UpHealth, Inc. (“UpHealth” or the “Company”) (NYSE: UPH), a global
digital health company delivering technology platforms,
infrastructure, and services to modernize care delivery and health
management, today announced financial results for the second
quarter ended June 30, 2023.
UpHealth Chief Executive Officer Sam Meckey said,
“During the second quarter we delivered results I am very proud of
- revenues of $37.8 million, gross margins of 53% and an
improvement in Adjusted EBITDA of $1.3 million to $5.3 million
compared to the same period a year ago. We are executing against
our stated recalibration plan of right-sizing our businesses. We
completed the sale of Innovations Group, Inc. (“IGI”) delivering
$56.0 million in gross proceeds, and in accordance with the
indenture agreement for our 2025 Notes, we repaid $10.3 million of
Company debt. With our balance sheet solidified, we concluded the
quarter with $46.8 million in cash, offering sufficient liquidity
to run our business and invest where appropriate. Given the second
quarter results and execution, we are in a position to increase our
full year 2023 outlook. Halfway through 2023 I am very pleased with
our improvement in fundamental execution. While there remains work
to be done, I am confident in our team’s ability to deliver on our
newly stated outlook.”
Second Quarter 2023 Results:
- Revenues were $37.8
million, compared to revenues for the second quarter of 2022 of
$43.7 million. Revenues by segment were as follows:
- Virtual Care Infrastructure revenues
were $16.8 million (45% of total revenues), compared to revenues
for the second quarter of 2022 of $16.8 million. There were no
revenues in the second quarter of 2023 from Glocal Healthcare
Private Limited (“Glocal”), which was deconsolidated as previously
reported, compared to $3.6 million of revenue from Glocal for the
second quarter of 2022. The loss of Glocal revenue was offset by an
increase of $3.6 million in revenue from U.S. Telehealth compared
to the second quarter of 2022.
- Services revenues were $15.5 million
(41% of total revenues), compared to revenues for the second
quarter of 2022 of $19.0 million. The decrease was primarily due to
the strategic sale of IGI, which was completed on May 11, 2023, and
the decision to wind-down a company within our Behavioral business
in the second quarter of 2023, which contributed combined revenues
of $4.4 million and $11.2 million for the second quarters of 2023
and 2022, respectively.
- Integrated Care Management revenues
were $5.5 million (14% of total revenues), compared to revenues for
the second quarter of 2022 of $7.8 million. The decrease was
primarily due to a one-time license fee recognized in the second
quarter of 2022.
- Gross margin
expanded to 53% from 48% for the second quarter of 2022. Gross
margins by segment were as follows:
- Virtual Care Infrastructure gross
margin was 50%, an increase from 43% for the second quarter of
2022. Gross margin from Glocal, which was deconsolidated in the
third quarter of 2022, was 23% for the second quarter 2022.
- Services gross margin was 50%, an
increase from 36% for the second quarter of 2022. The increase was
primarily due to the strategic sale of IGI, which was completed on
May 11, 2023, and the decision to wind-down a company within our
Behavioral business in the second quarter of 2023, which
contributed combined gross margins of 29% and 25% for the second
quarters of 2023 and 2022, respectively.
- Integrated Care Management gross
margin was 69%, a decrease compared to 88% for the second quarter
of 2022. The decrease was primarily due to a one-time license fee
recognized in the second quarter of 2022.
- Loss from operations
was $10.7 million, compared to loss from operations in the second
quarter of 2022 of $10.0 million. Non-GAAP income from operations,
which excludes impairment of goodwill, intangible assets, and other
long-lived assets of $8.2 million and acquisition, integration, and
transformation costs of $3.6 million, was $1.1 million for the
second quarter of 2023. Non-GAAP loss from operations, which
excludes acquisition, integration, and transformation costs of $6.7
million, was $3.3 million for the second quarter of 2022.
- Net loss attributable
to UpHealth was $19.1 million, compared to a net loss attributable
to UpHealth for the second quarter of 2022 of $12.4 million.
Non-GAAP net loss attributable to UpHealth, which excludes
impairment of goodwill, intangible assets, and other long-lived
assets of $8.2 million and acquisition, integration, and
transformation costs of $3.6 million, was $7.2 million for the
second quarter of 2023. Non-GAAP net loss attributable to UpHealth,
which excludes acquisition, integration, and transformation costs
of $6.7 million, was $(5.7) million for the second quarter of
2022.
