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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)  March 24, 2025

___________________________________

 

THE ONCOLOGY INSTITUTE, INC.

(Exact name of registrant as specified in its charter)

___________________________________

 

Delaware   001-39248   84-3562323
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

18000 Studebaker Road, Suite 800, Cerritos, CA   90703
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code:  (562) 735-3226

 

 

(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 communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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

 

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

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common stock, par value $0.0001   TOI   The Nasdaq Stock Market LLC
Redeemable warrants, each whole warrant exercisable for one share of Common stock, each at an exercise price of $11.50 per share   TOIIW   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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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. ☐.

 

Item 2.02. Results of Operations and Financial Condition

 

On March 24, 2025, The Oncology Institute, Inc. (the "Company") issued a press release announcing its financial results for the fourth quarter and fiscal year ended December 31, 2024 and certain other financial information. A copy of the press release is furnished hereto as Exhibit 99.1, which is incorporated by reference herein.

 

The information contained in Item 2.02 of this Current Report and Exhibit 99.1 is being 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 otherwise subject to the liabilities of such section.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) The following exhibits are being filed herewith:

 

Exhibit   Description
99.1  

Press release issued by The Oncology Institute, Inc. on March 24, 2025

104 

  Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 SIGNATURE

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.

Dated:  March 24, 2025 THE ONCOLOGY INSTITUTE, INC.
   
   By: /s/ Robert Carter
   

Robert Carter

Chief Financial Officer

 

 

 

EX-99.1 2 ex99x1.htm PRESS RELEASE

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

The Oncology Institute Reports Fourth Quarter and Full Year 2024 Financial Results and Guidance for 2025

CERRITOS, Calif., March 24, 2025 -- The Oncology Institute, Inc. (NASDAQ: TOI) (“TOI” or the “Company”), one of the largest value-based community oncology groups in the United States, today reported financial results for its fourth quarter and year ended December 31, 2024.

Recent Operational Highlights

Cash flow from operations in Q4 2024 was approximately $4.2 million, due to disciplined working capital management that saw improvements across receivables, inventory, and payables.
Selling, general, and administrative expenses decreased 12% in Q4 2024 as compared to the prior year period, as a result of our ongoing efforts to streamline operations, improve efficiency, and optimize our overhead resourcing.
Entered into a new agreement with our primary drug supplier, improving discounts across the board, including volume based discounts, which optimize our cost positioning as we work towards our revenue growth targets.
Launched six new contracts across the third and fourth quarter totaling over 250,000 lives. Value-based patient services increased sequentially by over 15% from Q3 2024, with further revenue upside anticipated as these contracts mature.
Achieved a record quarter of revenue for the pharmaceutical dispensary revenue, which has continued to see increased attachment to clinic visits overall, including from our retail pharmacy in California, which has now lapped a full year of operation after its introduction in the fourth quarter of 2023. The maturation of this pharmacy will lead to a more normalized level of growth in the dispensary business going forward, which we expect to continue to be a key contributor to TOI's future growth.

 

Fourth Quarter 2024 Financial Highlights

Consolidated revenue of $100 million, an increase of 16.9% compared to the prior year quarter
Gross profit of $15 million, an increase of 1.8% compared to the prior year quarter
Net loss of $13.2 million compared to net loss of $18.8 million for the prior year quarter
Basic and diluted loss per share of $(0.14) and $(0.14), respectively, compared to $(0.21) and $(0.21) for the prior year quarter
Adjusted EBITDA of $(7.8) million compared to $(6.3) million for the prior year quarter
Cash, cash equivalents, and investments of $50 million as of December 31, 2024

Management Commentary

Daniel Virnich, CEO of TOI, commented, “I am very pleased with our performance in the fourth quarter of 2024. We were able to reduce our cash burn and generate positive cash flow from operations for a second consecutive quarter, driven by disciplined working capital management. Additionally, both dispensary and value-based patient services are gaining widespread adoption in the marketplace, as we build around the chassis of our fee-for-service patient services business. As we enter 2025, we will continue to build on our momentum through strong operational management, increased efficiencies, and strategic market expansion.”

