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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) November
10, 2024
RadNet,
Inc.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-33307 |
|
13-3326724 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
1510 Cotner Avenue |
|
|
Los
Angeles, California |
|
90025 |
(Address of Principal Executive Offices) |
|
(Zip Code) |
(310) 478-7808
Registrant’s
Telephone Number, Including Area Code
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
| ☐ | Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
Trading
Symbol(s) |
Name
of each exchange on which registered |
Common
Stock, $0.0001 par value |
RDNT |
NASDAQ |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02 | RESULTS OF OPERATIONS AND FINANCIAL CONDITION |
On November 10, 2024 RadNet,
Inc. (“RadNet”) issued a press release and, on November 11, 2024, held a conference call regarding its 2024 financial results
for the third quarter ended September 30, 2024. A copy of the press release is furnished as Exhibit 99.1 and a copy of the transcript
of the conference call is furnished as Exhibit 99.2 to this Current Report.
The information in this Current
Report, including Exhibit 99.1 and Exhibit 99.2 is being furnished and shall not be deemed “filed” for purposes of Section
18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Current Report,
including Exhibit 99.1 and Exhibit 99.2 shall not be incorporated by reference into any registration statement or other document filed
with the Commission.
| Item 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
(d) Exhibits
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: November 12, 2024 |
RADNET, INC. |
|
|
|
|
|
|
|
|
|
By: |
/s/ Mark D.
Stolper |
|
|
Name: | Mark D. Stolper |
|
|
Title: |
Chief Financial Officer |
|
EXHIBIT INDEX
Exhibit 99.1
FOR IMMEDIATE RELEASE
RadNet Reports Third Quarter Financial Results with Record Quarterly
Revenue and Adjusted EBITDA(1) and Revises Upwards 2024 Financial Guidance Ranges
| · | Total
Company Revenue increased 14.7% to $461.1 million in the third quarter of 2024 from $402.0 million in the third quarter of 2023; Revenue
from the Digital Health reportable segment (inclusive of intersegment revenue) increased 34.3% to $16.4 million in the third quarter
of 2024 from $12.2 million in the third quarter of 2023 |
| · | Digital
Health Revenue growth resulted in part from a $2.2 million (or 75.8%) increase in AI Revenue, which climbed to $5.1 million during the
third quarter of 2024 from $2.9 million in the third quarter of 2023 |
| · | Total
Company Adjusted EBITDA(1) was $73.7 million in the third quarter of 2024 as compared
with $57.9 million in the third quarter of 2023, an increase of 27.2%; Digital
Health reportable segment Adjusted EBITDA(1) increased 41.7% to $3.3 million in the third quarter of 2024 from $2.3 million
in the third quarter of 2023 |
| · | Total
Company Adjusted EBITDA(1) margins increased by 156 bps to 16.0% in the third quarter of 2024 as compared with 14.4% in the
third quarter of 2023 |
| · | Adjusting
for unusual or one-time items in the quarter, Adjusted Diluted Earnings Per Share(3) was $0.18 for the third quarter of 2024;
This compares with Adjusted Earnings Per Share(3) of $0.13 for the third quarter of 2023 |
| · | Aggregate
procedural volumes in the third quarter of 2024 increased 9.0% and same-center procedural volumes increased 5.5% compared with the third
quarter of 2023 |
| · | As
of September 30, 2024, we had a cash balance of $748.9 million and Net Debt to Adjusted EBITDA(1) ratio of below 1.0x |
| · | On
pace for the commercial launch of DeepHealth OS on December 1st at the Radiological Society of North America (RSNA) conference |
| · | RadNet
revises full-year 2024 guidance levels to increase Revenue, Adjusted EBITDA(1) and Free Cash Flow(2) ranges |
LOS ANGELES, California, November 10, 2024
– RadNet, Inc. (NASDAQ: RDNT), a national leader in providing high-quality, cost-effective, fixed-site
outpatient diagnostic imaging services through a network of 399 owned and operated outpatient imaging centers, today reported financial
results for its third quarter of 2024.
Dr. Howard Berger, President and Chief Executive
Officer of RadNet, commented, “We continue to demonstrate strong growth and record results in each of our Imaging Center and Digital
Health reportable operating segments. Total Company Revenue grew 14.7% as compared with last year’s third quarter to a record $461.1
million. The Digital Health segment Revenue of $16.4 million increased 34.3% from last year’s same quarter. The strong growth in
Digital Health was, in part, driven by the AI businesses, whose Revenue increased 75.8% as compared with last year’s third quarter,
mainly from the continuing success of the rollout of the Enhanced Breast Cancer Detection (EBCD) DeepHealth AI-powered screening mammography
program.”
“Despite continued inflation in staffing
costs, improved reimbursement from commercial and capitated payors, strong demand for advanced imaging modalities, the growth of the Digital
Health businesses and effective cost controls resulted in an increase to Adjusted EBITDA(1) margins. Total Company Adjusted
EBITDA(1) margin of 16.0% during this third quarter increased by 156 basis points over last year’s third quarter.”
added Dr. Berger.
“Given the positive trends we continue to
experience in virtually all aspects of our business and the strong financial performance of the third quarter, we are revising upwards
certain guidance levels in anticipation of financial results that we believe will exceed both our original expectations and the adjustments
we made to the guidance ranges upon releasing our first and second quarter 2024 results. We have increased 2024 guidance ranges for Revenue,
Adjusted EBITDA(1) and Free Cash Flow(2),” added Dr. Berger.
Dr. Berger continued, “In response to continued
high demand for our services and notable patient backlogs in many of RadNet’s local markets, we continue to expand capacity through
the development and construction of new imaging centers. Since the start of the year, we have opened five new centers, and we anticipate
opening an additional three centers before year end. Furthermore, we have 15 centers in various stages of construction and development
which we intend to open during 2025.”
“We remain on pace for the commercial launch
of DeepHealth OS at the RSNA convention this year taking place December 1st through 4th in Chicago. At our DeepHealth
booth, we will be demonstrating the capabilities of the DeepHealth OS integrated end-to-end workflow solutions as well as our clinical
AI tools. Last week, we announced our first customer for the DeepHealth OS software platform, and we are eager to introduce our DeepHealth
solutions to prospective customers and partners at the convention, explained Dr. Berger.
“RadNet’s balance sheet continues
to strengthen as our focus remains on driving same-center revenue performance and effective cost management. At quarter end, we had a
cash balance of $748.9 million, and our leverage ratio of Net Debt to Adjusted EBITDA(1) was at a record low, slightly below
1.0,” concluded Dr. Berger.
Third Quarter Financial Results
For the third quarter of 2024, RadNet reported
Total Company Revenue of $461.1 million and Adjusted EBITDA(1) of $73.7 million. Revenue increased $59.2 million (or 14.7%)
and Adjusted EBITDA(1) increased $15.7 million (or 27.2%) as compared with the third quarter of 2023.
For the third quarter of 2024, RadNet reported
Digital Health Revenue (inclusive of intersegment revenue) of $16.4 million and Adjusted EBITDA(1) of $3.2 million. Revenue
increased $4.2 million (or 34.3%) and Adjusted EBITDA(1) increased $950,000 (or 41.7%) as compared with the third quarter of
2023. Digital Health Revenue and Adjusted EBITDA(1) growth was due in part from a $2.2 million (or 75.8%) increase in AI Revenue,
which climbed to $5.1 million during the third quarter of 2024.
Unadjusted for unusual or one-time items impacting
the third quarter, Total Company Net Income for the third quarter of 2024 was $3.2 million as compared with a Total Company Net Income
of $17.5 million for the third quarter of 2023. Fully diluted Net Income Per Share for the third quarter of
2024 was $0.04, compared with a fully diluted Net Income per share of $0.25 in the third quarter of 2023, based upon a weighted average
number of diluted shares outstanding of 75.2 million shares in 2024 and 68.8 million shares in 2023.
There were a number
of unusual or one-time items impacting the third quarter including: $8.1 million of non-cash loss from interest rate swaps; $304,000
in severance expense related to cost-savings initiatives; $1.3 million expense related to leases for de novo facilities under construction
that have yet to open their operations; $3.3 million of non-capitalized research and development expenses related to the DeepHealth Cloud
OS and generative AI; $417,000 of acquisition transaction costs; and $147,000 loss in conjunction with extinguishment of debt and related
expenses. Adjusting for the above items, Total Company Adjusted Earnings(3) was $13.3 million and diluted Adjusted Earnings
Per Share(3) was $0.18 during the third quarter of 2024. This compares with Total Company Adjusted Earnings(3) of
$8.8 million and diluted Adjusted Earnings Per Share(3) of $0.13 during the third quarter of 2023.