- Net loss per share
attributable to UpHealth was $(1.05), compared to a net loss per
share attributable to UpHealth for the second quarter of 2022 of
$(0.86). Non-GAAP net loss per share attributable to UpHealth,
which excludes impairment of goodwill, intangible assets, and other
long-lived assets of $8.2 million and acquisition, integration, and
transformation costs of $3.6 million, was $(0.40) for the second
quarter of 2023. Non-GAAP net loss per share attributable to
UpHealth, which excludes acquisition, integration, and
transformation costs of $6.7 million, was $(0.39) for the second
quarter of 2022.
- Adjusted EBITDA was
$5.3 million, which represented an improvement of $1.3 million
compared to Adjusted EBITDA for the second quarter of 2022 of $4.0
million.
- On May 11, 2023,
UpHealth completed the strategic sale of IGI to Belmar Pharma
Solutions for gross proceeds of $56.0 million, which added
significant liquidity to UpHealth’s balance sheet in the second
quarter of 2023. This transaction represented execution against
UpHealth's new strategic vision and focus on scalable growth
opportunities in the U.S. Telehealth, Behavioral, and Integrated
Care Management businesses.
- On June 15, 2023,
UpHealth completed the repurchase of $10.3 million in aggregate
principal amount of its Variable Rate Convertible Senior Secured
Notes due in 2025.
Year-To-Date Second Quarter
Results:
- Year-to-date
revenues were $80.0 million, compared to year-to-date revenues for
the second quarter of 2022 of $79.6 million. Revenues by segment
were as follows:
- Virtual Care Infrastructure
year-to-date revenues were $34.3 million (39% of total year-to-date
revenues), representing an increase of 6% compared to year-to-date
revenues for the second quarter of 2022 of $32.4 million. Revenues
from Glocal, which was deconsolidated as previously reported, were
$6.9 million for the year-to-date second quarter of 2022.
- Services year-to-date revenues were
$36.3 million (44% of total year-to-date revenues), compared to
year-to-date revenues for the second quarter of 2022 of
$36.8 million. The decrease was primarily due to the strategic
sale of IGI, which was completed on May 11, 2023, and the decision
to wind-down a company within our Behavioral business in the second
quarter of 2023, which contributed combined revenues of $15.3
million and $22.0 million for the year-to-date second quarters of
2023 and 2022, respectively.
- Integrated Care Management
year-to-date revenues were $9.4 million (18% of total year-to-date
revenues), compared to year-to-date revenues for the second quarter
of 2022 of $10.4 million. The decrease was primarily due to a
one-time license fee recognized in the second quarter of 2022,
partially offset by growth in professional services revenue from
existing customers.
- Year-to-date gross
margin expanded to 53% from 44% for the year-to-date second quarter
of 2022. Gross margins by segment were as follows:
- Virtual Care Infrastructure gross
margin was 54%, an increase from 42% for the year-to-date second
quarter of 2022. Gross margins from Glocal, which was
deconsolidated in the third quarter of 2022, was 22% for the
year-to-date second quarter of 2022.
- Services gross margin was 49%, an
increase from 34% for the year-to-date second quarter of 2022. The
increase was primarily due to the strategic sale of IGI, which was
completed on May 11, 2023, and the decision to wind-down a company
within our Behavioral business in the second quarter of 2023, which
contributed combined gross margins of 36% and 26% for the
year-to-date second quarters of 2023 and 2022, respectively.
- Integrated Care Management gross
margin was 68%, a decrease compared to 82% for the year-to-date
second quarter of 2022. The decrease was primarily due to a
one-time license fee recognized in the second quarter of 2022.
- Year-to-date loss from
operations improved 59% to $11.5 million, compared to loss from
operations in the year-to-date second quarter of 2022 of $28.0
million. Non-GAAP income from operations, which excludes impairment
of goodwill, intangible assets, and other long-lived assets of $8.7
million and acquisition, integration, and transformation costs of
$7.1 million, was $4.3 million for the year-to-date second quarter
of 2023. Non-GAAP loss from operations, which excludes impairment
of goodwill, intangible assets, and other long-lived assets of $6.2
million and acquisition, integration, and transformation costs of
$9.1 million, was $12.6 million for the year-to-date second quarter
of 2022.
- Year-to-date net loss
attributable to UpHealth was $27.2 million, a 9% improvement
compared to net loss attributable to UpHealth for the year-to-date
second quarter of 2022 of $30.2 million. Non-GAAP net loss
attributable to UpHealth, which excludes impairment of goodwill,
intangible assets, and other long-lived assets of $8.7 million and
acquisition, integration, and transformation costs of $7.1 million,
was $11.4 million for the year-to-date second quarter of 2023.
Non-GAAP net loss attributable to UpHealth, which excludes
impairment of goodwill, intangible assets, and other long-lived
assets of $6.2 million and acquisition, integration, and
transformation costs of $9.1 million, was $14.5 million for the
year-to-date second quarter of 2022.