 

 

 

Outlook for Fiscal Year 2025

TOI uses Adjusted EBITDA and Free Cash flow, each a non-GAAP metric, as an additional tool to assess its operational and financial performance. See "Financial Information: Non-GAAP Financial Measures" below. In reliance on the unreasonable efforts exception provided under Regulation S-K, TOI is not reasonably able to provide a quantitative reconciliation for forward-looking information of Adjusted EBITDA and Free Cash flow to net (loss) income and net cash provided by operations, respectively, the most directly comparable GAAP financial measures, without unreasonable efforts due to uncertainties regarding taxes, capital expenditures, share-based compensation, goodwill impairment charges, change in fair value of liabilities, unrealized (gains) losses on investments, practice acquisition-related costs, consulting and legal fees, transaction costs and other non-cash items. The variability of these items could have an unpredictable, and potentially significant, impact on TOI’s future GAAP financial results.

2025 Guidance
Revenue $460 to $480 million
Gross Profit $73 to $82 million
Adjusted EBITDA $(8) to $(17) million
Free Cash Flow $(12) to $(21) million

The Company expects Adjusted EBITDA of approximately $(5) to $(6) million in the first quarter of 2025 primarily due to seasonal factors such as new year drug price increases and lower encounter volumes. TOI's achievement of the anticipated results is subject to risks and uncertainties, including those disclosed in its filings with the U.S. Securities and Exchange Commission. The outlook does not take into account the impact of any unanticipated developments in the business or changes in the operating environment, nor does it take into account the impact of TOI's acquisitions, dispositions or financings. TOI's outlook assumes a largely reopened global market, which would be negatively impacted if closures or other restrictive measures persist or are reimplemented.

Fourth Quarter 2024 Results

Consolidated revenue for Q4 2024 was $100 million, an increase of 16.9% compared to Q4 2023, and a 0.4% increase compared to Q3 2024. The increase is driven primarily by our dispensary revenue due to our California based pharmacy, which continues to exceed fill expectations.

Revenue for patient services was $50 million, down 10.6% compared to Q4 2023. The decrease in patient services was due to the loss of a large contract in July 2024. Dispensary revenue increased 72.4% compared to Q4 2023 due to an increase in the number of filled prescriptions and an increase in the average revenue per filled prescription. Clinical trials & other revenue increased by 22.5% compared to Q4 2023 primarily due to an increase in Proposition 56 revenue and TOI Clinical Research revenue.

Gross profit in Q4 2024 was $15 million, an increase of 1.8% compared to Q4 2023. Gross profit is calculated by subtracting direct costs of patient services, dispensary, and clinical trials and other from consolidated revenues.

Selling, general and administrative ("SG&A") expenses in Q4 2024 were $25 million or 24.8% of revenue, compared with $28 million, or 32.7% of revenue, in Q4 2023. The decrease in SG&A is a direct result of our ongoing efforts to streamline operations, improve efficiency, and optimize our overhead resourcing. Through selective outsourcing, planned attrition, and modest downsizing, we have been able to lower operating costs without compromising the quality of care or service we deliver.

Net loss for Q4 2024 was $13.2 million, a decrease of $5.6 million compared to Q4 2023 primarily due to an increase in operating revenue and decrease in SG&A expenses, offset by a decreased change in fair value of derivative liabilities.

Adjusted EBITDA was $(7.8) million, a decrease of $1.6 million compared to Q4 2023, primarily as a result of a decrease in share-based compensation and the change in fair value of derivative liabilities.

Results for the Year Ended December 31, 2024

Consolidated revenue for the year ended December 31, 2024 was $393 million, an increase of 21.3% compared to the prior year, driven by the contribution of our CA based pharmacy.

