation, net $ 1,215.6 - 1,215.6 $ 930.1 - 930.1 Risk pool settlements and incentives 63.5 - 63.5 117.3 - 117.3 Management fee income 38.7 - 38.7 41.1 - 41.1 Fee-for-services, net 59.7 - 59.7 49.5 - 49.5 Other revenue 9.2 - 9.2 6.2 - 6.2 Total revenue 1,386.7 - 1,386.7 1,144.2 - 1,144.2 Total operating expenses 1,302.1 18.1 1,284.0 1,039.9 2.4 1,037.5 Income (losses) per operations 84.6 (18.1) 102.7 104.3 (2.4) 106.7 Total Other income (expense) 5.2 3.9 1.3 (17.6) (15.2) (2.4) Net income (loss) $ 57.8 (16.7) 74.5 $ 45.2 (23.3) 68.5 |
19 $ in millions December 31, 2023 December 31, 2022 Astrana Health Consolidated Excluded Assets Astrana Health Assets Astrana Health Consolidated Excluded Assets1 Astrana Health Assets Current assets Cash and cash equivalents $ 293.8 - 293.8 $ 288.0 30.2 257.8 Investments in marketable securities 2.5 - 2.5 5.6 4.5 1.1 Receivables, net 76.8 - 76.8 49.6 - 49.6 Receivables -related parties and loan receivable -related party 59.0 - 59.0 67.2 - 67.2 Other receivables, prepaid expenses and other current assets 18.8 - 18.8 17.6 0.8 16.8 Income taxes receivable 10.7 - 10.7 - (1.1) 1.1 Total current assets 461.5 - 461.5 428.0 34.4 393.6 Non-current assets Land, property, and equipment, net 7.2 - 7.2 108.5 101.3 7.2 Goodwill and intangibles 350.5 - 350.5 346.0 - 346.0 Loan receivable and loan receivable -related parties, net of current portion 26.5 - 26.5 - - - Income taxes receivable, non-current 15.9 - 15.9 15.9 - 15.9 Investments in other entities and privately held entities 32.2 - 32.2 41.2 27.6 13.6 Other assets and right-of-use assets 39.6 - 39.6 26.5 3.2 23.3 Total non-current assets 471.9 - 471.9 538.1 132.1 406.0 Total assets $ 933.4 - 933.4 $ 966.1 166.5 799.6 1. Includes AP Excluded Assets and certain other assets such as APC's minority interests in LSMA and PMIOC where APC owns the asset but not the right to the dividends associated with those assets. |
20 $ in millions December 31, 2023 December 31, 2022 Astrana Health Consolidated Excluded Assets Astrana Health Assets Astrana Health Consolidated Excluded Assets1 Astrana Health Assets Current liabilities Fiduciary payable, accounts payable and accrued liabilities $ 67.7 - 67.7 $ 57.7 2.8 54.9 Medical liabilities 106.7 - 106.7 81.3 - 81.3 Income taxes payable - - - 4.3 - 4.3 Dividend payable 0.6 - 0.6 0.7 - 0.7 Finance and operating lease liabilities 5.3 - 5.3 4.2 - 4.2 Current portion of long-term debt 19.5 - 19.5 0.6 0.6 - Other liabilities 18.9 - 18.9 - - - Total current liabilities 218.7 - 218.7 148.8 3.4 145.4 Non-current liabilities Deferred tax liability $ 4.1 - 4.1 14.2 0.9 13.3 Finance and operating lease liabilities, net of current portion 37.3 - 37.3 21.2 - 21.2 Long-term debt, net of current portion and deferred financing costs 258.9 - 258.9 20.3 - 20.3 Other long-term liabilities 3.6 - 3.6 203.4 26.6 176.8 Total non-current liabilities 303.9 - 303.9 259.1 27.5 231.6 Total liabilities 522.6 - 522.6 407.9 30.9 377.0 Total mezzanine equity and stockholder's equity $ 410.8 - 410.8 $ 558.2 135.6 422.6 1. Includes AP Excluded Assets and certain other assets such as APC's minority interests in LSMA and PMIOC where APC owns the asset but not the right to the dividends associated with those assets. |
Investor Relations Asher Dewhurst (626) 943-6491 investors@astranahealth.com |
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