For the third quarter of 2024, as compared with
the prior year’s third quarter, MRI volume increased 14.6%, CT volume increased 15.5% and PET/CT volume increased 23.8%. Overall
volume, taking into account routine imaging exams, inclusive of x-ray, ultrasound, mammography and other exams, increased 9.0% over the
prior year’s third quarter. On a same-center basis, including only those centers which were part of RadNet for both the third quarters
of 2024 and 2023, MRI volume increased 9.9%, CT volume increased 9.8% and PET/CT volume increased 16.8%. Overall same-center volume, taking
into account routine imaging exams, inclusive of x-ray, ultrasound, mammography and other exams, increased 5.5% over the prior year’s
same quarter
Nine Month Financial Results
For the first nine months of 2024, RadNet reported
Total Company Revenue of $1,352.6 million and Adjusted EBITDA(1) of $204.5 million. Revenue increased $156.3 million (or 13.1%)
and Adjusted EBITDA(1) increased $37.9 million (or 22.8%) as compared with the first nine months of 2023.
For the first nine months of 2024, RadNet reported
Digital Health Revenue (inclusive of intersegment revenue) of $46.9 million and Adjusted EBITDA(1) of $10.0 million. Revenue
increased $12.0 million (or 34.4%) and Adjusted EBITDA(1) increased $6.3 million (or 171.6%) as compared with the first nine
months of 2023. Digital Health Revenue and Adjusted EBITDA(1) growth was due in part to a $8.0 million (or 107.8%) increase
in AI Revenue, which climbed to $15.4 million during the nine month period of 2024.
Unadjusted for one-time or unusual items, Total
Company Net Loss for the first nine months of 2024 was $2.6 million as compared with a Total Company Net Income of $4.9 million for the
first nine months of 2023. Fully diluted Net Loss Per Share for the nine month period of 2024 was $(0.04),
compared with a Net Income per share of $0.08 in the nine month period of 2023, based upon a weighted average number of diluted shares
outstanding of 72.6 million shares in 2024 and 63.2 million shares in 2023.
2024 Guidance Update
RadNet amends its previously announced guidance
levels as follows:
Imaging Center Segment
| |
| |
| |
| |
|
| |
Original Guidance
Range | |
Revised Guidance
Range After
Q1 Results | |
Revised Guidance
Range After
Q2 Results | |
Revised Guidance
Range After
Q3 Results |
Total Net Revenue | |
$1,650 - $1,700 million | |
$1,675 - $1,725 million | |
$1,685 - $1,735 million | |
$1,710 - $1,760 million |
Adjusted EBITDA(1) | |
$250 - $260 million | |
$255 - $265 million | |
$257 - $267 million | |
$262 - $270 million |
Capital Expenditures(a) | |
$125 - $135 million | |
$130 - $140 million | |
$135 - $145 million | |
$145 - $155 million |
Cash Interest Expense(b) | |
$40 - $45 million | |
$37 - $42 million | |
$32 - $37 million | |
$25 - $30 million |
Free Cash Flow (2) | |
$65 - $75 million | |
$68 - $78 million | |
$72 - $80 million | |
$83 - $93 million |
| (a) | Net of proceeds from the sale of equipment, imaging centers and
joint venture interests and New Jersey Imaging Network capital expenditures. |
| (b) | Includes payments to and from counterparties on interest rate
swaps and nets interest income from our cash balance as recorded in Other Income. |
Digital Health Segment
| |
Original Guidance
Range | |
Revised Guidance
Range After
Q1 Results | |
Revised Guidance
Range After
Q2 Results | |
Revised Guidance
Range After
Q3 Results |
| |
| |
| |
| |
|
Total Net Revenue (inclusive of intersegment revenue) | |
$60 - $70 million | |
$60 - $70 million | |
$60 - $70 million | |
$60 - $70 million |
| |
| |
| |
| |
|
Adjusted EBITDA(1) Before Non-Capitalized R&D - DeepHealth Cloud OS & Generative AI | |
$12 - $14 million | |
$13 - $15 million | |
$13 - $15 million | |
$13 - $15 million |
| |
| |
| |
| |
|
Non-Capitalized R&D - DeepHealth Cloud OS & Generative AI | |
$11 - $13 million | |
$12 - $14 million | |
$12 - $14 million | |
$13 - $15 million |
| |
| |
| |
| |
|
Capital Expenditures(i) | |
$3 - $5 million | |
$3 - $5 million | |
$3 - $5 million | |
$3 - $5 million |
| |
| |
| |
| |
|
Free Cash Flow(2) Before Non-Capitalized R&D - DeepHealth Cloud OS & Generative AI | |
$8 - $10 million | |
$8 - $10 million | |
$8 - $10 million | |
$8 - $10 million |
| |
| |
| |
| |
|
Free Cash Flow(2) After Non-Capitalized R&D - DeepHealth Cloud OS & Generative AI | |
$(2) - $(5) million | |
$(2) - $(5) million | |
$(2) - $(5) million | |
$(2) - $(5) million |
| (i) | Excludes a $9 million purchase of software code and other intellectual
property from a vender. |
“Based upon
the consistent outperformance of the first three quarters of this year relative to our projections, we have increased guidance ranges
of our core Imaging Center reporting segment for Revenue and Adjusted EBITDA(1).
Furthermore, despite increasing the Capital Expenditures guidance range by $10 million, we are expecting Free Cash Flow(2)
to be higher for the year. This is the result of the projected increase in Adjusted EBITDA(1) and lower Cash Interest Expense.
With respect to the Digital Health reportable segment, we remain on track to meet our original guidance levels for Revenue, Adjusted
EBITDA(1) and Free Cash Flow(2).”
Conference Call for Tomorrow
Dr. Howard Berger, President and Chief Executive
Officer, and Mark Stolper, Executive Vice President and Chief Financial Officer, will host a conference call to discuss its third quarter
2024 results on Monday, November 11th, 2024 at 7:30 a.m. Pacific Time (10:30 a.m. Eastern Time).
Conference Call Details:
Date: Monday, November 11, 2024
Time: 10:30 a.m. Eastern Time
Dial In-Number: 844-826-3035
International Dial-In Number: 412-317-5195
It is recommended
that participants dial in approximately 5 minutes prior to the start of the 10:30 a.m. call. There will also be simultaneous and archived
webcasts available at https://viavid.webcasts.com/starthere.jsp?ei=1691984&tp_key=8cbf05cc88
or http://www.radnet.com under the “Investors” menu section and “News Releases”
sub-menu of the website. An archived replay of the call will also be available and can be accessed by dialing 844-512-2921 from the U.S.,
or 412-317-6671 for international callers, and using the passcode 10193306.
About RadNet, Inc.
RadNet, Inc., is the leading national provider
of freestanding, fixed-site diagnostic imaging services and related information technology solutions (including artificial intelligence)
in the United States based on the number of locations and annual imaging revenue. RadNet has a network of 399 owned and/or operated outpatient
imaging centers. RadNet’s markets include Arizona, California, Delaware, Florida, Maryland, New Jersey, New York and Texas. In addition,
RadNet provides radiology information technology and artificial intelligence solutions marketed under the DeepHealth brand and other related
products and services to customers in the diagnostic imaging industry. Together with affiliated radiologists, and inclusive of full-time
and per diem employees and technologists, RadNet has a total of over 10,000 employees. For more information, visit http://www.radnet.com.
Forward Looking Statements
This press release contains “forward-looking
statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking
statements are expressions of our current beliefs, expectations and assumptions regarding the future of our business, future plans and
strategies, projections, and anticipated future conditions, events and trends. Forward-looking statements can generally be identified
by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,”
“project,” “estimate,” “expect,” “strategy,” “future,” “likely,”
“may,” “should,” “will” and similar references to future periods. Forward-looking statements in this
press release include, among others, statements about our anticipated business results, balance sheet and liquidity and our future liquidity,
burn rate and our continuing ability to service or refinance our current indebtedness.