Revenue for patient services was $205 million, a decrease of 4.0% year-over-year, due to the loss of a contract earlier in 2024, offset by new contracts in the latter half of 2024. Dispensary revenue increased 73.3% compared to the comparable prior year period due to an increase in the average revenue per filled prescription. Clinical trials & other revenue increased by 24.8% compared to the prior year period due to an increase in miscellaneous contract revenue.

 

Gross profit for the year ended December 31, 2024 was $54 million, a decrease of 9.4% year-over-year. The loss in gross profit is largely attributed to the impacts of industry wide compression of margins on Part D medications, related to changes in DIR fee assessment.

SG&A expenses, excluding depreciation and amortization, for year ended December 31, 2024 were $108 million or 27.4% of revenue, compared with $114 million, or 35.1% of revenue, in the prior year. The decrease was primarily due to cost-management efforts to streamline operations and improve efficiency.

Net loss for the year ended December 31, 2024 was $64.7 million, a decrease of $18.4 million compared to the prior year, primarily due to the increase in gross profit and the change in the fair value of the warrant, earnout and conversion option derivative liabilities, offset by the goodwill impairment charge and increased operating expenses.

Adjusted EBITDA was $(35.7) million, a decrease of $9.9 million compared to the prior year, primarily as a result of the change in fair value of the warrant, earnout and conversion option derivative liabilities.

Webcast and Conference Call

TOI will host a conference call on Tuesday, March 25, 2025 at 5:00 p.m. (Eastern Time) to discuss fourth quarter and full year results and management’s outlook for future financial and operational performance.

The conference call can be accessed live over the phone by dialing 1-877-407-0789, or for international callers, 1-201-689-8562. A replay will be available two hours after the call and can be accessed by dialing 1-844-512-2921, or for international callers, 1-412-317-6671. The passcode for the live call and the replay is 13750791. The replay will be available until April 1, 2025.

Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the Investor Relations section of TOI's website at https://investors.theoncologyinstitute.com.

About The Oncology Institute, Inc.

Founded in 2007, TOI and its affiliates are advancing oncology by delivering highly specialized, value-based cancer care in the community setting. TOI offers cutting-edge, evidence-based cancer care to a population of approximately 1.9 million patients including clinical trials, transfusions, and other services traditionally associated with the most advanced care delivery organizations. With approximately 120+ employed clinicians and more than 700 teammates at approximately 70 clinic locations and growing, TOI is changing oncology for the better. For more information visit www.theoncologyinstitute.com.

Forward-Looking Statements

This press release includes certain statements that are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “preliminary,” “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “project,” “predict,” “potential,” “guidance,” “approximately,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding projections, anticipated financial results, estimates and forecasts of revenue and other financial and performance metrics and projections of market opportunity and expectations. These statements are based on various assumptions and on the current expectations of TOI and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by anyone as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of TOI. These forward-looking statements are subject to a number of risks and uncertainties, including the accuracy of the assumptions underlying the 2025 full fiscal year outlook and the Q1 2025 outlook with respect to Adjusted EBITDA discussed herein, the outcome of judicial and administrative proceedings to which TOI may become a party or investigations to which TOI may become or is subject that could interrupt or limit TOI’s operations, result in adverse judgments, settlements or fines and create negative publicity; changes in TOI’s patient or payors' preferences, prospects and the competitive conditions prevailing in the healthcare sector; failure to continue to meet stock exchange listing standards; the impact of COVID-19 on TOI’s business; those factors discussed in the documents of TOI filed, or to be filed, with the SEC, including the Item 1A. "Risk Factors" section of TOI's Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 28, 2024 and any subsequent Quarterly Reports on Form 10-Q or Current Reports on Form 8-K. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that TOI currently is evaluating or does not presently know or that TOI currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect TOI’s plans or forecasts of future events and views as of the date of this press release. TOI anticipates that subsequent events and developments will cause TOI’s assessments to change. TOI does not undertake any obligation to update any of these forward-looking statements. These forward-looking statements should not be relied upon as representing TOI’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.

