Form 8-K - Current report

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 9, 2024

 

 

CareMax, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware			001-39391	85-0992224
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
1000 NW 57th Court Suite 400
Miami, Florida				33126
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 786 360-4768

 

(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
Class A common stock, par value $0.0001 per share		CMAX		The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for 1/30th of one share of Class A common stock		CMAXW		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).

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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. ☐

 

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Item 2.02 Results of Operations and Financial Condition.

 

The information contained in Item 7.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.02.

 

Item 7.01 Regulation FD Disclosure.

 

On August 9, 2024, CareMax, Inc., a Delaware corporation (the "Company"), issued a press release announcing its financial results for the second quarter ended June 30, 2024. A copy of the press release announcing the Company's financial results is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

This information and the information contained in Exhibit 99.1 are furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in any such filing, regardless of any general incorporation language in the filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

		Exhibit Index
Exhibit No.			Description
99.1			Press Release issued by CareMax, Inc. on August 9, 2024
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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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.

Date:	August 9, 2024	By:	/s/ Kevin Wirges
			Name: Kevin Wirges Title: Executive Vice President, Chief Financial Officer and Treasurer

 

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EX-99.1

 

CareMax Reports Second Quarter 2024 Results

•

Second Quarter Medicare Advantage Membership of 104,000, up 1% year-over-year

•

Second Quarter Total Revenue of $198.6 million, down 12% year-over-year

Miami, FL - August 9, 2024 - CareMax, Inc. (NASDAQ: CMAX; CMAXW) (“CareMax” or the “Company”), a leading technology-enabled value-based care delivery system, today announced financial results for the second quarter ended June 30, 2024.

“Although our medical expense ratio continued to run higher than target levels, we were able to manage toward another quarter of sequential improvement in MER in the second quarter, and we continued to make progress against our clinical initiatives.” said Carlos de Solo, Chief Executive Officer.

Mr. de Solo continued, “Additionally, in July, we entered an agreement to access additional capital from our lenders and further extend the limited waiver of certain financial covenants in our credit facility. This funding will assist in bridging our liquidity as we continue to evaluate strategic alternatives for our business.”

Second Quarter 2024 Results

•

Total membership of 236,500, down 13% year-over-year.

•

Medicare Advantage membership of 104,000, up 1% year-over-year.

•

Total revenue was $198.6 million, down 12% year-over-year.

•

Net loss was $170.6 million, which included a $2.4 million non-cash gain on remeasurement of derivative liabilities and $133.0 million of non-cash impairment of long-lived assets, compared to net loss of $32.4 million for the second quarter of 2023, which included a non-cash loss on remeasurement of contingent earnout liabilities of $16.2 million.

•

Adjusted EBITDA was ($11.2) million, compared to adjusted EBITDA of $7.0 million for the second quarter of 2023.1

•

Platform Contribution was $3.7 million, compared to $28.6 million for the second quarter of 2023.1

•

Medical Expense Ratio was 86.2%, compared to 84.6% for the second quarter of 2023.

•

De novo pre-opening costs and post-opening losses for the second quarter of 2024 were $4.6 million.2

 

1 Adjusted EBITDA and Platform Contribution are non-GAAP financial metrics. A reconciliation of non-GAAP metrics to the most directly comparable GAAP financial measures is included in the appendix to this earnings release.

2 De novo pre-opening costs represent (1) incremental payroll costs from employees specifically associated with the operational, contractual, physical, or regulatory infrastructure for de novo centers, prior to their opening; (2) legal costs directly associated with the de novo centers, incurred prior to their opening, which includes services such as execution of leases, health plan contracts and other agreements; (3) other expenses related to diligence, design, permitting, and other “soft costs” at new sites; and (4) rent and facility expenses prior to center opening. De novo post-opening losses include center-level operating losses recognized at a de novo center until the center breaks even, which consist of revenue, external provider costs and cost of care allocated to the de novo center.

About CareMax

Founded in 2011, CareMax is a value-based care delivery system that utilizes a proprietary technology-enabled platform and multi-specialty, whole person health model to deliver comprehensive, preventative and coordinated care for its members. With approximately 200,000 Medicare Value-Based Care Members across 10 states, and fully integrated, Five-Star Quality rated health and wellness centers, CareMax is redefining healthcare across the country by reducing costs, improving overall outcomes and promoting health equity for seniors. Learn more at www.caremax.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, as amended.