- Net loss per share
attributable to UpHealth was $(1.60), compared to a net loss per
share attributable to UpHealth for the year-to-date second quarter
of 2022 of $(2.07). Non-GAAP net loss per share attributable to
UpHealth, which excludes impairment of goodwill, intangible assets,
and other long-lived assets of $8.7 million and acquisition,
integration, and transformation costs of $7.1 million, was $(0.67)
for the year-to-date second quarter of 2023. Non-GAAP net loss per
share attributable to UpHealth, which excludes impairment of
goodwill, intangible assets, and other long-lived assets of $6.2
million and acquisition, integration, and transformation costs of
$9.1 million, was $(1.00) the year-to-date second quarter of
2022.
- Year-to-date Adjusted
EBITDA was $11.8 million, which represented an improvement of $9.2
million compared to Adjusted EBITDA for the year-to-date second
quarter of 2022 of $2.6 million.
Certain prior period amounts have been
reclassified to conform with our current period presentation.
Please refer to the discussion and tables under “Non-GAAP Financial
Information.”
Balance Sheet and Cash Flow
On June 30, 2023, UpHealth reported $46.8 million
of cash and cash equivalents. This does not include approximately
$7.0 million in cash in India that is held in a bank account which
the Emergency Arbitrator has ordered cannot be accessed by Glocal
or UpHealth. UpHealth completed the strategic sale of IGI to Belmar
Pharma Solutions for gross proceeds of $56.0 million on May 11,
2023.
Fiscal 2023 Financial Outlook
We are updating our outlook and expect both 2023
revenues and gross margin to be at the top end of our previously
guided ranges of $127 to $135 million and 43% to 45%, respectively.
In addition, we now expect 2023 adjusted EBITDA to be at least $15
million versus our previously guided range of $7 to $10
million.
Conference Call
UpHealth management will host a live
question-and-answer session with investors and analysts beginning
at 5:00 p.m. Eastern Time today, August 10, 2023. The call can be
accessed live over the telephone by dialing (877-704-4453) from the
U.S. or International callers can dial (201) 389-0920. There will
also be a simultaneous, live webcast available on the Investor
Relations section of the Company's web site at
https://investors.uphealthinc.com/events-and-presentations/default.aspx
or directly here. The webcast will be archived for approximately 30
days.
Inducement Grant
UpHealth’s Compensation Committee of its Board of
Directors approved on August 7, 2023, the grant, which was made on
August 8, 2023, under Section 303A.08 of the NYSE Listed Company
Manual of an employment inducement award consisting of restricted
stock units (“RSUs”) covering 80,000 shares of UpHealth common
stock to each of its new SVP of Product, Leah Schelin, and its new
VP of Marketing, Samantha Downing, to induce them to join UpHealth.
For each grant, (i) 40,000 will vest over a three‑year period
beginning August 8, 2023, with the initial one-third vesting on
August 22, 2024, and the remainder vesting quarterly thereafter on
each November 22, March 7, May 22, and August 22, subject to their
continued employment by UpHealth, and (ii) 40,000 performance-based
RSUs will vest based on the achievement of specified performance
goals during the years ending December 31, 2023, 2024, and 2025,
subject to their continued employment by UpHealth. The awards were
granted under UpHealth’s Inducement Equity Incentive Plan as
employment inducement awards pursuant to the New York Stock
Exchange rules.
About UpHealth, Inc.
UpHealth is a global digital health company that
delivers digital-first technology, infrastructure, and services to
dramatically improve how healthcare is delivered and managed. The
UpHealth platform creates digitally enabled “care communities” that
improve access and achieve better patient outcomes at lower cost,
through digital health solutions and interoperability tools that
serve patients wherever they are, in their native language.
UpHealth’s clients include health plans, healthcare providers and
community-based organizations. For more information, please visit
https://uphealthinc.com and follow at UpHealth Inc on LinkedIn.
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of U.S. federal securities laws. Such
forward-looking statements include, but are not limited to, the
projected operation and financial performance of UpHealth, its
product offerings and developments and reception of its product by
customers, the arbitration and other legal disputes involving
Glocal, and UpHealth’s expectations, hopes, beliefs, intentions,
plans, prospects or strategies regarding the future revenue and the
business plans of UpHealth’s management team. Any statements
contained herein that are not statements of historical fact may be
deemed to be forward-looking statements. In addition, any
statements that refer to projections, forecasts, or other
characterizations of future events or circumstances, including any
underlying assumptions, are forward-looking statements. The words
“anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,”
“intends,” “may,” “might,” “plan,” “possible,” “potential,”
“predict,” “project,” “should,” “would” and similar expressions may
identify forward-looking statements, but the absence of these words
does not mean that a statement is not forward-looking. The
forward-looking statements contained in this press release are
based on certain assumptions and analyses made by the management of
UpHealth considering their respective experience and perception of
historical trends, current conditions, and expected future
developments and their potential effects on UpHealth as well as
other factors they believe are appropriate in the circumstances.
