EX-99.1 2 tm257728d1_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

 

 

 

Astrana Health, Inc. Reports Fourth Quarter and Year-End 2024 Results

Company to Host Conference Call on Thursday, February 27, 2025, at 2:30 p.m. PT/5:30 p.m. ET

 

ALHAMBRA, Calif., February 27, 2025 /PRNewswire/ -- Astrana Health, Inc. (“Astrana,” and together with its subsidiaries and affiliated entities, the “Company”) (NASDAQ: ASTH), a leading provider-centric, technology-powered healthcare company enabling providers to deliver accessible, high-quality, and high-value care to all, today announced its consolidated financial results for the fourth quarter and year ended December 31, 2024.

 

“Astrana Health’s strong performance in 2024 highlights the strength of our patient-centered, payer-agnostic platform and our unwavering commitment to delivering high-quality, accessible care. Our significant growth and geographic expansion, alongside robust financial performance, are a direct result of our disciplined execution across the four pillars of the Astrana playbook, " said President and CEO of Astrana, Brandon K. Sim.

 

"Looking ahead, we remain focused on growing membership sustainably, further improving quality of care for our membership while responsibly managing costs, growing the 73% of our capitated revenue that now comes from full-risk arrangements, and driving operating leverage and integration of recently acquired assets. We are confident that our platform, combined with our proven ability to navigate industry headwinds and a favorable outlook on future reimbursement rates, will continue delivering sustainable, long-term value for all our stakeholders - patients, physicians, providers, payers, and shareholders."

  

Financial Highlights for Year Ended December 31, 2024:

 

All comparisons are to the year ended December 31, 2023 unless otherwise stated.

 

Total revenue of $2,034.5 million, up 47% from $1,386.7 million

 

Care Partners revenue of $1,949.0 million, up 52% from $1,284.1 million

 

Net income attributable to Astrana of $43.1 million, compared to $60.7 million

 

Earnings per share - diluted (“EPS - diluted”) of $0.90, compared to $1.29 per share

 

Adjusted EBITDA(1) of $170.4 million, up 16% from $146.6 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 the Fourth Quarter 2024:

 

All comparisons are to the quarter ended December 31, 2023 unless otherwise stated.

 

Total revenue of $665.2 million, up 88% from $353.0 million

 

Care Partners revenue of $647.7 million, up 98% from $326.8 million

 

Net loss attributable to Astrana of $7.0 million, compared to income of $12.4 million

 

(Loss) earnings per share - basic and diluted (“EPS - basic and diluted”) of $(0.15), compared to $0.26 per share

 

Adjusted EBITDA(1) of $35.0 million, up 21% from $29.0 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.

 

 

 

 

Recent Operating Highlights

 

In late 2024, Astrana began a Care Enablement partnership with Provider HealthLink, or PHL, a provider network in Georgia. Astrana plans to support PHL in serving approximately 10,000 Medicare Advantage members, and the group is expected to be onboarded onto Astrana's Care Enablement platform in the first half of 2025.

 

On February 26, 2025, the Company amended its credit agreement with Truist Bank, in its capacities as administrative agent for the lenders (the “Second Amended and Restated Credit Agreement”). The Second Amended and Restated Credit Agreement provides for (a) a five-year revolving credit facility to the Company of $300.0 million which includes a letter of credit sub-facility of up to $100.0 million and a swingline loan sub-facility of $25.0 million, (b) a five-year term loan A credit facility to the Company of $250.0 million and (c) a five-year delayed draw term loan credit facility to the Company of $745.0 million. The term loan A and revolving credit facilities will be used to, among other things, refinance certain existing indebtedness of the Company and certain subsidiaries, pay transactions costs and expenses arising in connection with the Second Amended and Restated Credit Agreement, and provide for working capital needs and other general corporate purposes, and, in addition to the foregoing, the revolving credit facility will also be used to finance certain future permitted acquisitions and permitted investments and capital expenditures. The delayed draw term loan facility will be used to finance the acquisition of certain assets contemplated by that certain asset and equity purchase agreement, dated November 8, 2024, by and among the Company, Prospect Medical Holdings, Inc., in its capacity as the seller representative, and certain other parties party thereto, and to pay any fees and expenses associated therewith.

