false 0001083446 0001083446 2025-02-27 2025-02-27 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K/A

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): March 14, 2025 (February 27, 2025)

 

ASTRANA HEALTH, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware 001-37392 95-4472349
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)

 

1668 S. Garfield Avenue, 2nd Floor, Alhambra, California 91801

(Address of Principal Executive Offices) (Zip Code)

 

(626) 282-0288

Registrant’s Telephone Number, Including Area Code

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading symbol(s)   Name of each exchange on which registered
Common Stock, $0.001 par value per share   ASTH   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

  

 

 

   

 

 

EXPLANATORY NOTE

 

On February 27, 2025, Astrana Health, Inc. (the “Company”) issued a press release setting forth the Company’s preliminary financial results for the three and twelve months ended December 31, 2024, which was furnished on a Form 8-K filed on that date (the “Original 8-K”). This Form 8-K/A is filed to provide certain updates to the information reported in the Original 8-K.

 

Item 2.02Results of Operations and Financial Condition.

 

On February 27, 2025, the Company issued a press release setting forth the Company’s preliminary financial results for the consolidated balance sheet as of December 31, 2024 and consolidated statements of income for the three and twelve months ended December 31, 2024. Subsequent to that date, in connection with the Company’s financial reporting and close procedures, the Company made certain revisions in the consolidated balance sheet as of December 31, 2024 which primarily relate to the Company’s acquisition of certain entities in the fourth quarter of 2024. The revisions include the following impacts on the Company’s consolidated balance sheet compared to those reported in the Company’s preliminary fiscal year 2024 results.

 

For Year Ended December 31, 2024:

 

·Receivables, net decreased by $1.0 million as reported, from $226.7 million to $225.7 million.
·Other receivables increased by $25.8 million as reported, from $3.7 million to $29.5 million.
·Intangible assets, net decreased by $8.0 million as reported, from $126.2 million to $118.2 million.
·Goodwill decreased by $18.4 million as reported, from $437.7 million to $419.3 million.
·Accounts payable and accrued expenses decreased by $8.5 million as reported, from $114.6 million to $106.1 million.
·Other liabilities increased by $7.0 million as reported, from $19.3 million to $26.3 million.
·Footnote 1 to the Consolidated Balance Sheets was revised to update the assets and liabilities of the Company’s consolidated variable interest entities (VIEs).

 

All revisions are reflected in the corrected preliminary consolidated balance sheet and supplemental data for the fiscal year ended December 31, 2024, copies of which are furnished with this Current Report on Form 8-K/A as Exhibit 99.1 and Exhibit 99.2, respectively, and incorporated herein by reference. The revisions are also reflected in the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, which was filed on the date hereof.

 

These revisions to the Company’s results have no impact for the three and twelve months ended December 31, 2024 consolidated statements of income and the Company’s full-year 2025 guidance issued on February 27, 2025.

 

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 9.01Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Corrected Preliminary Consolidated Balance Sheet of Astrana Health, Inc.
99.2   Corrected Supplemental Data of Astrana Health, Inc., dated March 14, 2025.
104   Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).

 

Forward Looking Statements

 

This Current Report on Form 8-K/A contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. These statements include words such as “forecast,” “guidance,” “projects,” “estimates,” “anticipates,” “believes,” “expects,” “intends,” “may,” “plans,” “seeks,” “should,” or “will,” or the negative of these words or similar words. Forward-looking statements involve certain risks and uncertainties, and actual results may differ materially from those discussed in each such statement. A number of important factors could cause actual results to differ materially from those included within or contemplated by the forward-looking statements, including the factors described in the Company’s filings with the Securities and Exchange Commission, including the Company’s last Annual Report on Form 10-K and subsequent quarterly reports on Form 10-Q. The Company does not undertake any responsibility to update any of these factors or to announce publicly any revisions to any of the forward-looking statements contained in this or any other document, whether as a result of new information, future events, or otherwise.

 

 

 

 

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: March 14, 2025 By: /s/ Brandon K. Sim
  Name: Brandon K. Sim
  Title: Chief Executive Officer and President

 

 

 

Exhibit 99.1

 

ASTRANA HEALTH, INC.

CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)

 

   December 31,
2024
   December 31,
2023
 
   (Unaudited)   (Audited) 
Assets          
           
Current assets          
Cash and cash equivalents  $288,455   $293,807 
Investment in marketable securities   2,378    2,498 
Receivables, net   225,733    76,780 
Receivables, net – related parties   50,257    58,980 
Income taxes receivable   19,316    10,657 
Other receivables   29,496    1,335 
Prepaid expenses and other current assets   22,861    17,450 
           
Total current assets   638,496    461,507 
           
Non-current assets          
Property and equipment, net   14,274    7,171 
Intangible assets, net   118,179    71,648 
Goodwill   419,253    278,831 
Income taxes receivable   15,943    15,943 
Loans receivable, non-current   51,266    26,473 
Investments in other entities – equity method   39,319    25,774 
Investments in privately held entities   8,896    6,396 
Restricted cash   646    345 
Operating lease right-of-use assets   32,601    37,396 
Other assets   16,021    1,877 
           
Total non-current assets   716,398    471,854 
           
Total assets(1)  $1,354,894   $933,361 
           
Liabilities, Mezzanine Deficit, and Stockholders’ Equity          
           
Current liabilities          
Accounts payable and accrued expenses  $106,142   $59,949 
Fiduciary accounts payable   8,223    7,737 
Medical liabilities   209,039    106,657 
Dividend payable   638    638 
Finance lease liabilities   554    646 
Operating lease liabilities   5,350    4,607 
Current portion of long-term debt   9,375    19,500 
Other liabilities   26,287    18,940 
           
Total current liabilities   365,608    218,674 

 

 

 

 

   December 31,
   December 31,
 
   2024   2023 
           
Non-current liabilities          
Deferred tax liability   4,555    4,072 
Finance lease liabilities, net of current portion   607    1,033 
Operating lease liabilities, net of current portion   30,654    36,289 
Long-term debt, net of current portion and deferred financing costs   425,299    258,939 
Other long-term liabilities   14,003    3,586 
           
Total non-current liabilities   475,118    303,919 
           
Total liabilities(1)   840,726    522,593 
           
Mezzanine deficit          
Non-controlling interest in Allied Physicians of California, a Professional
   Medical Corporation (“APC”)
   (202,558)   (205,883)
           
Stockholders’ equity          
Preferred stock, $0.001 par value per share; 5,000,000 shares authorized as of December 31, 2024 and December 31, 2023          
Series A Preferred stock, zero authorized and issued and zero outstanding as of December 31, 2024 and 1,111,111 authorized and issued and zero outstanding as of December 31, 2023        
Series B Preferred stock, zero authorized and issued and zero outstanding as of December 31, 2024 and 555,555 authorized and issued and zero outstanding as of December 31, 2023        
Common stock, $0.001 par value per share; 100,000,000 shares authorized, 47,929,872 and 46,843,743 shares issued and outstanding, excluding 10,603,849 and 10,584,340 treasury shares, as of December 31, 2024 and December 31, 2023, respectively   48    47 
Additional paid-in capital   426,389    371,037 
Retained earnings   286,283    243,134 
Total stockholders’ equity   712,720    614,218 
           
Non-controlling interest   4,006    2,433 
           
Total  equity   716,726    616,651 
           
Total liabilities, mezzanine deficit, and stockholders’ equity  $1,354,894   $933,361 

 

(1) The Company’s condensed consolidated balance sheets include the assets and liabilities of its consolidated VIEs. The condensed consolidated balance sheets include total assets that can be used only to settle obligations of the Company’s consolidated VIEs totaling $712.3 million and $540.8 million as of December 31, 2024 and December 31, 2023, 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 $207.9 million and $146.0 million as of December 31, 2024 and December 31, 2023, respectively. These VIE balances do not include $224.9 million of investment in affiliates and $48.1 million of amounts due to affiliates as of December 31, 2024, and $273.2 million of investment in affiliates and $107.3 million of amounts due to affiliates as of December 31, 2023, as these are eliminated upon consolidation and not presented within the condensed consolidated balance sheets.