There can be no assurance that future developments affecting
UpHealth will be those anticipated. These forward-looking
statements involve a number of risks, uncertainties (some of which
are beyond the control of the parties), or other assumptions that
may cause actual results or performance to be materially different
from those expressed or implied by these forward-looking
statements, including the ability of UpHealth to service or
otherwise pay its debt obligations, the mix of services utilized by
UpHealth’s customers and such customers’ needs for these services,
market acceptance of new service offerings, the ability of UpHealth
to expand what it does for existing customers as well as to add new
customers, uncertainty with respect to how the ICA or the Indian
courts shall decide various matters that are before them or that
the Glocal Board will act in compliance with their fiduciary duties
to their shareholders, that UpHealth will have sufficient capital
to operate as anticipated, and the impact that the novel
coronavirus and the illness, COVID-19, that it causes, as well as
government responses to deal with the spread of this illness and
the reopening of economies that have been closed as part of these
responses, may have on UpHealth’s operations, the demand for
UpHealth’s products, global supply chains and economic activity in
general. Should one or more of these risks or uncertainties
materialize or should any of the assumptions being made prove
incorrect, actual results may vary in material respects from those
projected in these forward-looking statements. UpHealth undertakes
no obligation to update or revise any forward-looking statements,
whether because of new information, future events, or otherwise,
except as may be required under applicable securities laws.
Investors Relations:Shannon Devine
(MZ North America) Managing Director
203-741-8811UPH@mzgroup.us
UPHEALTH, INC.CONDENSED
CONSOLIDATED BALANCE SHEETS(In thousands,
unaudited)
|
June 30, 2023 |
|
December 31, 2022 |
|
ASSETS |
|
|
|
Current Assets: |
|
|
|
Cash and cash equivalents |
$ |
46,803 |
|
|
$ |
15,557 |
|
Accounts receivable, net |
|
22,369 |
|
|
|
21,851 |
|
Inventories |
|
18 |
|
|
|
161 |
|
Prepaid expenses and other current assets |
|
2,121 |
|
|
|
3,005 |
|
Assets held for sale, current |
|
— |
|
|
|
2,748 |
|
Total current assets |
|
71,311 |
|
|
|
43,322 |
|
Property and equipment, net |
|
13,997 |
|
|
|
14,069 |
|
Operating lease right-of-use assets |
|
5,728 |
|
|
|
7,213 |
|
Intangible assets, net |
|
29,069 |
|
|
|
31,362 |
|
Goodwill |
|
153,318 |
|
|
|
159,675 |
|
Equity investment |
|
21,200 |
|
|
|
21,200 |
|
Other assets |
|
455 |
|
|
|
438 |
|
Assets held for sale, noncurrent |
|
— |
|
|
|
62,525 |
|
Total assets |
$ |
295,078 |
|
|
$ |
339,804 |
|
|
LIABILITIES AND STOCKHOLDERS’
EQUITY |
|
|
|
Current Liabilities: |
|
|
|
Accounts payable |
$ |
12,694 |
|
|
$ |
17,983 |
|
Accrued expenses |
|
39,002 |
|
|
|
39,380 |
|
Deferred revenue |
|
2,512 |
|
|
|
2,738 |
|
Related-party debt, current |
|
181 |
|
|
|
— |
|
Lease liabilities, current |
|
5,141 |
|
|
|
5,475 |
|
Other liabilities, current |
|
453 |
|
|
|
74 |
|
Liabilities held for sale, current |
|
— |
|
|
|
3,319 |
|
Total current liabilities |
|
59,983 |
|
|
|
68,969 |
|
Related-party debt, noncurrent |
|
— |
|
|
|
281 |
|
Debt, noncurrent |
|
141,255 |
|
|
|
145,962 |
|
Deferred tax liabilities |
|
1,202 |
|
|
|
1,200 |
|
Lease liabilities, noncurrent |
|
6,947 |
|
|
|
8,741 |
|
Other liabilities, noncurrent |
|
276 |
|
|
|
727 |
|
Liabilities held for sale, noncurrent |
|
— |
|
|
|
7,787 |
|
Total liabilities |
|
209,663 |
|
|
|
233,667 |
|
|
|
|
|