Forward-looking statements are neither historical
facts nor assurances of future performance. Because forward-looking statements relate to the future, they are inherently subject to uncertainties,
risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and
financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not place undue
reliance on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to
differ materially from those indicated in the forward-looking statements include, among others, the following:
| · | the
availability and terms of capital to fund our business; |
| · | our
ability to service our indebtedness, make principal and interest payments as those payments become due and remain in compliance with
applicable debt covenants, in addition to our ability to refinance such indebtedness on acceptable terms; |
| · | changes
in general economic conditions nationally and regionally in the markets in which we operate; |
| · | the
availability and terms of capital to fund the expansion of our business and improvements to our existing facilities; |
| · | our
ability to maintain our current credit rating and the impact on our funding costs and competitive position if we do not do so; |
| · | our ability to acquire, develop, implement
and monetize technology, digital health initiatives, artificial intelligence algorithms and applications; |
| · | volatility
in interest and exchange rates, or credit markets; |
| · | the
adequacy of our cash flow and earnings to fund our current and future operations; |
| · | changes
in service mix, revenue mix and procedure volumes; |
| · | delays
in receiving payments for services provided; |
| · | increased
bankruptcies among our partner physicians or joint venture partners; |
| · | the
impact of the political environment and related developments on the current healthcare marketplace and on our business, including with
respect to the future of the Affordable Care Act; |
| · | the
extent to which the ongoing implementation of healthcare reform, or changes in or new legislation, regulations or guidance, enforcement
thereof by federal and state regulators or related litigation result in a reduction in coverage or reimbursement rates for our services,
or other material impacts to our business; |
| · | closures
or slowdowns and changes in labor costs and labor difficulties, including stoppages affecting either our operations or our suppliers'
abilities to deliver supplies needed in our facilities; |
| · | the
occurrence of hostilities, political instability or catastrophic events; |
| · | the
emergence or reemergence of and effects related to future pandemics, epidemics and infectious diseases; and |
| · | noncompliance
by us with any privacy or security laws or any cybersecurity incident or other security breach by us or a third party involving the misappropriation,
loss or other unauthorized use or disclosure of confidential information. |
Any forward-looking statement contained in this
current report is based on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation
to publicly update any forward-looking statement, whether written or oral, that we may make from time to time, whether as a result of
changed circumstances, new information, future developments or otherwise, except as required by applicable law.
Regulation G: GAAP and Non-GAAP Financial
Information
This release contains certain financial information
not reported in accordance with GAAP. The Company uses both GAAP and non-GAAP metrics to measure its financial results. The Company believes
that, in addition to GAAP metrics, these non-GAAP metrics assist the Company in measuring its cash-based performance. The Company believes
this information is useful to investors and other interested parties because it removes unusual and nonrecurring charges that occur in
the affected period and provides a basis for measuring the Company's financial condition against other quarters. Such information should
not be considered as a substitute for any measures calculated in accordance with GAAP, and may not be comparable to other similarly titled
measures of other companies. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial
information prepared in accordance with GAAP. Reconciliation of this information to the most comparable GAAP measures is included in this
release in the tables which follow.
CONTACTS:
RadNet, Inc.
Mark Stolper, 310-445-2800
Executive Vice President and Chief Financial
Officer
RADNET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS EXCEPT SHARE AND PER SHARE DATA)
| |
September 30, 2024 | | |
December 31, 2023 | |
| |
(unaudited) | | |
| |
ASSETS | |
| | | |
| | |
CURRENT ASSETS | |
| | | |
| | |
Cash and Cash equivalents | |
$ | 748,916 | | |
$ | 342,570 | |
Accounts receivable | |
| 199,076 | | |
| 163,707 | |
Due from affiliates | |
| 30,210 | | |
| 25,342 | |
Prepaid expenses and other current assets | |
| 38,051 | | |
| 47,657 | |
Total current assets | |
| 1,016,253 | | |
| 579,276 | |
PROPERTY, EQUIPMENT AND RIGHT-OF-USE ASSETS | |
| | | |
| | |
Property and equipment, net | |
| 663,867 | | |
| 604,401 | |
Operating lease right-of-use assets | |
| 646,750 | | |
| 596,032 | |
Total property, plant, equipment and right-of-use assets | |
| 1,310,617 | | |
| 1,200,433 | |
OTHER ASSETS | |
| | | |
| | |
Goodwill | |
| 711,841 | | |
| 679,463 | |
Other intangible assets | |
| 84,441 | | |
| 90,615 | |
Deferred financing costs | |
| 2,416 | | |
| 1,643 | |
Investment in joint ventures | |
| 104,514 | | |
| 92,710 | |
Deposits and other | |
| 45,260 | | |
| 46,333 | |
Total Assets | |
$ | 3,275,342 | | |
$ | 2,690,473 | |
| |
| | | |
| | |
LIABILITIES AND EQUITY | |
| | | |
| | |
CURRENT LIABILITIES | |
| | | |
| | |
Accounts payable, accrued expenses and other | |
$ | 338,737 | | |
$ | 342,940 | |
Due to affiliates | |
| 44,872 | | |
| 15,910 | |
Deferred revenue | |
| 4,392 | | |
| 4,647 | |
Current operating lease liability | |
| 58,751 | | |
| 55,981 | |
Current portion of notes payable | |
| 23,378 | | |
| 17,974 | |
Total current liabilities | |
| 470,130 | | |
| 437,452 | |
LONG-TERM LIABILITIES | |
| | | |
| | |
Long-term operating lease liability | |
| 658,434 | | |
| 605,097 | |
Notes payable, net of current portion | |
| 996,272 | | |
| 812,068 | |
Deferred tax liability, net | |
| 20,795 | | |
| 15,776 | |
Other non-current liabilities | |
| 10,077 | | |
| 6,721 | |
Total liabilities | |
| 2,155,708 | | |
| 1,877,114 | |
EQUITY | |
| | | |
| | |
RadNet, Inc. stockholders' equity: | |
| | | |
| | |
Common stock - $0.0001 value, 200,000,000 shares authorized; 73,976,284 and 67,956,318 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively | |
| 7 | | |
| 7 | |
Additional paid-in-capital | |
| 979,279 | | |
| 722,750 | |
Accumulated other comprehensive loss | |
| (1,843 | ) | |
| (12,484 | ) |
Accumulated deficit | |
| (82,130 | ) | |
| (79,578 | ) |
Total RadNet, Inc.'s Stockholders' equity: | |
| 895,313 | | |
| 630,695 | |
Noncontrolling interests | |
| 224,321 | | |
| 182,664 | |
Total Equity | |
| 1,119,634 | | |