 

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These forward-looking statements include statements regarding our future strategy, future transactions and future financial performance. Words such as "anticipate," "believe," "budget," "contemplate," "continue," "could," "envision," "estimate," "expect," "guidance," "indicate," "intend," "may," "might," "plan," "possibly," "potential," "predict," "probably," "pro forma," "project," "seek," "should," "target," or "will," or the negative or other variations thereof, and similar words or phrases or comparable terminology, are intended to identify forward-looking statements. These forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this press release. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements.

Important risks and uncertainties that could cause the Company's actual results and financial condition to differ materially from those indicated in forward-looking statements include, among others, the Company’s net losses, level of indebtedness and significant cash used in operating activities have raised substantial doubt regarding its ability to continue as a going concern; the Company's future capital requirements and sources and uses of cash, including funds to satisfy its liquidity needs and the Company’s ability to comply with the covenants under the agreements governing its indebtedness; the Company’s ability to successfully execute its strategy, which may include divesting certain assets or businesses; the Company’s ability to successfully implement cost-saving measures or achieve expected benefits under its plans to optimize performance of the MSO network and its centers; the possibility of the Company filing for a restructuring under Chapter 11 of the US Bankruptcy Code if the Company is unable to successfully implement its plans; the possibility that the Company’s rights under certain existing agreements could be impaired as a result of bankruptcy proceedings brought by Steward Health Care System; the impact of restrictions on the Company’s current and future operations contained in certain of its agreements; risks relating to lease termination, lease expense escalators, lease extensions, special charges and the Company’s inability to comply with provisions of its lease agreements; the Company’s ability to integrate acquired businesses and realize expected benefits of any such transactions; the Company’s ability to attract new patients; changes in market or industry conditions, regulatory environment, competitive conditions, and receptivity to the Company's services; changes in laws and regulations applicable to the Company's business, in particular with respect to Medicare Advantage and Medicaid; the Company's ability to maintain its relationships with health plans and other key payers; any delay, modification or cancellation of government contracts; the impact of COVID-19 or any variant thereof or any other pandemic or epidemic on the Company's business and results of operation; insolvency, credit problems or other financial difficulties that could confront the Company’s counterparties in strategic acquisitions, investments and other collaborations could expose the Company to significant financial risk and significantly impact the Company’s ability to expand its overall profitability; the Company’s ability to address the material weakness in its internal control over financial reporting; the Company's ability to recruit and retain qualified team members and independent physicians; risks related to future acquisitions; the Company’s ability to develop and maintain proper and effective internal control over financial reporting and the impact of any prior period developments. For a detailed discussion of the risk factors that could affect the Company's actual results, please refer to the risk factors identified in the Company's reports filed with the SEC. All information provided in this press release is as of the date hereof, and the Company undertakes no duty to update or revise this information unless required by law, and forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release.

Use of Non-GAAP Financial Information

Certain financial information and data contained in this press release is unaudited and does not conform to Regulation S-X. Accordingly, such information and data may not be included in, may be adjusted in, or may be presented differently in, any periodic filing, information or proxy statement, or prospectus or registration statement to be filed by the Company with the SEC. Some of the financial information and data contained in this press release, such as Adjusted EBITDA and Platform Contribution and margin thereof have not been prepared in accordance with United States generally accepted accounting principles (“GAAP”). These non-GAAP measures of financial results are not GAAP measures of our financial results or liquidity and should not be considered as an alternative to net income (loss) as a measure of financial results, cash flows from operating activities as a measure of liquidity, or any other performance measure derived in accordance with GAAP. The Company believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Company’s financial condition and results of operations. The Company’s management uses these non-GAAP measures for trend analyses and for budgeting and planning purposes.

The Company believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating projected operating results and trends in and in comparing the Company’s financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. Management does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in the Company’s financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expenses and income are excluded or included in determining these non-GAAP financial measures. For this reason, these non-GAAP measures may not be comparable to other companies’ similarly labeled non-GAAP financial measures. In order to compensate for these limitations, management presents non-GAAP financial measures in connection with GAAP results.

 

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A reconciliation for Adjusted EBITDA and Platform Contribution to the most directly comparable GAAP financial measures is included below.