Stockholders’ Equity: |
|
|
|
Common stock |
|
2 |
|
|
|
2 |
|
Additional paid-in capital |
|
694,554 |
|
|
|
688,355 |
|
Treasury stock, at cost |
|
(17,000 |
) |
|
|
(17,000 |
) |
Accumulated deficit |
|
(593,419 |
) |
|
|
(566,209 |
) |
Total UpHealth, Inc., stockholders’ equity |
|
84,137 |
|
|
|
105,148 |
|
Noncontrolling interests |
|
1,278 |
|
|
|
989 |
|
Total stockholders’ equity |
|
85,415 |
|
|
|
106,137 |
|
Total liabilities and stockholders’ equity |
$ |
295,078 |
|
|
$ |
339,804 |
|
UPHEALTH, INC.CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS(In
thousands, except per share amounts, unaudited)
|
Three Months Ended June 30, |
|
Six Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Revenues: |
|
|
|
|
|
|
|
Services |
$ |
31,087 |
|
|
$ |
28,096 |
|
|
$ |
62,028 |
|
|
$ |
53,782 |
|
Licenses and subscriptions |
|
2,852 |
|
|
|
6,812 |
|
|
|
4,788 |
|
|
|
8,593 |
|
Products |
|
3,884 |
|
|
|
8,760 |
|
|
|
13,152 |
|
|
|
17,265 |
|
Total revenues |
|
37,823 |
|
|
|
43,668 |
|
|
|
79,968 |
|
|
|
79,640 |
|
Costs of revenues: |
|
|
|
|
|
|
|
Services |
|
14,954 |
|
|
|
16,232 |
|
|
|
28,698 |
|
|
|
31,990 |
|
License and subscriptions |
|
403 |
|
|
|
217 |
|
|
|
722 |
|
|
|
450 |
|
Products |
|
2,490 |
|
|
|
6,296 |
|
|
|
7,896 |
|
|
|
12,286 |
|
Total costs of revenues |
|
17,847 |
|
|
|
22,745 |
|
|
|
37,316 |
|
|
|
44,726 |
|
Gross profit |
|
19,976 |
|
|
|
20,923 |
|
|
|
42,652 |
|
|
|
34,914 |
|
Operating expenses: |
|
|
|
|
|
|
|
Sales and marketing |
|
2,421 |
|
|
|
3,539 |
|
|
|
7,040 |
|
|
|
6,973 |
|
Research and development |
|
848 |
|
|
|
2,011 |
|
|
|
2,133 |
|
|
|
3,769 |
|
General and administrative |
|
12,765 |
|
|
|
12,880 |
|
|
|
23,774 |
|
|
|
24,347 |
|
Depreciation and amortization |
|
1,736 |
|
|
|
4,700 |
|
|
|
3,347 |
|
|
|
9,936 |
|
Stock-based compensation |
|
1,058 |
|
|
|
1,088 |
|
|
|
2,047 |
|
|
|
2,462 |
|
Impairment of goodwill, intangible assets, and other long-lived
assets |
|
8,246 |
|
|
|
— |
|
|
|
8,741 |
|
|
|
6,249 |
|
Acquisition, integration, and transformation costs |
|
3,644 |
|
|
|
6,749 |
|
|
|
7,090 |
|
|
|
9,133 |
|
Total operating expenses |
|
30,718 |
|
|
|
30,967 |
|
|
|
54,172 |
|
|
|
62,869 |
|
Loss from operations |
|
(10,742 |
) |
|
|
(10,044 |
) |
|
|
(11,520 |
) |
|
|
(27,955 |
) |
Other expense: |
|
|
|
|
|
|
|
Interest expense |
|
(7,136 |
) |
|
|
(6,603 |
) |
|
|
(13,994 |
) |
|
|
(13,598 |
) |
Other income, net, including interest income |
|
126 |
|
|
|
1,950 |
|
|
|
127 |
|
|
|
6,858 |
|
Total other expense |
|
(7,010 |
) |
|
|
(4,653 |
) |
|
|
(13,867 |
) |
|
|
(6,740 |
) |
Loss before income tax benefit (expense) |
|
(17,752 |
) |
|
|
(14,697 |
) |
|
|
(25,387 |
) |
|
|
(34,695 |
) |
Income tax benefit (expense) |
|
(867 |
) |
|
|
2,232 |
|
|
|
(867 |
) |
|
|
4,525 |
|
Net loss |
|
(18,619 |
) |
|
|
(12,465 |
) |
|
|
(26,254 |
) |
|
|
(30,170 |
) |
Less: net income (loss) attributable to noncontrolling
interests |
|
508 |
|
|
|
(27 |
) |
|
|
956 |
|
|
|
(287 |
) |
Net loss attributable to UpHealth, Inc. |
$ |
(19,127 |
) |
|
$ |
(12,438 |
) |
|
$ |
(27,210 |
) |
|
$ |
(29,883 |
) |
Net loss per share attributable to UpHealth, Inc.: |
|
|
|
|
|
|
|
Basic and diluted |
$ |
(1.05 |
) |
|
$ |
(0.86 |
) |
|
$ |
(1.60 |
) |
|
$ |
(2.07 |
) |
Weighted average shares outstanding:(1) |
|
|
|
|
|
|
|
Basic and diluted |
|
18,220 |
|
|
|
14,462 |
|
|
|
16,975 |
|
|
|
14,458 |
|
(1)Amounts as of June 30, 2022
and before that date differ from those published in our prior
condensed consolidated financial statements as they were
retrospectively adjusted as a result of the Reverse Stock Split (as
described below in Note 1, Organization and Business).