| 813,359 | |
Total liabilities and equity | |
$ | 3,275,342 | | |
$ | 2,690,473 | |
RADNET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(IN THOUSANDS EXCEPT FOR SHARE AND PER SHARE DATA)
(unaudited)
| |
Three Months Ended September 30, | | |
Nine Months Ended September 30, | |
| |
2024 | | |
2023 | | |
2024 | | |
2023 | |
| |
| | |
| | |
| | |
| |
REVENUE | |
| | | |
| | | |
| | | |
| | |
Service fee revenue | |
$ | 427,579 | | |
$ | 361,927 | | |
$ | 1,247,513 | | |
$ | 1,078,265 | |
Revenue under capitation arrangements | |
| 33,563 | | |
| 40,041 | | |
| 105,050 | | |
| 117,982 | |
Total service revenue | |
| 461,142 | | |
| 401,968 | | |
| 1,352,563 | | |
| 1,196,247 | |
OPERATING EXPENSES | |
| | | |
| | | |
| | | |
| | |
Cost of operations, excluding depreciation and amortization | |
| 391,800 | | |
| 341,635 | | |
| 1,169,113 | | |
| 1,038,647 | |
Depreciation and amortization | |
| 34,979 | | |
| 32,210 | | |
| 101,822 | | |
| 95,705 | |
Loss (gain) on sale and disposal of equipment and other | |
| 148 | | |
| 527 | | |
| 735 | | |
| 1,183 | |
Loss (gain) on contribution of imaging centers into joint venture | |
| – | | |
| (16,808 | ) | |
| – | | |
| (16,808 | ) |
Severance costs | |
| 304 | | |
| 1,153 | | |
| 797 | | |
| 3,157 | |
Total operating expenses | |
| 427,231 | | |
| 358,717 | | |
| 1,272,467 | | |
| 1,121,884 | |
INCOME (LOSS) FROM OPERATIONS | |
| 33,911 | | |
| 43,251 | | |
| 80,096 | | |
| 74,363 | |
OTHER INCOME AND EXPENSES | |
| | | |
| | | |
| | | |
| | |
Interest expense | |
| 19,427 | | |
| 16,115 | | |
| 61,776 | | |
| 47,876 | |
Equity in earnings of joint ventures | |
| (3,595 | ) | |
| (1,084 | ) | |
| (11,308 | ) | |
| (3,935 | ) |
Non-cash change in fair value of interest rate hedge | |
| 6,755 | | |
| 1,015 | | |
| 7,429 | | |
| 949 | |
Debt restructuring and extinguishment expenses | |
| 147 | | |
| – | | |
| 8,909 | | |
| – | |
Other expenses (income) | |
| (5,414 | ) | |
| (4,081 | ) | |
| (16,248 | ) | |
| (2,609 | ) |
Total other (income) expenses | |
| 17,320 | | |
| 11,965 | | |
| 50,558 | | |
| 42,281 | |
INCOME (LOSS) BEFORE INCOME TAXES | |
| 16,591 | | |
| 31,286 | | |
| 29,538 | | |
| 32,082 | |
Provision for income taxes | |
| (4,335 | ) | |
| (7,220 | ) | |
| (4,927 | ) | |
| (7,741 | ) |
NET INCOME (LOSS) | |
| 12,256 | | |
| 24,066 | | |
| 24,611 | | |
| 24,341 | |
Net income (loss) attributable to noncontrolling interests | |
| 9,047 | | |
| 6,526 | | |
| 27,163 | | |
| 19,437 | |
NET INCOME (LOSS) ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS | |
$ | 3,209 | | |
$ | 17,540 | | |
$ | (2,552 | ) | |
$ | 4,904 | |
| |
| | | |
| | | |
| | | |
| | |
BASIC NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS | |
$ | 0.04 | | |
$ | 0.26 | | |
$ | (0.04 | ) | |
$ | 0.08 | |
| |
| | | |
| | | |
| | | |
| | |
DILUTED NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS | |
$ | 0.04 | | |
$ | 0.25 | | |
$ | (0.04 | ) | |
$ | 0.08 | |
WEIGHTED AVERAGE SHARES OUTSTANDING | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 73,494,709 | | |
| 67,793,404 | | |
| 72,587,321 | | |
| 62,113,707 | |
Diluted | |
| 75,165,435 | | |
| 68,809,818 | | |
| 72,587,321 | | |
| 63,221,251 | |
RADNET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASHFLOWS
(IN THOUSANDS)
(unaudited)
| |
Nine Months Ended September 30, | |
| |
2024 | | |
2023 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |
| | | |
| | |
Net income (loss) | |
$ | 24,611 | | |
$ | 24,341 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |
| | | |
| | |
Depreciation and amortization | |
| 101,822 | | |
| 95,705 | |
Amortization of operating lease assets | |
| 45,516 | | |
| 47,542 | |
Equity in earnings of joint ventures | |
| (10,308 | ) | |
| 5,012 | |
Amortization deferred financing costs and loan discount | |
| 2,336 | | |
| 2,240 | |
Loss (Gain) on sale and disposal of equipment | |
| 735 | | |
| 1,183 | |
Loss on extinguishment of debt | |
| 2,080 | | |
| – | |
Gain on contribution of imaging centers into joint venture | |
| – | | |
| (16,808 | ) |
Amortization of cash flow hedge | |
| 8,242 | | |
| 2,765 | |
Non-cash change in fair value of interest rate hedge | |
| 7,429 | | |
| 949 | |
Stock-based compensation | |
| 21,368 | | |
| 21,380 | |
Loss on impairment | |
| 1,200 | | |
| 3,949 | |
Change in fair value of contingent consideration | |
| 1,974 | | |
| (4,112 | ) |
Changes in operating assets and liabilities, net of assets acquired and liabilities assumed in purchase transactions: | |
| | | |
| | |
Accounts receivable | |
| (35,369 | ) | |
| (1,379 | ) |
Other current assets | |
| 4,738 | | |
| 5,754 | |
Other assets | |
| (7,388 | ) | |
| (16,641 | ) |
Deferred taxes | |
| 4,834 | | |
| 7,389 | |
Operating lease liability | |
| (40,497 | ) | |
| (43,390 | ) |
Deferred revenue | |
| (255 | ) | |
| 1,155 | |
Accounts payable, accrued expenses and other | |
| 57,426 | | |
| (5,091 | ) |
Net cash provided by operating activities | |
| 190,494 | | |
| 131,943 | |
CASH FLOWS FROM INVESTING ACTIVITIES | |
| | | |
| | |
Purchase of imaging facilities and other acquisitions | |
| (37,748 | ) | |
| (10,915 | ) |
Purchase of property and equipment and other | |
| (145,164 | ) | |
| (136,537 | ) |
Proceeds from sale of equipment | |
| 151 | | |
| 82 | |
Equity contributions in existing and purchase of interest in joint ventures | |
| (1,496 | ) | |
| (5,453 | ) |
Net cash used in investing activities | |
| (184,257 | ) | |
| (152,823 | ) |
CASH FLOWS FROM FINANCING ACTIVITIES | |
| | | |
| | |
Principal payments on notes and leases payable | |
| (4,296 | ) | |
| (1,929 | ) |
Payments on Term Loan Debt | |
| (688,375 | ) | |
| (11,062 | ) |
Proceeds from issuance of new debt, net of issuing costs | |
| 863,815 | | |
| – | |
Contribution from noncontrolling interests | |
| 7,569 | | |
| – | |
Payments on contingent consideration | |
| (3,614 | ) | |
| (3,390 | ) |
Distributions paid to noncontrolling interests | |
| (2,423 | ) | |
| (3,523 | ) |
Proceeds from sale of economic interests in majority owned subsidiary, net of taxes | |
| 8,641 | | |
| 5,102 | |
Proceeds from issuance of common stock | |
| 218,385 | | |
| 245,831 | |
Proceeds from issuance of common stock upon exercise of options | |
| 367 | | |
| 72 | |
Net cash provided by financing activities | |
| 400,069 | | |
| 231,101 | |
EFFECT OF EXCHANGE RATE CHANGES ON CASH | |
| 40 | | |
| (171 | ) |
NET DECREASE IN CASH AND CASH EQUIVALENTS | |
| 406,346 | | |
| 210,050 | |
CASH AND CASH EQUIVALENTS, beginning of period | |
| 342,570 | | |
| 127,834 | |
CASH AND CASH EQUIVALENTS, end of period | |
| 748,916 | | |
| 337,884 | |
| |
| | | |
| | |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | |
| | | |
| | |
Cash paid during the period for interest | |
$ | 51,520 | | |
$ | 59,421 | |
Cash paid during the period for income taxes | |
$ | 2,202 | | |
$ | 225 | |
RADNET, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP NET INCOME ATTRIBUTABLE TO RADNET, INC. COMMON SHAREHOLDERS TO ADJUSTED EBITDA
(IN THOUSANDS)
| |
Three Months Ended September 30, | | |