 

 

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CAREMAX, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)

(Unaudited)

		June 30, 2024				December 31, 2023
ASSETS
Current Assets
Cash and cash equivalents		$	16,430			$	65,528
Accounts receivable, net			97,488				114,754
Other current assets			9,547				3,066
Total Current Assets			123,466				183,348
Property and equipment, net			21,419				47,918
Operating lease right-of-use assets			48,424				109,215
Goodwill, net			156,841				156,841
Intangible assets, net			42,163				101,243
Other assets			61,730				24,737
Total Assets		$	454,043			$	623,301
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY
Current Liabilities
Accounts payable		$	8,453			$	6,275
Accrued expenses			13,257				16,224
Risk settlement liabilities			59,204				42,602
Related party liabilities			1,772				190
Current portion of third-party debt, net			403,321				364,380
Current portion of operating lease liabilities			43,646				8,975
Other current liabilities			17				165
Total Current Liabilities			529,671				438,812
Derivative liabilities			48				22
Long-term debt, net			1,785				21,443
Long-term operating lease liabilities			64,455				97,136
Other liabilities			5,844				4,443
Total Liabilities			601,803				561,856
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ (DEFICIT) EQUITY
Preferred stock (1,000,000 shares authorized; one share issued and outstanding as of June 30, 2024 and December 31, 2023)			—				—
Class A common stock ($0.0001 par value; 8,333,333 shares authorized; 3,814,871 and 3,744,732 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively)			11				11
Additional paid-in-capital			787,132				782,371
Accumulated deficit			(934,902	)			(720,938	)
Total Stockholders’ (Deficit) Equity			(147,759	)			61,444
Total Liabilities and Stockholders’ (Deficit) Equity		$	454,043			$	623,301

 

 

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CAREMAX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)

(Unaudited)

	Three Months Ended June 30,								Six Months Ended June 30,
	2024				2023				2024				2023
Revenue
Medicare risk-based revenue	$	154,857			$	155,486			$	323,359			$	277,079
Medicaid risk-based revenue		22,865				30,054				60,518				55,680
Government value-based care revenue		14,690				22,206				33,505				32,216
Other revenue		6,215				16,694				13,491				32,449
Total revenue		198,627				224,440				430,872				397,424
Operating expenses
External provider costs		153,115				156,995				334,056				267,668
Cost of care		42,593				40,192				85,726				78,819
Sales and marketing		1,378				3,327				4,441				7,092
Corporate, general and administrative		14,780				20,849				34,888				44,813
Depreciation and amortization		6,512				6,828				13,218				13,404
Impairment of long-lived assets		132,990				—				132,990				—
Goodwill impairment		—				—				—				98,000
Total operating expenses		351,368				228,191				605,318				509,797
Operating loss		(152,741	)			(3,750	)			(174,446	)			(112,373	)
Nonoperating (expenses) income
Interest expense		(20,376	)			(13,197	)			(40,131	)			(23,908	)
Change in fair value of derivative liabilities		2,355				434				(26	)			1,540
(Loss) gain on remeasurement of contingent earnout liabilities		—				(16,220	)			—				19,916
Other income, net		382				534				992				721
Total nonoperating expenses		(17,639	)			(28,449	)			(39,165	)			(1,730	)
Loss before income tax		(170,381	)			(32,199	)			(213,612	)			(114,103	)
Income tax expense		(177	)			(177	)			(354	)			(355	)
Net loss	$	(170,558	)		$	(32,376	)		$	(213,966	)		$	(114,458	)
Weighted-average basic shares outstanding1		3,807,551				3,722,377				3,793,076				3,717,040
Weighted-average diluted shares outstanding1		3,807,551				3,722,377				3,793,076				3,717,040
Net loss per share
Basic	$	(44.79	)		$	(8.70	)		$	(56.41	)		$	(30.79	)
Diluted	$	(44.79	)		$	(8.70	)		$	(56.41	)		$	(30.79	)
1 Share amounts have been restated to reflect the 1-for-30 reverse stock split that the Company completed on January 31, 2024.