Specifically, the number of common shares outstanding during
periods before the Reverse Stock Split are divided by the exchange
ratio of 10:1, such that each ten shares of common stock were
combined and reconstituted into one share of common stock effective
December 8, 2022.
UPHEALTH, INC.CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS(In
thousands, unaudited)
|
Six Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
Operating activities: |
|
|
|
Net loss |
$ |
(26,254 |
) |
|
$ |
(30,170 |
) |
Adjustments to reconcile net loss to net cash used in operating
activities: |
|
|
|
Depreciation and amortization |
|
5,461 |
|
|
|
12,725 |
|
Amortization of debt issuance costs and discount on
convertible debt |
|
5,566 |
|
|
|
6,969 |
|
Stock-based compensation |
|
2,047 |
|
|
|
2,462 |
|
Impairment of property and equipment, goodwill, intangible
assets, and other long-lived |
|
8,741 |
|
|
|
5,459 |
|
Provision for credit losses |
|
19 |
|
|
|
(37 |
) |
Loss (gain) on fair value of warrant liabilities |
|
8 |
|
|
|
(190 |
) |
Loss (gain) on fair value of derivative liability |
|
3 |
|
|
|
(6,670 |
) |
Deferred income taxes |
|
— |
|
|
|
(4,596 |
) |
Amortization of operating lease right-of-use assets |
|
1,116 |
|
|
|
— |
|
Changes in operating assets and liabilities, net of effects of
acquisitions: |
|
|
|
Accounts receivable |
|
(432 |
) |
|
|
(6,151 |
) |
Inventories |
|
142 |
|
|
|
(55 |
) |
Prepaid expenses and other current assets |
|
(1,016 |
) |
|
|
540 |
|
Accounts payable and accrued expenses |
|
(5,653 |
) |
|
|
8,347 |
|
Operating lease liabilities |
|
(1,170 |
) |
|
|
— |
|
Deferred revenue |
|
(225 |
) |
|
|
3,838 |
|
Other liabilities |
|
(406 |
) |
|
|
(312 |
) |
Net cash used in operating activities |
|
(12,053 |
) |
|
|
(7,841 |
) |
Investing activities: |
|
|
|
Purchases of property and equipment |
|
(2,918 |
) |
|
|
(3,783 |
) |
Proceeds from sale of business, net of expenses |
|
54,861 |
|
|
|
— |
|
Net cash provided by (used in) investing
activities |
|
51,943 |
|
|
|
(3,783 |
) |
Financing activities: |
|
|
|
Proceeds from equity issuance |
|
4,155 |
|
|
|
— |
|
Repayments of debt |
|
(10,273 |
) |
|
|
— |
|
Payment of debt issuance costs |
|
— |
|
|
|
(3,234 |
) |
Repayment of forward share purchase |
|
— |
|
|
|
(18,521 |
) |
Payments of finance and capital lease obligations |
|
(1,756 |
) |
|
|
(1,619 |
) |
Net tax withholdings from share-based compensation |
|
(3 |
) |
|
|
(67 |
) |
Payments of amounts due to members |
|
(100 |
) |
|
|
— |
|
Distribution to noncontrolling interest |
|
(667 |
) |
|
|
(139 |
) |
Net cash used in financing activities |
|
(8,644 |
) |
|
|
(23,580 |
) |
Effect of exchange rate changes on cash and cash equivalents |
|
— |
|
|
|
(460 |
) |
Net increase (decrease) in cash and cash equivalents |
|
31,246 |
|
|
|
(35,664 |
) |
Cash and cash equivalents, beginning of
period |
|
15,557 |
|
|
|
76,801 |
|
Cash and cash equivalents, end of period |
$ |
46,803 |
|
|
$ |
41,137 |
|
UPHEALTH, INC.NON-GAAP
FINANCIAL INFORMATION
Non-GAAP Financial Information
This press release includes financial measures that
are not calculated in accordance with accounting principles
generally accepted in the United States of America (GAAP). To
supplement UpHealth’s condensed consolidated financial statements
presented in accordance with GAAP, UpHealth presents investors with
non-GAAP financial measures, including Adjusted EBITDA.