 

 

 

Exhibit 99.2

GRAPHIC

March 2025 Fourth Quarter & Full Year 2024 Earnings Supplement

GRAPHIC

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, our ability to successfully complete and realize the benefits of anticipated acquisitions, 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 last Annual Report on Form 10-K and any subsequent quarterly reports on Form 10-Q filed with the SEC. 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. This presentation may contain statistics and other data that in some cases has been obtained from or compiled from information made available by third-party service providers. The Company makes no representation or warranty, express or implied, with respect to the accuracy, reasonableness or completeness of such information. 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 the projected adjusted EBITDA and adjusted EBITDA margin in 2024 and in future years for planned acquisitions, 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.

GRAPHIC

3 $353.0 $665.2 Q4 2023 Q4 2024 $1,386.7 $2,034.5 2023 2024 $29.0 $35.0 Q4 2023 Q4 2024 Q4 2024 Financial Results Revenue $665.2 Net Loss attr. to ASTH $(7.0) Adjusted EBITDA $35.0 1 EPS – Diluted $(0.15) 1. See “Reconciliation of Net Income to EBITDA and Adjusted EBITDA and “Use of Non-GAAP Financial Measures” slides for more information. Revenue Adjusted EBITDA 88% 21% Fourth Quarter & FY 2024 Performance Highlights ($ in millions, except for per share information) $146.6 $170.4 2023 2024 Adjusted EBITDA - FY 16% Revenue - FY 47%

GRAPHIC

4 Growth FY 2024 Highlights and Recent Updates Risk Progression Increasing alignment through total cost of care responsibility in value-based arrangements 73% of total capitation revenue came from full risk by the end of 2024 33% of Care Partners members in full risk arrangements Outcomes and Cost Achieving superior patient outcomes while managing cost Approx. three quarters of our senior members received an annual wellness visit YoY improvement in gap closure rates and STAR ratings across key quality metrics including blood pressure control and hemoglobin A1C 5.3% blended utilization trend across all lines of business Operating Leverage Driving operating leverage across our business through our Care Enablement suite Began a Care Enablement partnership with Provider HealthLink, a provider network in Georgia serving approximately 10,000 Medicare Advantage members; onboarding expected to be complete in first half of 2025 Continuing investments made in automation and AI expected to yield at least $10 million in annual operating efficiencies by early 2026 Growth Sustainably growing membership to bring better care to more Americans 55% membership growth in our Care Partners segment Organically entered new markets in central California, Arizona, and Hawaii Closed Collaborative Health Systems acquisition; integration to be substantially completed by April 2025 Announced intended Prospect Health acquisition; pro-forma footprint spans 13 states

GRAPHIC

5 Note: For more information, see “Use of Non-GAAP Financial Measures“ slides for more information Source: U.S. Census Bureau; population data as of each respective year; Centers for Medicare and Medicaid Services, Office of the Actuary, National Health Statistics Group 1. Collaborative Health System Growth New market highlights: We continue to progress towards profitability in Texas and Nevada Nevada Texas 700+ providers within Care Partners 58% growth year over year in Care Delivery visits Run rate approximately $(200k) adj. EBITDA / month Expect to reach run-rate break even in early 2025 Clark 2.3M pop. 3,400+ providers within Care Partners serving over 10,000 Medicare Advantage (MA) lives CHS1 IPAs on Care Enablement platform as of Q1 ‘25 On track to reach breakeven in 2025 Tarrant 2.2M pop. Harris 4.8M pop. Jefferson 0.25M pop. Entered in Q4 2022 Entered in Q3 2023

GRAPHIC

6 Prudently transitioning to full-risk contracts to better align incentives around patient outcomes and improve unit economics Projected Full-risk Partial-risk 1. Revenue for the quarter ended December 31, 2024 2. Revenue by risk arrangement represents capitation revenue only 3. Members by risk arrangement represent Care Partners membership only as of January 1, 2025 Members by Risk Arrangement3 35% 47% 73% 79% 100% 65% 53% 27% 21% 2021 2022 2023 2024 2025E 33% 67% 2024 Capitated Revenue by Risk Arrangement2 Our partial-risk membership presents an embedded opportunity for increased platform value and risk alignment. We succeed in these contracts by continuing to drive positive patient outcomes. Risk Progression 1