 

 

 

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CAREMAX, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(Unaudited)

		Six Months Ended June 30,
		2024				2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss		$	(213,966	)		$	(114,458	)
Adjustments to reconcile net loss to cash and cash equivalents:
Depreciation and amortization expense			13,218				13,404
Amortization of debt issuance costs and discounts			1,821				4,086
Impairment of long-lived assets			132,990				—
Stock-based compensation expense			4,761				4,762
Deferred income taxes			354				355
Change in fair value of derivative liabilities			26				(1,540	)
Gain on remeasurement of contingent earnout liabilities			—				(19,916	)
Payment-in-kind interest expense			21,955				5,500
Non-cash finance lease expense			293				—
Provision for credit losses			(307	)			57
Goodwill impairment			—				98,000
Amortization of right-of-use assets			5,325				5,842
Other non-cash, net			33				1,213
Changes in operating assets and liabilities:
Accounts receivable			17,573				(1,255	)
Other current assets			(6,481	)			452
Risk settlement liabilities			16,602				1,968
Other assets			(41,749	)			(41,807	)
Operating lease liabilities			(1,577	)			(4,959	)
Accounts payable			1,502				(128	)
Accrued expenses			(2,967	)			(4,219	)
Related party liabilities			1,582				(1,134	)
Other liabilities			898				10,515
Net cash used in operating activities			(48,114	)			(43,263	)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment			(794	)			(5,234	)
Net cash used in investing activities			(794	)			(5,234	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings, net			—				62,000
Principal payments of debt			(189	)			(125	)
Payments of debt issuance costs			—				(398	)
Net cash (used in) provided by financing activities			(189	)			61,477
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS			(49,097	)			12,980
Cash and cash equivalents - beginning of period			65,528				41,626
CASH AND CASH EQUIVALENTS - END OF PERIOD		$	16,430			$	54,605

 

 

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The following table represents Non-GAAP Financial Summary:

 

Non-GAAP Financial Summary
(Unaudited)	Three Months Ended
(in thousands)	Jun 30, 2022			Sep 30, 2022			Dec 31, 2022			Mar 31, 2023			Jun 30, 2023			Sep 30, 2023			Dec 31, 2023			Mar 31, 2024			Jun 30, 2024
Medicare risk-based revenue	$	143,664		$	122,267		$	113,041		$	121,593		$	155,486		$	134,105		$	108,650		$	168,502		$	154,857
Medicaid risk-based revenue		19,896			19,852			36,620			25,626			30,054			23,950			26,263			37,653			22,865
Government value-based care revenue		—			—			6,389			10,010			22,206			28,067			7,425			18,815			14,690
Other revenue		8,719			15,551			8,213			15,754			16,694			15,721			9,497			7,276			6,215
Total revenue		172,279			157,670			164,263			172,983			224,440			201,843			151,835			232,246			198,627
External provider costs		120,348			106,900			104,078			110,673			156,995			139,139			165,522			180,941			153,115
Cost of care		30,293			30,150			34,581			37,627			38,865			41,599			41,915			42,229			41,808
Platform contribution		21,638			20,620			25,604			24,683			28,580			21,106			(55,602	)		9,075			3,704
Platform contribution margin (%)		12.6	%		13.1	%		15.6	%		14.3	%		12.7	%		10.5	%		(36.6	%)		3.9	%		1.9	%
Sales and marketing		2,299			2,355			3,806			3,765			3,381			3,501			3,627			3,064			1,378
Corporate, general and administrative		12,165			13,877			17,263			21,329			18,158			15,527			12,531			16,495			13,480
Adjusted operating expenses		14,464			16,232			21,069			25,094			21,539			19,028			16,158			19,559			14,858
Adjusted EBITDA	$	7,175		$	4,388		$	4,535		$	(411	)	$	7,042		$	2,077		$	(71,759	)	$	(10,482	)	$	(11,152	)

 

The following table provides a reconciliation of GAAP net (loss) income to Adjusted EBITDA:

 