Nine Months Ended September 30, | |
| |
2024 | | |
2023 | | |
2024 | | |
2023 | |
| |
| | |
| | |
| | |
| |
Net income (loss) attributable to Radnet, Inc. common stockholders | |
$ | 3,209 | | |
$ | 17,540 | | |
$ | (2,552 | ) | |
$ | 4,904 | |
Income taxes | |
| 4,335 | | |
| 7,220 | | |
| 4,927 | | |
| 7,741 | |
Interest expense | |
| 19,427 | | |
| 16,115 | | |
| 61,776 | | |
| 47,876 | |
Severance costs | |
| 304 | | |
| 1,153 | | |
| 797 | | |
| 3,157 | |
Depreciation and amortization | |
| 34,979 | | |
| 32,210 | | |
| 101,822 | | |
| 95,705 | |
Non-cash employee stock-based compensation | |
| 4,723 | | |
| 4,325 | | |
| 21,369 | | |
| 21,381 | |
Loss (gain) on sale and disposal of equipment and other | |
| 148 | | |
| 527 | | |
| 735 | | |
| 1,183 | |
Non-cash change in fair value of interest rate hedge | |
| 6,755 | | |
| 1,015 | | |
| 7,429 | | |
| 949 | |
Other expenses (income) | |
| (5,414 | ) | |
| (4,081 | ) | |
| (16,248 | ) | |
| (2,609 | ) |
Non-Capitalized R&D - DeepHealth Cloud OS & Generative AI | |
| 3,345 | | |
| – | | |
| 9,977 | | |
| – | |
Loss (gain) on contribution of imaging centers into joint venture | |
| – | | |
| (16,808 | ) | |
| – | | |
| (16,808 | ) |
Loss (gain) on extinguishment of debt and related expenses | |
| 147 | | |
| – | | |
| 8,909 | | |
| – | |
Non-cash change to contingent consideration | |
| – | | |
| (6,276 | ) | |
| 1,974 | | |
| (3,646 | ) |
Acquisition related non-cash intangible adjustment | |
| – | | |
| 3,950 | | |
| – | | |
| 3,950 | |
Non-operational rent expenses | |
| 1,287 | | |
| 1,030 | | |
| 3,119 | | |
| 2,748 | |
Acquisition transaction costs | |
| 417 | | |
| – | | |
| 417 | | |
| – | |
| |
| | | |
| | | |
| | | |
| | |
Adjusted EBITDA Including EBITDA from Digital Health | |
$ | 73,662 | | |
$ | 57,920 | | |
$ | 204,451 | | |
$ | 166,531 | |
| |
| | | |
| | | |
| | | |
| | |
EBITDA from Digital Health | |
| 3,229 | | |
| 2,279 | | |
| 10,018 | | |
| 3,689 | |
| |
| | | |
| | | |
| | | |
| | |
Adjusted EBITDA excluding EBITDA from Digital Health | |
$ | 70,433 | | |
$ | 55,641 | | |
$ | 194,433 | | |
$ | 162,842 | |
PAYMENTS BY PAYOR CLASS
| |
Third Quarter | |
| |
2024 | |
| |
| |
Commercial Insurance | |
| 57.7% | |
Medicare | |
| 22.3% | |
Capitation | |
| 7.3% | |
Medicaid | |
| 2.4% | |
Workers Compensation/Personal Injury | |
| 2.2% | |
Other* | |
| 8.2% | |
Total | |
| 100.0% | |
| |
| | |
* Includes management fee, teleradiology and Digital Health financial reporting unit revenue. | | |
PAYMENTS BY MODALITY
| |
Third Quarter | | |
Full Year | | |
Full Year | | |
Full Year | |
| |
2024 | | |
2023 | | |
2022 | | |
2021 | |
| |
| | |
| | |
| | |
| |
MRI | |
| 37.1% | | |
| 36.8% | | |
| 36.8% | | |
| 36.0% | |
CT | |
| 16.0% | | |
| 16.8% | | |
| 17.5% | | |
| 17.2% | |
PET/CT | |
| 7.1% | | |
| 6.4% | | |
| 5.8% | | |
| 5.5% | |
X-ray | |
| 6.1% | | |
| 6.5% | | |
| 6.7% | | |
| 3.9% | |
Ultrasound | |
| 13.7% | | |
| 12.9% | | |
| 12.6% | | |
| 12.7% | |
Mammography | |
| 16.2% | | |
| 16.0% | | |
| 15.3% | | |
| 16.1% | |
Nuclear Medicine | |
| 1.0% | | |
| 0.8% | | |
| 0.9% | | |
| 1.0% | |
Other | |
| 2.7% | | |
| 3.9% | | |
| 4.5% | | |
| 4.6% | |
| |
| 100.0% | | |
| 100.0% | | |
| 100.0% | | |
| 100.0% | |
PROCEDURES BY MODALITY*
| |
Third Quarter | | |
Third Quarter | |
| |
2024 | | |
2023 | |
| |
| | |
| |
MRI | |
| 446,596 | | |
| 389,566 | |
CT | |
| 265,874 | | |
| 230,276 | |
PET/CT | |
| 18,844 | | |
| 15,216 | |
Nuclear Medicine | |
| 9,282 | | |
| 8,533 | |
Ultrasound | |
| 650,322 | | |
| 607,995 | |
Mammography | |
| 484,357 | | |
| 452,756 | |
X-ray and Other | |
| 862,732 | | |
| 806,677 | |
| |
| | | |
| | |
Total | |
| 2,738,007 | | |
| 2,511,019 | |
| |
| | | |
| | |
* Volumes include wholy owned and joint venture centers. | | | |
| | |
RADNET, INC. AND SUBSIDIARIES
SCHEDULE OF ADJUSTED EARNINGS AND EARNINGS PER SHARE (3)
(IN THOUSANDS EXCEPT SHARE DATA)
(unaudited)
| |
Three Months Ended | |
| |
September 30, | | |
September 30, | |
| |
2024 | | |
2023(v) | |
| |
| | | |
| | |
NET INCOME (LOSS) ATTRIBUTABLE TO RADNET, INC. | |
| | | |
| | |
COMMON STOCKHOLDERS | |
$ | 3,209 | | |
$ | 17,540 | |
| |
| | | |
| | |
Add non-cash impact of cash flow hedges (i) | |
| 8,111 | | |
| 2,260 | |
Add severance costs | |
| 304 | | |
| 1,153 | |
Subtract gain on contribution of imaging centers into joint venture | |
| – | | |
| (16,808 | ) |
Add non-operational rent expenses (iii) | |
| 1,287 | | |
| 1,030 | |
Non-capitalized R&D - DeepHealth cloud OS & generative AI | |
| 3,345 | | |
| – | |
Acquisition transaction costs | |
| 417 | | |
| – | |
Debt amendment fee | |
| 147 | | |
| – | |
Subtract non-cash change to contingent consideration - Heart Lung Health | |
| – | | |
| 915 | |
Total adjustments - loss (gain) | |
| 13,611 | | |
| (11,450 | ) |
Subtract tax impact of Adjustments (ii) | |
| (3,552 | ) | |
| 2,759 | |
Tax effected impact of adjustments | |
| 10,059 | | |
| (8,691 | ) |
| |
| | | |
| | |
TOTAL ADJUSTMENT TO NET INCOME ATTRIBUTABLE | |
| | | |
| | |
TO RADNET, INC. COMMON SHAREHOLDERS | |
| 10,059 | | |
| (8,691 | ) |
| |
| | | |
| | |
ADJUSTED NET INCOME (LOSS) ATTRIBUTABLE TO RADNET, INC. | |
| 13,268 | | |
| 8,849 | |
COMMON STOCKHOLDERS | |
| | | |
| | |
| |
| | | |
| | |
WEIGHTED AVERAGE SHARES OUTSTANDING | |
| | | |
| | |
Diluted | |
| 75,165,435 | | |
| 68,809,818 | |
| |
| | | |
| | |
ADJUSTED DILUTED NET INCOME PER SHARE | |
| | | |
| | |
ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS | |
$ | 0.18 | | |
$ | 0.13 | |
| (i) | Impact is the combination of (a) the loss in fair value of the
hedges during the quarter of $6,755 in 2024 and loss of $1,015 in 2023 and (b) the amortization of the accumulation of the
changes in fair value out of Other Comprehensive Income that existed prior to the hedges becoming ineffective of $1,356 in 2024 and $1,245
in 2023. |
| (ii) | Tax effected using 26.1% blended federal and state effective tax
rate for 2023 and 24.1% for 2023. |
| (iii) | Represents rent expense associated with de novo sites under construction
prior to them becoming operational. |
| (iv) | Represents pre-tax net income losses before income
taxes from Artificial Intelligence reporting segment. |
| (v) | Restated from what was presented in 2023 to include the losses
of the AI businesses (ie, not add the losses back to earnings as was the case in 2023). The restated Adjusted Earnings for
2023 is due to the fact that AI is no longer its own reportable operating segment and is now embedded in the Digital Health reportable
operating segment. |
Footnotes
(1)
The Company defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, each from continuing operations
and adjusted for losses or gains on the sale of equipment, other income or loss, debt extinguishments and non-cash equity compensation.
Adjusted EBITDA includes equity earnings in unconsolidated operations and subtracts allocations of earnings to non-controlling
interests in subsidiaries, and is adjusted for non-cash or extraordinary and one-time events taken place
during the period.