 

Financial Information; Non-GAAP Financial Measures

Some of the financial information and data contained in this press release, such as Adjusted EBITDA and Free Cash Flow, have not been prepared in accordance with United States generally accepted accounting principles (“GAAP”). TOI’s non-GAAP financial measures may be different from non-GAAP financial measures used by other companies. The presentation of non-GAAP financial measures is not intended to be considered in isolation or as a substitute for, or superior to, financial measures determined in accordance with GAAP. Because of the limitations of non-GAAP financial measures, you should consider the non-GAAP financial measures presented in this press release in conjunction with TOI’s financial statements and the related notes thereto.

TOI believes that the use of Free Cash Flow provides an additional tool to assess the Company's financial performance, evaluate its ability to generate cash from operations, and plan for future investments and obligations. Free Cash Flow is useful in understanding the cash available for strategic initiatives. It also helps in comparing TOI's financial performance with other similar companies, many of which use similar non-GAAP financial measures to provide insights into their cash generation capabilities. However, the principal limitation of Free Cash Flow is that it does not account for certain cash outflows or inflows that are required by GAAP to be recorded in TOI's financial statements, such as mandatory interest payments or certain capital expenditures, which may impact the overall financial health of the Company. TOI defines Free Cash Flow as net cash flow provided by (used in) operations plus cash interest, less capital expenditures.

TOI believes that the use of Adjusted EBITDA provides an additional tool to assess operational and results of our performance, to plan and forecast future periods, and factors and trends in, and in comparing our financial measures with, other similar companies, many of which present similar non-GAAP financial measures to investors. The principal limitation of Adjusted EBITDA is that it excludes significant expenses and income that are required by GAAP to be recorded in TOI's financial statements.

TOI defines Adjusted EBITDA as net (loss) income plus depreciation, amortization, interest, taxes, non-cash items, share-based compensation, goodwill impairment charges, change in fair value of liabilities, unrealized gains or losses on investments and other adjustments to add-back the following: consulting and legal fees related to acquisitions, one-time consulting and legal fees related to certain advisory projects, software implementations and debt or equity financings, severance expense and temporary labor and recruiting charges to build out our corporate infrastructure. A reconciliation of Adjusted EBITDA to net loss, the most comparable GAAP metric, is set forth below.

 

 

Adjusted EBITDA Reconciliation
 
    Three Months Ended December 31,     Change  
(dollars in thousands)   2024     2023     $     %  
Net loss   $ (13,182 )   $ (18,754 )   $ 5,572       (29.7 )%
Depreciation and amortization     1,707       1,577       130       8.2 %
Interest expense, net     1,168       1,941       (773 )     (39.8 )%
Tax payments and penalties           (86 )     86       (100.0 )%
Non-cash addbacks(1)     71       1,876       (1,805 )     (96.2 )%
Share-based compensation     1,289       3,817       (2,528 )     (66.2 )%
Change in fair value of liabilities     (176 )     1,488       (1,664 )     (111.8 )%
Unrealized (gains) losses on investments     (4 )     (206 )     202       N/A  
Practice acquisition-related costs(2)           1       (1 )     (100.0 )%
Post-combination compensation expense(3)     13       487       (474 )     N/A  
Consulting and legal fees(4)     69       55       14       25.5 %
Infrastructure and workforce costs(5)     1,217       1,551       (334 )     (21.5 )%
Transaction costs(6)           1       (1 )     (100.0 )%
Adjusted EBITDA   $ (7,828 )   $ (6,252 )   $ (1,576 )     25.2 %
(1) During the three months ended December 31, 2024, non-cash addbacks were primarily comprised of non-cash rent of $149 and the loss on disposal of fixed assets. During the three months ended December 31, 2023, non-cash addbacks were primarily comprised of net bad debt write-offs of $1,989 and non-cash rent of $83.
(2) Practice acquisition-related costs were comprised of consulting and legal fees incurred to perform due diligence, execute, and integrate acquisitions of various oncology practices.
(3) Deferred consideration payments for practice acquisitions that are contingent upon the seller’s future employment at the Company.
(4) Consulting and legal fees were comprised of a subset of the Company’s total consulting and legal fees, and related to certain non-recurring advisory projects including software implementations during the three months ended December 31, 2024 and 2023.
(5) Infrastructure and workforce costs were comprised primarily of temporary labor of $280 and $148, recruiting expenses to build out corporate infrastructure of $364 and $633, as well as severance expenses resulting from cost rationalization programs of $125 and $81, and lease terminations, settlements, and penalty addbacks of $380 and $672 during the three months ended December 31, 2024 and 2023, respectively.
(6) Transaction costs were comprised of legal and escrow fees associated with one practice acquisition for the three months ended December 31, 2023.