GRAPHIC

7 93% 4% 1% 1% 1% Capitation, net Risk Pool Settlements & Incentives Management Fee Income Fee-for-service, net Other Income Revenue by Type1 1. Revenue for the quarter ended December 31, 2024 2. Revenue by risk arrangement represents capitation revenue only 3. Members by risk arrangement represent Care Partners membership only as of January 1, 2025 64% 29% 6% 1% Medicare Medicaid Commercial Other Third Parties Revenue By Payer Type1 73% 27% Full-risk Partial-risk Revenue by Risk Arrangement1,2 33% 67% Full-risk Partial-risk Members by Risk Arrangement3 75-85% of cap. revenue anticipated from full-risk exiting 2025 Our Value-Based Care Business is Diverse

GRAPHIC

8 Q4 2024 Financial Results 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 2. FY 2025 guidance does not include new markets or contribution from any acquisitions which have not yet closed; does include approximately $15M of planned investments in integration, growth initiatives, and AI initiatives. ($ in millions, except for per share information) FY 2025 Guidance Range2 Actual FY 2024 Results Total Revenue $2,034.5 $2,500 - $2,700 Adjusted EBITDA $170.4 $170 - $190 2 Revenue $665.2 Adjusted EBITDA $35.0 1 FY2025 Guidance

GRAPHIC

9 Note: For more information, see “Reconciliation of Net Income to EBITDA and Adjusted EBITDA”, “Updated Guidance Reconciliation of Net Income to EBITDA and Adjusted EBITDA”, and “Use of Non-GAAP Financial Measures“ slides for more information 1. 2020-2021 Adj. EBITDA benefitted from tailwinds of lower utilization during the COVID-19 pandemic. Return to pre-pandemic utilization in 2022 and 2023 2. FY 2025 guidance does not include new markets or contribution from any acquisitions which have not yet closed; does include approximately $15M of planned investments in integration, growth initiatives, and AI initiatives. Revenue ($ in millions) Adj. EBITDA ($ in millions) $561 $687 $774 $1,144 $1,387 $2,035 2019 2020 2021 2022 2023 ~29% CAGR 2024 $54.2 $102.8 $133.5 $140.0 $146.6 $170.4 2019 20202 20212 20222 20232 2024 ~22% CAGR Financial Profile 2025E $2,500 - $2,700 $170- $190 2025E3

GRAPHIC

10 Year over Year Segment Revenue Revenue $ in millions Q4 2023 Q1 2024 Q2 2024 Q3 2024 Q4 2024 Care Partners High-performing network of aligned providers $326.8 $382.3 $463.3 $455.8 $647.7 Care Delivery High-quality system of employed providers $38.1 $30.7 $34.9 $34.7 $36.4 Care Enablement Full-stack tech, clinical, and operations platform $33.4 $33.3 $36.2 $40.9 $45.1 Other $0.2 $0.0 $0.0 $0.0 $0.0 Inter-company $(45.5) $(42.0) $(48.0) $(52.7) $(63.9) Total $353.0 $404.4 $486.3 $478.7 $665.2 Note: Numbers may not total due to rounding. Certain amounts disclosed in the prior periods have been recast to conform to the current period presentation. Specifically, segments are presented net of intrasegment eliminations.

GRAPHIC

11 Building the premier, patient-centered healthcare platform for all Note: Assumes the closing of the proposed acquisition of Prospect Health; All financial and membership information shown on page are approximations and are rounded. 1. Members in value-based care arrangements 2. Financials shown on page based on pro forma 2024 management estimates 3. Based on $170 million per Astrana’s Adjusted EBITDA and Prospect’s estimated Adjusted EBITDA of $94 million for calendar year 2024 13 States 1.7M VBC Members1 $3.3B 2024 PF Revenue2 $264M 2024 PF Adj. EBITDA2,3 20k+ Providers Care Partners Care Delivery Care Enablement Outcomes and Cost Achieving superior patient outcomes while managing cost Growth Sustainably growing membership to bring better care to more Americans Risk Progression Increasing alignment through total cost of care responsibility in value-based arrangements Operating Leverage Driving operating leverage across our business through our Care Enablement suite Growth