Reconciliation to Adjusted EBITDA
(Unaudited)	Three Months Ended
(in thousands)	Jun 30, 2022			Sep 30, 2022			Dec 31, 2022			Mar 31, 2023			Jun 30, 2023			Sep 30, 2023			Dec 31, 2023			Mar 31, 2024			Jun 30, 2024
Net (loss) income	$	(9,381	)	$	(22,053	)	$	10,434		$	(82,082	)	$	(32,376	)	$	(103,123	)	$	(465,766	)	$	(43,408	)	$	(170,558	)
Interest expense		3,896			6,088			8,743			10,711			13,197			14,000			16,526			19,756			20,376
Depreciation and amortization		4,903			4,573			7,180			6,576			6,828			6,833			7,550			6,705			6,512
Impairment of long-lived assets		—			—			—			—			—			—			—			—			132,990
Remeasurement of derivative and contingent earnout liabilities		(7,391	)		7,331			(84,171	)		(37,242	)		15,786			(1,450	)		(961	)		2,381			(2,355	)
Goodwill impairment		—			—			70,000			98,000			—			80,000			369,200			—			—
Stock-based compensation		2,788			3,611			2,786			2,298			2,464			3,243			2,595			2,365			2,396
Loss on extinguishment of debt		6,172			—			—			—			—			—			—			—			—
Business Combination integration costs (1)		1,887			2,586			163			716			686			483			833			381			399
Acquisition and disposition related costs (2)		4,074			2,118			10,632			622			815			652			1,069			1,052			(669	)
Other (3)		56			(47	)		(1,158	)		(187	)		(535	)		1,263			(1,409	)		109			(421	)
Income tax expense (benefit)		171			181			(20,074	)		177			177			177			(1,395	)		177			177
Adjusted EBITDA	$	7,175		$	4,388		$	4,535		$	(411	)	$	7,042		$	2,077		$	(71,759	)	$	(10,482	)	$	(11,152	)
Memo:
De novo pre-opening costs	$	506		$	2,426		$	3,205		$	1,975		$	1,560		$	1,880		$	1,323		$	1,366		$	1,775
De novo post-opening losses	993				1,533			2,274			3,885			4,228			3,906			4,558			3,451			2,789

(1)

Represents initial costs to set up public company processes, incremental vendor expenses identified as temporary or duplicative and expected to be rationalized in the short term, and legal and professional expenses outside of the ordinary course of business, which are being incurred as part of the Company’s efforts as it integrates the two privately held companies that were combined in the Business Combination. Significant components of Business Combination integration costs were as follows:

 

(Unaudited)	Three Months Ended
(in thousands)	Jun 30, 2022			Sep 30, 2022			Dec 31, 2022			Mar 31, 2023			Jun 30, 2023			Sep 30, 2023			Dec 31, 2023			Mar 31, 2024			Jun 30, 2024
Consulting and legal fees (a)	$	887		$	725		$	257		$	282		$	237		$	69		$	451		$	371		$	389
Severance costs		252			1,080			167			11			13			—			—			—			—
Other (b)		748			782			(261	)		423			436			414			382			10			10
	$	1,887		$	2,586		$	163		$	716		$	686		$	483		$	833		$	381		$	399

 

(a) Represents consulting and legal costs directly associated with efforts related to integration of the two privately held companies that were combined in the Business Combination.

(b) Represents primarily vendor expenses identified as temporary or duplicative and/or expenses outside the ordinary course of business and not necessary to run the Company's business.

 

(2)

Represents legal and incremental compensation payroll costs directly associated with efforts to achieve synergies related to closed transactions and legal and advisory costs related to exploration of potential dispositions. Significant components of the acquisition and disposition related costs were as follows:

 

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(Unaudited)	Three Months Ended
(in thousands)	Jun 30, 2022			Sep 30, 2022			Dec 31, 2022			Mar 31, 2023			Jun 30, 2023			Sep 30, 2023			Dec 31, 2023			Mar 31, 2024			Jun 30, 2024
Advisor and other professional fees (a)	$	2,359		$	1,219		$	9,877		$	(258	)	$	(34	)	$	94		$	352		$	524		$	(967	)
Compensation costs (b)		1,715			899			755			880			849			558			717			528			444
	$	4,074		$	2,118		$	10,632		$	622		$	815		$	652		$	1,069		$	1,052		$	(524	)

 

(a) Includes payments to our third-party transaction advisory firm associated with transaction contracts, including the Steward transaction that closed in November 2022. Also, costs include legal and accounting fees directly associated with contemplated or closed transactions or potential dispositions.

(b) Includes incremental payroll compensation expense for employees directly associated with services to achieve synergies related to closed transactions.

(3)

Components of other were as follows:

 

(Unaudited)	Three Months Ended
(in thousands)	Jun 30, 2022			Sep 30, 2022			Dec 31, 2022			Mar 31, 2023			Jun 30, 2023			Sep 30, 2023			Dec 31, 2023			Mar 31, 2024			Jun 30, 2024
Other income	$	—		$	—		$	(1,000	)	$	—		$	—		$	—		$	(874	)	$	—		$	—
Tax-related costs		69			(178	)		46			—			—			—			—			—			—
Interest income		—			(12	)		(201	)		(253	)		(602	)		(433	)		(560	)		(668	)		(277	)
Severance costs		—			—			—			—			—			1,639			—			694			—
Other		(14	)		144			(3	)		66			67			58			25			83			(144	)
	$	56		$	(47	)	$	(1,158	)	$	(187	)	$	(535	)	$	1,263		$	(1,409	)	$	109		$	(421	)