 

Adjusted EBITDA Reconciliation

    Year Ended December 31,     Change  
(dollars in thousands)   2024     2023     $     %  
Net loss   $ (64,663 )   $ (83,068 )   $ 18,405       (22.2 )%
Depreciation and amortization     6,287       5,873       414       7.0 %
Interest expense, net     7,496       6,777       719       10.6 %
Tax payments and penalties     (32 )     (36 )     4       (11.1 )%
Non-cash addbacks(1)     (139 )     2,029       (2,168 )     (106.9 )%
Share-based compensation     11,152       17,548       (6,396 )     (36.4 )%
Goodwill impairment charges           16,867       (16,867 )     N/A  
Change in fair value of liabilities     (3,316 )     (1,395 )     (1,921 )     137.7 %
Unrealized (gains) losses on investments     (133 )     (237 )     104       N/A  
Practice acquisition-related costs(2)           113       (113 )     (100.0 )%
Post-combination compensation expense(3)     374       2,048       (1,674 )     N/A  
Consulting and legal fees(4)     841       1,570       (729 )     (46.4 )%
Infrastructure and workforce costs(5)     6,427       5,965       462       7.7 %
Transaction costs(6)     18       141       (123 )     (87.2 )%
Adjusted EBITDA   $ (35,688 )   $ (25,805 )   $ (9,883 )     38.3 %
(1) During the year ended December 31, 2024, non-cash addbacks were primarily comprised of non-cash rent of $411 and $259 loss on disposal of fixed assets. During the year ended December 31, 2023, non-cash addbacks were primarily comprised of a $2,020 of net bad debt write-off.
(2) Practice acquisition-related costs were comprised of consulting and legal fees incurred to perform due diligence, execute, and integrate acquisitions of various oncology practices.
(3) Deferred consideration payments for practice acquisitions that are contingent upon the seller’s future employment at the Company.
(4) Consulting and legal fees were comprised of a subset of the Company’s total consulting and legal fees during the years ended December 31, 2024 and 2023, and related to certain advisory projects, software implementations, and legal fees for debt financing and predecessor litigation matters.
(5) Infrastructure and workforce costs were primarily comprised of recruiting expenses to build out corporate infrastructure of $1,294 and $2,227, software implementation fees of $120 and $105, severance expenses resulting from cost rationalization programs of $343 and $979, temporary labor of $748 and $1,365, and lease terminations, settlements, and penalty addbacks of $3,921 and $1,289 during the years ended December 31, 2024 and 2023, respectively.
(6) Transaction costs were comprised of consulting and legal fees associated with non-recurring due diligence projects during the year ended December 31, 2024, and related to consulting, legal, administrative and regulatory fees associated with share repurchases and practice acquisitions during the year ended December 31, 2023.

Key Business Metrics
 
    Three Months Ended December 31,     Year Ended December 31,  
    2024     2023     2024     2023  
Clinics (1)     86       83       86       83  
Markets     16       15       16       15  
Lives under value-based contracts (millions)     1.9       1.8       1.9       1.8  
Net income (loss)   $ (13,182 )   $ (18,754 )   $ (64,663 )   $ (83,068 )
Adjusted EBITDA (in thousands)   $ (7,828 )   $ (6,252 )   $ (35,688 )   $ (25,805 )
(1) Includes independent oncology practices to which we provide limited management services, but do not bear the operating costs.
 