- Adjusted EBITDA consists of net income
(loss) attributable to UpHealth, Inc., excluding depreciation and
amortization; stock-based compensation; impairment of goodwill,
intangible assets, and other long-lived assets; acquisition,
integration, and transformation costs; other income (expense);
income tax benefit (expense); net income (loss) attributable to
noncontrolling interests; and other non-recurring charges to GAAP
net income (loss) attributable to UpHealth, Inc. Other
non-recurring charges to GAAP net income (loss) attributable to
UpHealth, Inc. may include transaction expenses in connection with
capital raising transactions (whether debt, equity or
equity-linked) and acquisitions, whether or not consummated,
purchase price adjustments, the cumulative effect of a change in
accounting principles, or other expenses determined to be
non-recurring.
UpHealth believes that the presentation of these
non-GAAP financial measures provides important supplemental
information to management and investors regarding financial and
business trends relating to UpHealth’s financial condition and
results of operations. Management believes that the items described
above provide an additional measure of UpHealth’s operating results
and facilitates comparisons of UpHealth’s core operating
performance against prior periods and business model objectives.
This information is provided to investors in order to facilitate
additional analyses of past, present, and future operating
performance and as a supplemental means to evaluate UpHealth’s
ongoing operations. UpHealth believes that these non-GAAP financial
measures are useful to investors in their assessment of UpHealth’s
operating performance.
Adjusted EBITDA is not calculated in accordance
with GAAP, and should be considered supplemental to, and not as a
substitute for, or superior to, financial measures calculated in
accordance with GAAP. You should not consider this measure in
isolation or as a substitute for analysis of UpHealth’s results as
reported under GAAP. UpHealth compensates for these limitations by
prominently disclosing GAAP financial measures and providing
investors with reconciliations from UpHealth’s GAAP operating
results to the non-GAAP financial measures for the relevant
periods.
The accompanying tables provide more details on the
GAAP financial measures that are most directly comparable to the
non-GAAP financial measures described above and the related
reconciliations between these financial measures.
UPHEALTH,
INC.RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL
MEASURES(1)(In
thousands)
|
Three Months Ended June 30, |
|
Six Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Revenues |
$ |
37,823 |
|
|
$ |
43,668 |
|
|
$ |
79,968 |
|
|
$ |
79,640 |
|
|
|
|
|
|
|
|
|
Gross margin |
|
53 |
% |
|
|
48 |
% |
|
|
53 |
% |
|
|
44 |
% |
|
|
|
|
|
|
|
|
Net loss attributable to UpHealth, Inc. |
$ |
(19,127 |
) |
|
$ |
(12,438 |
) |
|
$ |
(27,210 |
) |
|
$ |
(29,883 |
) |
Net income (loss) attributable to noncontrolling interests |
|
508 |
|
|
|
(27 |
) |
|
|
956 |
|
|
|
(287 |
) |
Net loss |
|
(18,619 |
) |
|
|
(12,465 |
) |
|
|
(26,254 |
) |
|
|
(30,170 |
) |
Other expense |
|
7,010 |
|
|
|
4,653 |
|
|
|
13,867 |
|
|
|
6,740 |
|
Income tax expense (benefit) |
|
867 |
|
|
|
(2,232 |
) |
|
|
867 |
|
|
|
(4,525 |
) |
Loss from operations |
|
(10,742 |
) |
|
|
(10,044 |
) |
|
|
(11,520 |
) |
|
|
(27,955 |
) |
Depreciation and amortization |
|
3,049 |
|
|
|
6,161 |
|
|
|
5,462 |
|
|
|
12,760 |
|
Stock-based compensation |
|
1,058 |
|
|
|
1,088 |
|
|
|
2,047 |
|
|
|
2,462 |
|
Acquisition, integration, and transformation costs; impairment of
goodwill, intangible assets, and other long-lived assets; and
non-recurring expenses(2) |
|
11,890 |
|
|
|
6,749 |
|
|
|
15,831 |
|
|
|
15,382 |
|
Adjusted EBITDA (Non-GAAP) |
$ |
5,255 |
|
|
$ |
3,954 |
|
|
$ |
11,820 |
|
|
$ |
2,649 |
|
(1)See Non-GAAP Financial Information section for
definitions of the Company’s non-GAAP financial measures.(2)Amounts
reflect acquisition, integration, and transformation costs and
impairment of goodwill, intangible assets, and other long-lived
assets from the condensed consolidated statements of operations, as
well as other operating expenses considered to be non-recurring
during the period.