GRAPHIC

12 Selected Financial Results

GRAPHIC

13 Three Months Ended December 31, Twelve Months Ended December 30, $ in thousands except per share data 2024 2023 2024 2023 Revenue Capitation, net $ 616,900 $ 309,184 $ 1,856,785 $ $1,215,614 Risk pool settlements and incentives 28,660 14,863 86,224 63,468 Management fee income 5,550 6,390 13,979 38,677 Fee-for-service, net 7,743 18,442 62,331 59,658 Other revenue 6,356 4,157 15,221 9,244 Total revenue 665,209 353,036 2,034,540 1,386,661 Total expenses 664,489 356,906 1,945,190 1,302,048 Income (loss) from operations 720 (3,870) 89,350 84,613 Net (loss) income $ (7,777) $ (94) $ 49,932 $ 57,849 Net (loss) income attributable to noncontrolling interests (826) (12,450) 6,783 (2,868) Net (loss) income attributable to Astrana Health $ (6,951) $ 12,356 $ 43,149 $ 60,717 Earnings per share – diluted $ (0.15) $ 0.26 $ 0.90 $ 1.29 EBITDA $ 11,079 $ 6,657 $ 127,334 $ 109,480 1 Adjusted EBITDA $ 35,038 $ 29,014 $ 170,370 $ 146,587 1 1. See “Reconciliation of Net Income to EBITDA and Adjusted EBITDA” and “Use of Non-GAAP Financial Measures” slides for more information. Summary of Selected Financial Results

GRAPHIC

14 Consolidated Total Corporate Costs Intersegment Elimination Other Care Enablement Care Delivery Care Partners $ in thousands Total revenues $ 647,678 36,364 45,074 - (63,905) - 665,211 % change vs prior year quarter 98% (5%) 35% 88% Cost of services 583,584 29,512 26,806 - (25,170) - 614,732 General and administrative expenses 45,161 6,979 16,736 - (38,241) 19,623 49,758 1 Total expenses 628,245 36,491 43,542 - (63,411) 16,882 664,490 (6) (19,623) 721 2 Income (loss) from operations $ 18,933 (127) 1,532 - % change vs prior year quarter 1,437% (101%) (304%) (119%) For the three months ended December 31, 2024 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. Segment Results

GRAPHIC

15 $ in millions 12/31/2024 12/31/2023 $ Change $290.8 $296.3 $(5.5) Cash and cash equivalents and investments in marketable securities1 Working capital $272.9 $242.8 $30.1 Total stockholders’ equity $716.7 $616.7 $100.0 1. Excluding restricted cash Balance Sheet Highlights

GRAPHIC

16 Three Months Ended December 31, Twelve Months Ended December 31, $ in thousands 2024 2023 2024 2023 Net Income $ (7,777) $ (94) $ 49,932 $ 57,849 Interest Expense 8,069 5,422 33,097 16,102 Interest income (3,221) (4,591) (14,508) (14,208) Provision for income taxes 5,882 1,018 30,886 31,989 Depreciation and amortization 8,126 4,902 27,927 17,748 EBITDA 11,079 6,657 127,334 109,480 Income from equity method investments (1,564) (1,989) (4,451) (5,149) 6,2283 12,9512 4,7215 10,2884 Other, net Stock-based compensation 15,235 8,676 34,536 22,040 APC excluded assets costs - 10,949 - 13,988 Adjusted EBITDA $ 35,038 $ 29,014 $ 170,370 $ 146,587 Adjusted EBITDA margin1 5% 8% 8% 11% 1.The Company defines Adjusted EBITDA margin as Adjusted EBITDA over total revenue. 2.Other, net for the year ended December 31, 2024 relates to transaction costs incurred for our investments and tax restructuring fees, anticipated recoveries from one time losses relating to third party payer payments associated with the Collaborative Health Systems, LLC (“CHS”) transaction, financial guarantee via a letter of credit that we provided almost three years ago in support of two local provider-led ACOs, reimbursement from a related party of the Company for taxes associated with the December 2023 Excluded Assets Spin-off, non-cash gain on debt extinguishment related to one of our promissory note payables, non-cash realized loss from sale of one of our marketable equity securities, non-cash changes related to change in the fair value of our call option, change in the fair value of our financing obligation to purchase the remaining equity interests in one of our investments, changes in the fair value of our contingent liabilities, and changes in the fair value of the Company's Collar Agreement. 3. 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 relating to interest on the Revolver Loan, and excise tax related to a nonrecurring buyback of the Company’s stock from APC. 4.Other, net for the three months ended December 31, 2024 relates to transaction costs incurred for our investments, to anticipated recoveries from one time losses relating to third party payer payments associated with the CHS transaction, and non-cash change in the fair value of our call option. 5.Other, net for the three months and 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. Reconciliation of Net Income to EBITDA & Adjusted EBITDA