Consolidated Balance Sheets (Unaudited)

(in thousands except share data)

    December 31, 2024     December 31, 2023  
Assets                
Current assets:                
Cash and cash equivalents   $ 49,669     $ 33,488  
Marketable securities           49,367  
Accounts receivable, net     48,335       42,360  
Other receivables     346       551  
Inventories     10,039       13,678  
Prepaid expenses and other current assets     4,029       4,049  
Total current assets     112,418       143,493  
Property and equipment, net     11,888       10,883  
Operating right of use assets     25,782       29,169  
Intangible assets, net     14,810       17,904  
Goodwill     7,230       7,230  
Other assets     589       561  
Total assets   $ 172,717     $ 209,240  
Liabilities and stockholders’ equity                
Current liabilities:                
Accounts payable   $ 24,324     $ 14,429  
Current portion of operating lease liabilities     6,798       6,363  
Accrued expenses and other current liabilities     21,093       13,996  
Total current liabilities     52,215       34,788  
Operating lease liabilities     23,223       26,486  
Derivative warrant liabilities     17       636  
Conversion option derivative liabilities     385       3,082  
Long-term debt, net of unamortized debt issuance costs     93,131       86,826  
Other non-current liabilities     125       365  
Deferred income taxes liability     32       32  
Total liabilities     169,128       152,215  
Stockholders’ equity:                
Common Stock, 0.0001 par value, authorized 500,000,000 shares; 77,470,886 shares issued and 75,737,112 shares outstanding at December 31, 2024 and 75,879,025 shares issued and outstanding at December 31, 2023     8       8  
Series A Convertible Preferred Stock, 0.0001 par value, authorized 10,000,000 shares; 165,045 shares issued and outstanding at December 31, 2024 and 2023            
Treasury Stock at cost, 1,733,774 shares at December 31, 2024 and 2023     (1,019 )     (1,019 )
Additional paid-in capital     215,413       204,186  
Accumulated deficit     (210,813 )     (146,150 )
Total stockholders’ equity     3,589       57,025  
Total liabilities and stockholders’ equity   $ 172,717     $ 209,240  

 

 

 

Consolidated Statements of Operations (Unaudited)

(in thousands except share data)

    Three Months Ended December 31,     Year Ended December 31,  
    2024     2023     2024     2023  
Revenue                        
Patient services   $ 50,217     $ 56,171     $ 204,883     $ 213,504  
Dispensary     47,587       27,607       179,916       103,835  
Clinical trials & other     2,463       2,010       8,613       6,900  
Total operating revenue     100,267       85,788       393,412       324,239  
Operating expenses                                
Direct costs – patient services     45,743       48,364       186,880       181,017  
Direct costs – dispensary     39,530       22,743       151,231       83,071  
Direct costs – clinical trials & other     358       302       1,304       578  
Goodwill impairment charges                       16,867  
Selling, general and administrative expense     24,858       28,090       107,828       113,851  
Depreciation and amortization     1,707       1,577       6,287       5,873  
Total operating expenses     112,196       101,076       453,530       401,257  
Loss from operations     (11,929 )     (15,288 )     (60,118 )     (77,018 )
Other non-operating expense (income)                                
Interest expense, net     1,168       1,941       7,496       6,777  
Change in fair value of derivative warrant liabilities     (47 )     344       (619 )     286  
Change in fair value of earnout liabilities           (11 )           (803 )
Change in fair value of conversion option derivative liabilities     (129 )     1,156       (2,697 )     (878 )
Other, net     261       123       365       704  
Total other non-operating loss expense     1,253       3,553       4,545       6,086  
Loss before provision for income taxes     (13,182 )     (18,841 )     (64,663 )     (83,104 )
Income tax benefit           87             36  
Net loss   $ (13,182 )   $ (18,754 )   $ (64,663 )   $ (83,068 )
Net income (loss) per share attributable to common stockholders:                                
Net income (loss) attributable to common stockholders, basic and diluted     (10,821 )     (15,314 )     (53,005 )     (67,877 )
Weighted-average number of shares outstanding, basic and diluted     75,655,231       73,469,101       75,043,678       73,748,660  
Net income (loss) per share attributable to common stockholders, basic and diluted   $ (0.14 )   $ (0.21 )   $ (0.71 )   $ (0.92 )