 

The following metrics are as of the end of the indicated date, except for Platform Contribution, which is for the three month period ended as of the indicated date:

 

(Unaudited)	Three Months Ended
Non-GAAP Operating Metrics	Jun 30, 2022			Sep 30, 2022			Dec 31, 2022			Mar 31, 2023			Jun 30, 2023			Sep 30, 2023			Dec 31, 2023			Mar 31, 2024			Jun 30, 2024
Centers		48			51			62			62			62			62			56			55			50
Markets		6			7			7			7			7			7			7			6			6
Patients (MCREM)*		54,000			57,400			221,500			225,100			226,500			228,700			229,300			218,000			210,900
Patients in value-based care arrangements (MCREM)		81.0	%		78.2	%		97.6	%		99.0	%		99.4	%		98.8	%		98.8	%		99.1	%		99.4	%
Platform Contribution ($, millions)	$	21.6		$	20.6		$	25.6		$	24.7		$	28.6		$	21.1		$	(55.6	)	$	9.1		$	3.7
* MCREM defined as Medicare Equivalent Members, which assumes the level of support received by a Medicare patient is equivalent to that received by three Medicaid or Commercial patients.

 

The following table provides a reconciliation of gross profit, the most closely comparable GAAP financial measure, to Platform Contribution:

 

Reconciliation to Platform Contribution
(Unaudited)	Three Months Ended
(in millions)	Jun 30, 2022			Sep 30, 2022			Dec 31, 2022			Mar 31, 2023			Jun 30, 2023			Sep 30, 2023			Dec 31, 2023			Mar 31, 2024			Jun 30, 2024
Gross profit (a)	$	15.4		$	14.8		$	17.2		$	17.1		$	20.4		$	12.0		$	(63.5	)	$	1.5		$	(3.6	)
Depreciation and amortization		4.9			4.6			7.2			6.6			6.8			6.8			7.6			6.7			6.5
Stock-based compensation		1.3			1.2			1.2			1.0			1.3			1.2			0.1			0.7			0.7
Other adjustments (b)		0.1			0.1			—			—			—			1.0			0.2			0.2			0.1
Platform Contribution	$	21.6		$	20.6		$	25.6		$	24.7		$	28.6		$	21.1		$	(55.6	)	$	9.1		$	3.7
(a) Gross profit reflects the reclassification of stock-based compensation expense previously included in corporate, general and administrative expenses, which decreased gross profit by $1.3 million during the three months ended June 30, 2022, $1.2 million during the three months ended September 30, 2022, and $1.2 million during the three months ended December 31, 2022.
(b) Other adjustments include incremental costs related to post-Business Combination integration initiatives and other one-time center-level costs. During the three months ended September 30, 2023, December 31, 2023, and March 31, 2024, other adjustments include $1.0 million, $0.2 million and $0.2 million, respectively, of severance costs related to center staff.

 

 

 

The following table calculates the medical expense ratio:

 

 

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(Unaudited)	Three Months Ended June 30,								Six Months Ended June 30,
(in thousands, except ratio)	2024				2023				2024				2023
External provider costs	$	153,115			$	156,995			$	334,056			$	267,668
Medicare and Medicaid risk-based revenue		177,722				185,540				383,877				332,759
Medical Expense Ratio		86.2	%			84.6	%			87.0	%			80.4	%

 

Investor Relations

Roger Ou

SVP of Finance and Investor Relations

[e-mail]

 

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Document And Entity Information	Aug. 09, 2024
Document Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 09, 2024
Entity Registrant Name	CareMax, Inc.
Entity Central Index Key	0001813914
Entity Emerging Growth Company	true
Entity File Number	001-39391
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	85-0992224
Entity Address, Address Line One	1000 NW 57th Court
Entity Address, Address Line Two	Suite 400
Entity Address, City or Town	Miami
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33126
City Area Code	786
Local Phone Number	360-4768
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Ex Transition Period	false
Common Class A [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Trading Symbol	CMAX
Security Exchange Name	NASDAQ
Warrants [Member]
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for 1/30th of one share of Class A common stock
Trading Symbol	CMAXW
Security Exchange Name	NASDAQ

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