Adjusted EBITDA is reconciled to its nearest comparable
GAAP financial measure. Adjusted EBITDA is a non-GAAP financial measure used as analytical indicator by RadNet management and the healthcare
industry to assess business performance, and is a measure of leverage capacity and ability to service debt. Adjusted EBITDA should not
be considered a measure of financial performance under GAAP, and the items excluded from Adjusted EBITDA should not be considered in isolation
or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data
presented in the consolidated financial statements as an indicator of financial performance or liquidity. As Adjusted EBITDA is not a
measurement determined in accordance with GAAP and is therefore susceptible to varying methods of calculation, this metric, as presented,
may not be comparable to other similarly titled measures of other companies.
(2)
As noted above, the Company defines Free Cash Flow as Adjusted EBITDA less total Capital Expenditures (whether completed with cash
or financed) and Cash Interest Expense. Free Cash Flow is a non-GAAP financial measure. The Company
uses Free Cash Flow because the Company believes it provides useful information for investors and management because it measures our capacity
to generate cash from our operating activities. Free Cash Flow does not represent total cash flow since it does not include the cash flows
generated by or used in financing activities. In addition, our definition of Free Cash Flow may differ from definitions used by other
companies.
Free Cash Flow should not be considered a measure
of financial performance under GAAP, and the items excluded from Adjusted EBITDA should not be considered in isolation or as alternatives
to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the
consolidated financial statements as an indicator of financial performance or liquidity. As Adjusted EBITDA is not a measurement determined
in accordance with GAAP and is therefore susceptible to varying methods of calculation, this metric, as presented, may not be comparable
to other similarly titled measures of other companies.
(3) The Company defines Adjusted Earnings
(Loss) Per Share as net income or loss attributable to RadNet, Inc. common stockholders and excludes losses or gains on the disposal of
equipment, loss on debt extinguishments, bargain purchase gains, severance costs, loss on impairment, loss or gain on swap valuation,
gain on extinguishment of debt, unusual or non-recurring entries that impact the Company’s tax provision and any other non-recurring
or unusual transactions recorded during the period.
Adjusted Earnings (Loss) Per Share is reconciled
to its nearest comparable GAAP financial measure. Adjusted Earnings (Loss) Per Share is a non-GAAP financial measure used as analytical
indicator by RadNet management and the healthcare industry to assess business performance. Adjusted Earnings Per Share should not be considered
a measure of financial performance under GAAP, and the items excluded from Adjusted Earnings Per Share should not be considered in isolation
or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data
presented in the consolidated financial statements as an indicator of financial performance or liquidity. As Adjusted Earnings Per Share
is not a measurement determined in accordance with GAAP and is therefore susceptible to varying methods of calculation, this metric, as
presented, may not be comparable to other similarly titled measures of other companies.
Exhibit 99.2
C O R P O R A T E P A R T I
C I P A N T S
Howard Berger, President, Chief Executive
Officer
Mark Stolper, Chief Financial Officer
C O N F E R E N C E C A L L
P A R T I C I P A N T S
Brian Tanquilut, Jefferies
John Ransom, Raymond James
Evan, Barclays
Larry Solow, CJS Securities
Jim Sidoti, Sidoti & Co.
P R E S E N T A T I O N
Operator
Good day and welcome to the RadNet Inc. Third
Quarter 2024 Financial Results Conference Call.
All participants will be in a listen-only mode.
Should you need assistance, please signal a conference specialist by pressing the star key followed by zero. After today’s presentation,
there will be an opportunity to ask questions. To ask a question, you may press star then one on a touchtone phone. To withdraw your question,
please press star then two. Please note that this event is being recorded.
I would like to turn the conference over to Mark
Stolper, Executive Vice President and CFO of RadNet. Please go ahead.
Mark Stolper
Thank you.
Good morning ladies and gentlemen, and thank you
for joining Dr. Howard Berger and me today to discuss RadNet’s third quarter 2024 financial results.
Before we begin today, we'd like to remind everyone
of the Safe Harbor statement under the Private Securities Litigation Reform Act of 1995. This presentation contains forward-looking statements
within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Specifically, statements concerning anticipated future
financial and operating performance, RadNet’s ability to continue to grow the business by generating patient referrals and contracts
with radiology practices, recruiting and retaining technologists, receiving third party reimbursement for diagnostic imaging services,
successfully integrating acquired operations, generating revenue and Adjusted EBITDA for the acquired operations as estimated, among others,
are forward-looking statements within the meaning of the Safe Harbor.
Forward-looking statements are based on Management's
current preliminary expectations and are subject to risks and uncertainties which may cause RadNet’s actual results to differ materially
from the statements contained herein. These risks and uncertainties include those risks set forth in RadNet’s reports filed with
the SEC from time to time, including RadNet's annual report on Form 10-K for the year ended December 31, 2023. Undue reliance should not
be placed on forward-looking statements, especially guidance on future financial performance which speaks only as of the date it is made.
RadNet undertakes no obligation to update publicly any forward-looking statements to reflect new information, events or circumstances
after the date they were made, or to reflect the occurrence of unanticipated events.
With that, I'd like to turn the call over to Dr.
Berger.
Howard Berger
Thank you Mark.
Good morning everyone, and thank you for joining
us today. On today’s call, Mark and I plan to provide you with highlights from our third quarter 2024 results, give you more insight
into factors which affected this performance, and discuss our future strategy. After our prepared remarks, we will open the call to your
questions.
I’d like to thank all of you for your interest
in our Company and for dedicating a portion of your day to participate in our conference call this morning.
To begin, I am very pleased with our performance
in the third quarter. It was the strongest quarter in our Company’s history with record revenue and Adjusted EBITDA. Relative to
last year’s third quarter, total Company revenue increased 14.7% and our digital health revenue increased 34.3%. Imaging center
revenue growth was driven by heavy demand in virtually all of our markets benefiting from the increasing utilization of diagnostic imaging
within healthcare, as well as the continuing shift to procedural volumes away from the more expensive hospital alternatives to ambulatory
freestanding centers like the ones we operate.
Also contributing to the strong revenue performance
was the positive impact of improved reimbursement from our payors, who recognize the important role we are playing as a lower priced alternative
to hospital -based imaging. Lastly, our top line is benefiting from a continuing shift in modality mix towards advanced imaging, MRI,
CT and PET CT, where our revenue per scan is substantially higher than with routine imaging.
During the third quarter, advanced imaging represented
26.7% of our procedural volume, an increase of 142 basis points from last year’s same quarter. This is both a function of the overall
industry trend of more of these exams being ordered as a result of technology advances in these modalities, and the significant capital
investments we have made in the last several years in the advanced imaging equipment for growth and replacement. Contributing to the strong
revenue growth within digital health were the AI businesses, including our AI-powered EBCD breast cancer screening program, which grew
75.8% quarter-over-quarter for the past year.
Adjusted EBITDA was also a quarterly record. While
the strong revenue results which I just discussed contributed to more EBITDA, our focus on operational efficiency, improved management
and utilization of labor, investments in information technology and effective cost controls contributed to a 27.2% increase from last
year’s third quarter. Another contributing factor to Adjusted EBITDA growth was the disproportionate growth in the higher profit
margin digital health businesses. Cumulatively, these factors drove a 156 basis point increase in our Adjusted EBITDA margin as compared
with last year’s third quarter. While we are pleased with this margin expansion, I remain convinced we have further opportunity
to improve margins in the future.
The strong operating results in the third quarter
relative to our internal budget resulted in our decision to increase 2024 full-year guidance ranges for revenue, Adjusted EBITDA and free
cash flow, which we also increased after reporting our first and second quarter financial results. Mark will discuss this in more detail
in his prepared remarks.
Twenty twenty-four continues to be a year of investment
in our business. Year to date, we have opened five de novo facilities and we have three additional anticipated site openings for the remainder
of 2024. Moreover, we have 15 additional projects in development which we intend to open during 2025. These de novo facilities are split
almost equally between wholly owned and JV centers and are located in markets where we have patient backlogs, require additional capacity,
or where we currently lack access points to service identified patient populations. While these projects are requiring us to make capital
investments above our normal spending, we are confident that these centers will be material contributors to our long term performance
and growth.
We continue to grow our hospital and health system
joint venture businesses. Currently, 152 of our 399 centers, or 38.1% are held within health system partnerships, which includes two imaging
centers that were jointly opened in the third quarter with the University of Maryland medical system and one inside our three-way joint
venture in the San Fernando Valley and Los Angeles with Cedars Sinai and the Providence Health system. These and other systems are seeking
long term strategies around outpatient imaging and have recognized that cost effective and efficient freestanding centers will continue
to capture market share from hospitals as payors and patients both migrate their site of care towards lower cost, high quality solutions.