 

Eight of Astrana’s affiliates have been recognized as Elite status recipients in the 2024 Standards of Excellence (“SOE”) survey by America’s Physician Groups (“APG”), attaining the highest Elite five-star status in all categories. This annual comprehensive survey is administered by APG to evaluate which physician groups are best positioned to provide coordinated, patient-centered, and cost-effective care.

 

On January 17, 2025, the Company repurchased 300,000 shares of the Company’s common stock from Allied Physicians of California ("APC"), pursuant to a stock repurchase agreement, for an aggregate purchase price of approximately $10.6 million, based on a purchase price per share of $35.17, which was the closing price of the Company’s common stock on Nasdaq on the date the agreement was executed. APC is a consolidated affiliate of the Company.

  

Segment Results for the Year Ended December 31, 2024:

 

All comparisons are to the year ended December 31, 2023 unless otherwise stated.

 

    Years Ended December 31, 2024  
(in thousands)   Care
Partners
    Care
Delivery
    Care
Enablement
    Other     Intersegment
Elimination
    Corporate
Costs
    Consolidated
Total
 
Total revenues   $ 1,949,033     $ 136,668     $ 155,448     $     $ (206,609 )   $     $ 2,034,540  
% change vs. prior year     52 %     16 %     14 %                        
                                           
Cost of services     1,633,021       109,672       83,720             (63,261 )           1,763,152  
General and administrative(1)     174,774       26,893       53,461             (143,433 )     70,343       182,038  
Total expenses     1,807,795       136,565       137,181             (206,694 )     70,343       1,945,190  
Income (loss) from operations   $ 141,238     $ 103     $ 18,267     $     $ 85 (2) $ (70,343 )   $ 89,350  
% change vs. prior year     54 %     (98 )%     (4 )%                        

 

(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.

 

 

 

 

2025 Guidance:

 

Astrana is providing the following guidance for total revenue and Adjusted EBITDA, based on the Company’s existing business, current view of existing market conditions and assumptions for the year ending December 31, 2025. The following guidance includes approximately $15 million in expected costs associated with continued strategic investments in automation and AI, as well as ongoing and expected integration costs associated with planned acquisitions, but does not include contributions from any acquisitions which have not yet closed.

  

   2025 Guidance Range 
($ in millions)  Low   High 
Total revenue  $2,500   $2,700 
Adjusted EBITDA  $170   $190 

 

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 today (February 27, 2025), during which management will discuss the results of the fourth quarter and year ended December 31, 2024. 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

International (Toll): +1 (201) 689-8517

 

The conference call can also be accessed via webcast at:

https://event.choruscall.com/mediaframe/webcast.html?webcastid=VvYSvHe6

 

An accompanying slide presentation will be available in PDF format on the “IR Calendar” page of the Company’s website (https://ir.astranahealth.com/news-events/ir-calendar) after issuance of the earnings release and will be furnished 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 StockholdersEquity, 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, Inc.

 

Astrana Health, Inc. (“Astrana”) is a leading physician-centric, technology-powered, risk-bearing healthcare management company. Leveraging its proprietary population health management and healthcare delivery platform, Astrana operates an integrated, value-based healthcare model, which aims to empower the providers in its network to deliver the highest quality of care to its patients in a cost-effective manner. Together with our affiliated physician groups and consolidated entities, we provide coordinated outcomes-based medical care in a cost-effective manner.

 

Headquartered in Alhambra, California, Astrana serves over 10,000 providers and approximately 1.1 million patients in value-based care arrangements. Its subsidiaries and affiliates include management services organizations (MSOs), a network of risk-bearing organizations ("RBOs") that encompasses independent practice associations ("IPAs"), accountable care organizations ("ACOs"), and state-specific entities such as Restricted Knox-Keene licensed health plans in California, 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, 2025, 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 last Annual Report on Form 10-K and any subsequent quarterly reports on Form 10-Q filed with the SEC. 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

 

(626) 943-6491

Asher Dewhurst, ICR Westwicke
[email protected]

 

 

 

 