UPHEALTH, INC.SEGMENT
INFORMATION AND RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL
MEASURES(1)(In
thousands)
|
Three Months Ended June 30, |
|
Six Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Revenues: |
|
|
|
|
|
|
|
Virtual care infrastructure(2) |
$ |
16,838 |
|
|
$ |
16,815 |
|
|
$ |
34,296 |
|
|
$ |
32,445 |
|
Services(3) |
|
15,503 |
|
|
|
19,030 |
|
|
|
36,317 |
|
|
|
36,760 |
|
Integrated care management(4) |
|
5,482 |
|
|
|
7,823 |
|
|
|
9,355 |
|
|
|
10,435 |
|
Total |
$ |
37,823 |
|
|
$ |
43,668 |
|
|
$ |
79,968 |
|
|
$ |
79,640 |
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, |
|
Six Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Gross Profit: |
|
|
|
|
|
|
|
Virtual care infrastructure(2) |
$ |
8,470 |
|
|
$ |
7,255 |
|
|
$ |
18,655 |
|
|
$ |
13,756 |
|
Services(3) |
|
7,728 |
|
|
|
6,774 |
|
|
|
17,639 |
|
|
|
12,626 |
|
Integrated care management(4) |
|
3,778 |
|
|
|
6,894 |
|
|
|
6,358 |
|
|
|
8,532 |
|
Total |
$ |
19,976 |
|
|
$ |
20,923 |
|
|
$ |
42,652 |
|
|
$ |
34,914 |
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, |
|
Six Months Ended June 30, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Gross Margin %: |
|
|
|
|
|
|
|
Virtual care infrastructure(2) |
|
50 |
% |
|
|
43 |
% |
|
|
54 |
% |
|
|
42 |
% |
Services(3) |
|
50 |
% |
|
|
36 |
% |
|
|
49 |
% |
|
|
34 |
% |
Integrated care management(4) |
|
69 |
% |
|
|
88 |
% |
|
|
68 |
% |
|
|
82 |
% |
Total |
|
53 |
% |
|
|
48 |
% |
|
|
53 |
% |
|
|
44 |
% |
|
See Non-GAAP Financial Information section for definitions of the
Company’s non-GAAP financial measures. |
(1 |
) |
Segment InformationThe Company’s business is
organized into three operating business segments:Virtual Care
Infrastructure;Services; andIntegrated Care Management.The
reportable segments are consistent with how management views the
Company’s services and products and the financial information
reviewed by the chief operating decision makers. The Company
manages its businesses as components of an enterprise for which
separate information is available and is evaluated regularly by the
chief operating decision makers in deciding how to allocate
resources and assess performance. |
(2 |
) |
In the Virtual Care Infrastructure segment, which consists of the
U.S. Telehealth business, the Company provides its customers with a
unified telehealth solution and digital health tools, marketed
under the name MarttiTM, aimed at increasing access to healthcare
and resolving health disparities across the care continuum. As
discussed in Note 1, Organization and Business, to the Company’s
condensed consolidated financial statements, the Company
deconsolidated Glocal, which comprised the International Telehealth
business, during the three months ended September 30, 2022;
therefore, the financial results of Glocal for the three and months
ended June 30, 2022 are included in our unaudited condensed
consolidated financial statements, and the financial results of
Glocal as of June 30, 2023 and for the three and six months then
ended are not included in our unaudited condensed consolidated
financial statements. |
(3 |
) |
In the Services segment, which consists of the Behavioral business,
the Company provides inpatient and outpatient substance abuse and
mental health treatment services for individuals with drug and
alcohol addiction and other behavioral health issues. The Company
offers a complete continuum of care from detoxification services,
residential care, partial hospitalization programs, and intensive
outpatient and outpatient programs. During the three months ended
June 30, 2023, we completed the wind-down of a company within our
Behavioral business. The Services segment also consisted of the
Pharmacy business, which sold custom compounded medications, until
the sale of the business on May 11, 2023. |
(4 |
) |
In the Integrated Care Management segment, the Company provides its
customers with an advanced, comprehensive, and extensible
technology platform, marketed under the umbrella “SyntraNetTM” to
manage health, quality of care, and costs, especially for
individuals with complex medical, behavioral health, and social
needs. |
Grafico Azioni UpHealth (CE) (USOTC:UPHL)
Storico
Da Gen 2025 a Feb 2025
Grafico Azioni UpHealth (CE) (USOTC:UPHL)
Storico
Da Feb 2024 a Feb 2025