Our hospital and health system partners have been instrumental in increasing our procedural volumes with their physician relationships.
We continue to gain momentum with initiatives
inside the digital health segment. Some of you may have seen last week that we announced the first customer for a suite of solutions powered
by the DeepHealth OS. ONRAD, a full service radiology provider to more than 120 hospitals, radiology groups and imaging centers, will
implement a variety of DeepHealth OS solutions to streamline its clinical and operational workflow, including deploying the DeepHealth
OS advanced viewer and smart reporting features. ONRAD, who is a new customer to us, meaning that it does not use any of the legacy eRAD
or DeepHealth solutions, will begin implementation of the DeepHealth OS solutions in the first quarter of 2025.
Additionally, earlier this morning we announced
a collaboration with GE Healthcare aimed at accelerating the adoption of AI-powered workflows and clinical solutions through smart technologies.
This collaboration brings together GE’s healthcare legacy in bringing innovative hardware solutions to our industry with DeepHealth’s
leading edge AI-powered digital solutions. Our shared objective is to make imaging hardware more capable, enriching diagnostic equipment
with AI-powered workflow and critical solutions to better service clinicians and patients in all imaging settings.
Our first offering with GE is in the area of mammography,
where bringing together DeepHealth’s SmartMammo solution and GE’s Senographe Pristina mammography unit will improve speed,
clinical accuracy, operational efficiency, and improve patient care. SmartMammo is a DeepHealth AI-powered SaaS solution designed to seamlessly
integrate into existing breast cancer diagnostic workflows, enhancing diagnostic accuracy and workflow efficiency. By incorporating imaging
informatics into advanced mammography systems, the SmartMammo solution can support high volume breast center cancer screening programs.
SmartMammo can prioritize cases based on suspicion level and ensure seamless integration and interoperability with existing healthcare
IT infrastructure.
As one of its advanced features, integration of
SmartMammo with GE’s Senographe Pristina mammography unit will include smart alerts, a workflow solution that alerts rapid AI processing
with the goal of alerting imaging sites to cases with potentially suspicious lesions in minutes. This kind of solution aims to empower
earlier diagnostic examination follow-up compliance and reduced anxiety for women with potentially suspicious findings.
The GE-DeepHealth collaboration agreement will
enable GE Healthcare to distribute SmartMammo and other DeepHealth solutions to imaging providers in the United States as part of GE Healthcare’s
comprehensive portfolio of imaging technologies. In addition to collaborating on SmartMammo, we and GE Healthcare intend to explore areas
of further collaboration for smart technology solutions in other modalities and clinical domains, expanding the access to and impact of
AI-based workflows.
In our booth at the RSNA convention in Chicago,
we will be demonstrating, among other things, SmartMammo with a GE Pristina unit, DeepHealth OS workflow solutions, our breast, prostate
and lung AI solutions, as well as other technologies. DeepHealth solutions will also be demonstrated in the booths of GE Healthcare and
Siemens, where we are demonstrating an ultrasound integration with DeepHealth technology. We are meeting with dozens of potential customers
and partners at the convention and through Barclays and Jefferies will be hosting investor presentations at our booth on December 2 and
December 3. We encourage anyone listening today to reach out to Barclays or Jefferies should you want to join one of these investor presentations
at our booth.
At this time, I’d like to turn the call
back over to Mark to discuss some of the highlights of our third quarter 2024 results. When he is finished, I will make some closing remarks.
Mark Stolper
Thank you, Howard.
I’m now going to briefly review our third
quarter 2024 performance and attempt to highlight what I believe to be some material items. I will also give some further explanation
of certain items in our financial statements, as well as provide some insights into some of the metrics that drove our third quarter performance.
I will also provide an update on 2024 financial guidance levels which were released in conjunction with our 2023 year-end results in March
of this year and revised in May and August in conjunction with our first and second quarter 2024 financial results.
In my discussion today, I will use the term, Adjusted
EBITDA, which is a non-GAAP financial measure. The Company defines Adjusted EBITDA as earnings before interest, taxes, depreciation and
amortization, and excludes losses or gains on the disposal of equipment, other income or loss, loss on debt extinguishments, and non-cash
equity compensation. Adjusted EBITDA includes equity and earnings in unconsolidated operations and subtracts allocations of earnings to
non-controlling interests and subsidiaries, and is adjusted for non-cash or extraordinary and one-time events taking place during the
period. A full quantitative reconciliation of Adjusted EBITDA to net income or loss attributable to RadNet Inc.’s common shareholders
is included in our earnings release.
With that said, I’d now like to review our
third quarter 2024 results.
For the third quarter of 2024, RadNet reported
total Company revenue of $461.1 million and Adjusted EBITDA of $73.7 million. Revenue increased $59.2 million or 14.7% and Adjusted EBITDA
increased $15.7 million or 27.2% as compared with the third quarter of 2023. Breaking this performance down to the individual operating
segments, our imaging center segment reported revenue of $452.4 million and Adjusted EBITDA of $70.4 million. This was an increase of
$56.8 million or 14.3% in revenue and an increase of $14.8 million or 26.6% in Adjusted EBITDA as compared with last year’s third
quarter. Driving this performance were strong aggregate and same center procedure volumes, the impact of higher reimbursement we are receiving
from commercial and capitated payors, the gradual movement towards advanced imaging, and tight expense control.
The digital health segment reported revenue of
$16.4 million and Adjusted EBITDA of $3.2 million. Revenue increased $4.2 million or 34.3% and Adjusted EBITDA increased $950,000 or 41.7%
as compared with the third quarter of 2023. Digital health’s significant growth was due in part from a $2.2 million or 75.8% increase
in AI revenue, which climbed to $5.1 million during the third quarter of 2023.
Total Company net income for the third quarter
of 2024 was $3.2 million as compared with total Company net income of $17.5 million for the third quarter of 2023. Fully diluted net income
per share for the third quarter of 2024 was $0.04 compared with a fully diluted net income per share of $0.25 in the third quarter of
2023.
There were a number of unusual or one-time items
impacting the third quarter, including the following: $8.1 million of non-cash loss from interest rate swaps; $304,000 in severance expense
related to cost savings initiatives; $1.3 million expense related to leases for de novo facilities under construction that have yet to
open their operations; $3.3 million of non-capitalized research and development expenses related to the DeepHealth Cloud OS in generative
AI; $417,000 of acquisition transaction costs; and $147,000 loss in conjunction with the extinguishment of debt and related expenses.
Adjusting for the above items, total Company adjusted
earnings were $3.3 million and diluted adjusted earnings per share was $0.18 during the third quarter of 2024. This compares with total
Company adjusted earnings of $8.8 million and diluted adjusted earnings per share of $0.13 during the third quarter of 2023.
For the third quarter of 2024 as compared with
the prior year’s third quarter, MRI volume increased 14.6%, CT volume increased 15.5%, and PET CT volume increased 23.8%. Overall
volume, taking into account routine imaging exams inclusive of X-ray, ultrasound, mammography, and all other exams, increased 9.0% over
the prior year’s third quarter.
On a same center basis, including only those centers
which were part of RadNet for both the third quarter of 2024 and 2023, MRI volume increased 9.9%, CT volume increased 9.8%, and PET CT
volume increased 16.8%. Overall same center volume, taking into account routine imaging exams, increased 5.5% over the prior year same
quarter.
In the third quarter of 2024, we’ve performed
2,738,007 total procedures. The procedures were consistent with our multi-modality approach whereby 73.3% of all the work we did by volume
was from routine imaging. As we now have a table of our aggregate procedure volumes broken down by modality, I won’t go through
the numbers but will make the following point. In his remarks, Dr. Berger mentioned that we are experiencing a continuing shift to higher
acuity procedures, or what we call advanced imaging. In the third quarter, 26.7% of our procedures were from MRI, CT and PET CT. In last
year’s third quarter, this metric was 25.3%, a shift of 1.4% of our procedure volumes toward advanced imaging. With higher pricing
and better margins, more advanced imaging improves our financial results, including our operating margins.