 

 

 

Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

    Three Months Ended December 31,     Year Ended December 31,  
    2024     2023     2024     2023  
Cash flows from operating activities:                                
Net loss   $ (13,182 )   $ (18,754 )   $ (64,663 )   $ (83,068 )
Adjustments to reconcile net income (loss) to cash and cash equivalents used in operating activities:                                
Depreciation and amortization     1,707       1,577       6,287       5,873  
Amortization of debt issuance costs and debt discount     1,594       1,572       6,305       6,205  
Goodwill impairment charges                       16,867  
Share-based compensation     1,289       4,079       11,152       17,810  
Change in fair value of liability classified warrants     (47 )     344       (619 )     286  
Change in fair value of liability classified earnouts           (11 )           (803 )
Change in fair value of liability classified conversion option derivatives     (129 )     1,156       (2,697 )     (878 )
Unrealized (gain) loss on investments     1       (194 )     (133 )     (249 )
Accretion of discount on investment securities     (1 )     (1,919 )     (500 )     (2,631 )
Deferred taxes           (137 )           (76 )
Bad debt expense           1,989             2,020  
(Gain) loss on disposal of property and equipment     220       (30 )     271       (30 )
Changes in operating assets and liabilities, net of business combinations:                                
Accounts receivable     6,167       4,093       (5,975 )     (4,564 )
Inventories     67       (1,472 )     3,639       (4,385 )
Other receivables     12       (87 )     205       66  
Prepaid expenses     1,184       400       1,176       3,128  
Operating lease right-of-use assets     1,301       1,358       3,387       5,806  
Other assets     (1 )     (1 )     (28 )     (84 )
Accrued expenses and other current liabilities     4,656       2,778       9,471       3,357  
Income taxes payable           (255 )           (255 )
Accounts payable     739       1,096       9,215       5,057  
Current and long-term operating lease liabilities     (1,392 )     (1,415 )     (2,828 )     (5,324 )
Other non-current liabilities     1       (49 )     (203 )     (443 )
Net cash and cash equivalents provided by (used in) operating activities     4,186       (3,882 )     (26,538 )     (36,315 )
Cash flows from investing activities:                                
Purchases of property and equipment     (1,755 )     (861 )     (3,789 )     (4,567 )
Cash paid for practice acquisitions, net           (156 )           (4,456 )
Purchases of marketable securities/investments           88             (9,595 )
Sales of marketable securities/Investments           12,556       50,000       81,258  
Net cash and cash equivalents provided by (used in) investing activities     (1,755 )     11,627       46,211       62,640  
Cash flows from financing activities:                                
Payments made for financing of insurance payments     (154 )     (259 )     (1,156 )     (3,269 )
Payment of deferred consideration liability for acquisition           (1,625 )     (2,372 )     (2,584 )
Principal payments on financing leases     (10 )     (10 )     (39 )     (101 )
Common stock repurchase from related party                       (1,019 )
Common stock issued for options exercised           113       75       126  
Net cash and cash equivalents used in financing activities     (164 )     (1,781 )     (3,492 )     (6,847 )
Net increase in cash and cash equivalents     2,267       5,964       16,181       19,478  
Cash and cash equivalents at beginning of period     47,402       27,524       33,488       14,010  
Cash and cash equivalents at end of period   $ 49,669     $ 33,488     $ 49,669     $ 33,488  

 

Contacts

Media

The Oncology Institute, Inc.

Daniel Virnich, MD

danielvirnich@theoncologyinstitute.com

(562) 735-3226 x 81125

 

Investors

Solebury Strategic Communications

investors@theoncologyinstitute.com