GRAPHIC

17 For the twelve months ended Year Ended $ in millions 2024 2023 2022 2021 2020 2019 Net Income $ 49.9 $ 57.8 $ 45.7 $ 46.1 $ 122.1 $ 15.8 Interest expense 33.1 16.1 7.9 5.4 9.5 4.7 Interest income (14.5) (14.2) (2.0) (1.6) (2.8) (2.0) Provision for income taxes 30.9 32.0 40.9 31.7 56.3 10.0 Depreciation and amortization 27.9 17.7 17.5 17.5 18.4 18.3 EBITDA 127.3 109.5 110.1 99.1 203.5 46.8 1 Goodwill impairment - - - - - 2.0 (0.3) 2.9 6 5.36 (5.7)6 (4.5) (5.1) Income (loss) from equity method investments - - - (2.2) - - Gain on sale of equity method investment (0.5) - 4 (1.7) 4 3.33 6.22 13.0 Other, net 7 Stock-based compensation 34.5 22.0 16.1 6.7 3.4 0.9 (103.3) 1.5 6 26.46 16.26 APC excluded assets costs - 14.0 Adjusted EBITDA $ 170.4 $ 146.6 $ 140.0 $ 133.5 $ 102.8 $ 54.2 1 Net Revenue $ 2,034.5 $ 1,386.7 $ 1,144.2 $ 773.9 $ 687.2 $ 560.6 Adjusted EBITDA Margin 8% 11% 12% 17% 15% 10% 5 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; 7. Other, net for the year ended December 31, 2024 relates to transaction costs incurred for our investments and tax restructuring fees, anticipated recoveries from one time losses relating to third party payer payments associated with the Collaborative Health Systems, LLC (“CHS”) transaction, financial guarantee via a letter of credit that we provided almost three years ago in support of two local provider-led ACOs, reimbursement from a related party of the Company for taxes associated with the December 2023 Excluded Assets Spin-off, non-cash gain on debt extinguishment related to one of our promissory note payables, non-cash realized loss from sale of one of our marketable equity securities, non-cash changes related to change in the fair value of our call option, change in the fair value of our financing obligation to purchase the remaining equity interests in one of our investments, changes in the fair value of our contingent liabilities, and changes in the fair value of the Company's Collar Agreement Reconciliation of Net Income to EBITDA & Adjusted EBITDA (continued)

GRAPHIC

18 Note: See “Use of Non-GAAP Financial Measures” slide for more information. 2025 Guidance Range (in thousands, $) Low High Net Income 62,500 73,500 Interest expense 16,000 19,000 Provision for income taxes 34,000 40,000 Depreciation and amortization 32,500 32,500 EBITDA 145,000 165,000 Loss (income) from equity method investments (5,500) (5,500) Other, net 9,500 9,500 Stock-based compensation 21,000 21,000 Adj. EBITDA 170,000 190,000 Guidance Reconciliation of Net Income to EBITDA & Adjusted EBITDA

GRAPHIC

Investor Relations Asher Dewhurst (626) 943-6491 investors@astranahealth.com

v3.25.0.1
Cover
Feb. 27, 2025
Cover [Abstract]  
Document Type 8-K/A
Amendment Flag false
Document Period End Date Feb. 27, 2025
Entity File Number 001-37392
Entity Registrant Name ASTRANA HEALTH, INC.
Entity Central Index Key 0001083446
Entity Tax Identification Number 95-4472349
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 1668 S. Garfield Avenue
Entity Address, Address Line Two 2nd Floor
Entity Address, City or Town Alhambra
Entity Address, State or Province CA
Entity Address, Postal Zip Code 91801
City Area Code 626
Local Phone Number 282-0288
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.001 par value per share
Trading Symbol ASTH
Security Exchange Name NASDAQ
Entity Emerging Growth Company false

Grafico Azioni Astrana Health (NASDAQ:ASTH)
Storico
Da Mar 2025 a Apr 2025 Clicca qui per i Grafici di Astrana Health
Grafico Azioni Astrana Health (NASDAQ:ASTH)
Storico
Da Apr 2024 a Apr 2025 Clicca qui per i Grafici di Astrana Health