ASTRANA HEALTH, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)

 

   December 31, 2024   December 31, 2023 
   (Unaudited)     
Assets          
           
Current assets          
Cash and cash equivalents  $288,455   $293,807 
Investment in marketable securities   2,378    2,498 
Receivables, net   226,739    76,780 
Receivables, net – related parties   50,257    58,980 
Income taxes receivable   19,316    10,657 
Other receivables   3,656    1,335 
Prepaid expenses and other current assets   22,861    17,450 
           
Total current assets   613,662    461,507 
           
Non-current assets          
Property and equipment, net   14,274    7,171 
Intangible assets, net   126,179    71,648 
Goodwill   437,651    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   742,796    471,854 
           
Total assets(1)  $1,356,458   $933,361 
           
Liabilities, Mezzanine Deficit, and Stockholders’ Equity          
           
Current liabilities          
Accounts payable and accrued expenses  $114,650   $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   19,343    18,940 
           
Total current liabilities   367,172    218,674 

 

 

 

  

 

    December 31, 2024     December 31, 2023  
    (Unaudited)        
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)     842,290       522,593  
             
Commitments and contingencies            
             
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   $ 1,356,458     $ 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 $761.4 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 $253.7 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 $48.5 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.

 

 

 

 

ASTRANA HEALTH, INC.

CONSOLIDATED STATEMENTS OF INCOME

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

(UNAUDITED)

  

   Three Months Ended
December 31,
   Year Ended
December 31,
 
   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 
                     
Operating expenses                    
Cost of services, excluding depreciation and amortization   614,730    314,055    1,763,152    1,171,703 
General and administrative expenses   41,633    37,949    154,111    112,597 
Depreciation and amortization   8,126    4,902    27,927    17,748 
                     
Total expenses   664,489    356,906    1,945,190    1,302,048 
                     
Income from operations   720    (3,870)   89,350    84,613 
                     
Other income (expense)                    
Income from equity method investments   1,564    2,475    4,451    5,579 
Interest expense   (8,069)   (5,422)   (33,097)   (16,102)
Interest income   3,221    4,591    14,508    14,208 
Unrealized gain (loss) on investments   316    1,294    731    (4,581)
Other income   353    1,856    4,875    6,121 
                     
Total other (expense) income, net   (2,615)   4,794    (8,532)   5,225 
                     
(Loss) income before provision for income taxes   (1,895)   924    80,818    89,838 
                     
Provision for income taxes   5,882    1,018    30,886    31,989 
                     
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, Inc.  $(6,951)  $12,356   $43,149   $60,717 
                     
(Loss) earnings per share – basic  $(0.15)  $0.26   $0.91   $1.30 
                     
(Loss) earnings per share – diluted  $(0.15)  $0.26   $0.90   $1.29 

 

 

 

 

 

 

EBITDA

 

Set forth below are reconciliations of Net Income to EBITDA and Adjusted EBITDA as well as the reconciliation to Adjusted EBITDA margin for the three months and years ended December 31, 2024 and 2023. The Company defines Adjusted EBITDA margin as Adjusted EBITDA over total revenue.

 

   Three Months Ended
December 31,
   Year Ended
December 31,
   
(in thousands)  2024   2023   2024   2023   
Net (loss) 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)  
Other, net   10,288 (4)  4,721 (5)  12,951 (2)  6,228  (3)
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   
                       
Total Revenue  $665,209   $353,036   $2,034,540   $1,386,661   
                       
Adjusted EBITDA margin(1)   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.

 

 

 

 

Guidance Reconciliation of Net Income to EBITDA and Adjusted EBITDA

 

   2025 Guidance Range 
(in thousands)  Low   High 
Net income  $62,500   $73,500 
Interest expense, net   16,000    19,000 
Provision for income taxes   34,000    40,000 
Depreciation and amortization   32,500    32,500 
EBITDA   145,000    165,000 
           
Income from equity method investments   (5,500)   (5,500)
Other, net   9,500    9,500 
Stock-based compensation   21,000    21,000 
Adjusted EBITDA  $170,000   $190,000 

 

Use of Non-GAAP Financial Measures

 

This press release 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. 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.