Overall GAAP interest expense for the third quarter
of 2024 was $19.4 million as compared with $16.1 million during the last year’s third quarter. In the third quarter of 2024, cash
interest expense, which includes payments to and from counterparties on interest rate swaps and net interest income earned from our cash
balance, was $4.3 million. This compares with $11.7 million in the third quarter of 2023. The lower cash interest expense this quarter
is primarily the result of a significantly higher interest income on the much larger cash balance.
With regards to our balance sheet as of September
30, 2024, unadjusted for bond and term loan discounts, we had $261 million of net debt, which is our total debt at par value less our
cash balance. Note that this debt balance includes our 49% ownership portion of New Jersey Imaging Network’s debt of $136.9 million,
for which RadNet is neither a borrower nor a guarantor, and it also includes our 49% ownership of NJIN’s cash balance of $86.4 million.
This Company-wide net debt compares with $498.3 million of net debt as of September 30 of last year.
As of September 30, 2024, we were undrawn on our
$282 million revolving line of credit and had a cash balance of $748.9 million. At September 30, 2024, our accounts receivable balance
was $199 million, an increase of $35.4 million from year end 2023. The increase in accounts receivable is primarily the result of increased
business and revenue. Our days sales outstanding, or DSO was at 35.7 days at September 30, 2024, near a historical low.
Through September 30, 2024, we had total capital
expenditures net of proceeds from the sale of imaging equipment of $127.5 million. This total includes $6.9 million spent under equipment
notes and the remainder spent in cash, and excludes $15.5 million of New Jersey Imaging Network capital expenditures and a one-time $9
million purchase of software code from a vendor.
At this time, I’d like to revise and update
our 2024 financial guidance levels.
Given the positive trends we are experiencing
in virtually all aspects of our business and the strong financial performance of the first nine months of the year, we are revising upwards
certain guidance levels in anticipation of financial results that we believe will exceed our original and revised expectations. For revenue,
we have increased our guidance range to $1,710,000,000 to $1,760,000,000, which is roughly a $25 million increase to our revenue guidance.
We’ve also increased for the imaging center segment our EBITDA guidance by $5 million now to $262 million to $270 million of Adjusted
EBITDA.
For capital expenditures, we have increased our
guidance level to $145 million to $155 million, which was done in conjunction with increased spending on our de novo facilities, which
we be opening three by the end of this year and 15 locations sometime in 2025. Our cash interest expense we’ve decreased to $25
million to $30 million as a result of having a larger cash balance than anticipated and having more interest income. Our free cash flow
guidance range, we’ve increased our level to $83 million to $93 million, which is roughly a $10 million to $13 million increase
in our free cash flow guidance. For the digital health segment, our guidance remains substantially the same. We did increase our spend
by $1 million on non-capitalized R&D related to the DeepHealth cloud-based OS and generative AI initiatives.
I’ll conclude my remarks with an update
on 2025 Medicare reimbursement. As a reminder, Medicare reimbursement represents 22% of our business mix. With respect to Medicare reimbursement
in July of this year, we received a major proposed rate by CPT code, which is typically part of the physician fee schedule proposal that
is released about that time every year. At that time, we completed an initial analysis and compared those rates to 2024 rates. We volume-weighted
our analysis using expected 2025 procedure volumes.
As you may recall four years ago, CMS moved forward
with increased reimbursement for evaluation and management CPT codes which favored certain physician (inaudible) that regularly bill for
these services, particularly primary care doctors. CMS proposed doing so at the time with budget neutrality, meaning that as opposed to
reallocating reimbursement from physicians who rarely bill for these E&M codes to physicians who regularly bill for these codes. As
a result, radiology and most other specialties experienced cuts in reimbursement from 2021 through 2024, an intentional phase-in of reimbursement
cuts to pay for the reimbursement benefit provided to the primary care physicians.
The cuts we are currently experiencing in 2024
were substantially mitigated by Congressional legislation that was passed in March of this year as part of the consolidated and appropriated
(audio interference). In the proposed (audio interference) in July of this year governing 2025 reimbursement, Medicare will effectively
be phasing in the remainder of the E&M code related cut (inaudible) this year. The cut proposed for 2025 results from a decrease in
the conversion factor in the Medicare fee schedule by about 2.8%, along with certain minor changes to RVUs of certain radiology CPT codes.
Our initial analysis of the proposal for next
year implies that RadNet on roughly $1.8 billion in revenue would face an approximately $6 million to $8 million revenue hit in 2025 from
its Medicare business. Medicare’s final rule, which was released at the very end of October, a few weeks ago, was consistent with
the initial proposal in July. Because the proposed decrease in the conversion factor affects all physicians, not just radiologists, there
have been many lobbying groups from various medical specialties aggressively opposing the cut.
In response to the cuts, Representative Greg Murphy,
a Republican from North Carolina along with seven bipartisan co-sponsors, introduced the Medicare Patient Access and Practice Stabilization
Act. The bill would provide a 4.73% increase to the Medicare fee schedule conversion factor for calendar year 2025, essentially mitigating
the 2.8% final rule that Medicare just released and increasing Medicare reimbursement in 2025 by 1.93%. We expect that this bill will
be put forth for vote in Congress sometime next month, at which time we will have more clarity on 2025 Medicare reimbursement rates.
I’d now like to turn the call back over
to Dr. Berger, who will make some closing remarks.
Howard Berger
Thank you, Mark.
This is most definitely the most exciting time
I’ve seen in our industry. Diagnostic imaging is entering a time of transformation and RadNet seeks to move the industry forward
during this dynamic period. The trends for RadNet and the rest of the outpatient imaging industry are strong and are projected to be sustainable
for years to come. We continue to experience growing procedural volumes driven by advances in equipment, contrast materials, radioactive
isotopes, post-processing software, and more recently artificial intelligence. Patients are more frequently being directed away from hospitals
to more cost effective ambulatory sites of care, like the centers RadNet operates. There is greater focus on using diagnostic imaging
for population health, preventative medicine, and screening programs.
Most importantly, we are at the beginning of an
acceleration in technology from generative and clinical AI that will transform the way our industry operates and delivers its services.
These advances will increase patient access, improve the patient experience, increase the productivity and accuracy of radiologists, and
most importantly improve patient outcomes. It is our intent to position RadNet to be on the leading edge of this transformation by doing
(inaudible) in our core imaging center business and within our digital health initiatives.
Inside our core business, we are focusing on growth
areas such as prostate, Alzheimer’s and cardiac imaging, which are being enabled by advances in equipment software and radiopharmaceuticals.
We are partnering with health systems to provide patients with better access and lower cost solutions, advancing population health screening
programs for breast, lung, prostate and cardiac disease, and testing alternative site opportunities within Wal-Marts and retail malls.
Digital health is making significant progress
with initiatives that are poised to help us drive more revenue, reduce costs, and increase margins. To this end, we are excited about
the commercial launch of DeepHealth OS in a few weeks, which is a delivery platform for solutions that automate office processes and more
effectively manage patient and clinical data, including automating patient scheduling, clinical reporting, medical coding, sales and marketing,
and clinical workflows.
In parallel to the DeepHealth OS development,
we continue to grow revenue from clinical AI solutions for breast, lung and prostate cancer screening. Our breast AI is improving the
productivity and accuracy of our radiologists while providing a valuable benefit to our patients, for which they are willing to pay out
of pocket.
We are formulating similar screening programs
for prostate, lung and other chronic diseases for both domestic and international markets, as we firmly believe that healthcare needs
to shift towards prevention and early detection and not just focus on treating patients that are already sick.
Finally, as we discussed this morning with the
GE Healthcare announcement, we are also working with imaging equipment manufacturers to bring smart technology solutions to the equipment
marketplace that will greatly benefit all stakeholders: radiologists, technologists, imaging center staff, referring physicians, and patients.
Operator, we are now ready for the question and
answer portion of the call.
Operator
Thank you. We will begin the question and answer
session. To ask a question, you may press star, then one on your touchtone telephone. If you are using a speakerphone, we do ask that
you please pick up your handset before pressing the keys. If at any time your question has been addressed and you would like to withdraw
your question, please press star then two. At this time, we will pause for just a moment to assemble our roster.
Our first question today will come from Brian
Tanquilut with Jefferies. Please go ahead.
Brian Tanquilut
Hey, good morning, guys, and congrats on the GE
deal and the quarter. Maybe Howard and Mark as well, just on the GE announcement this morning, if you could share with us just more details
on how that contract or that agreement actually works and what exactly does SmartMammo cover? How different is this from your EBCD offering
in terms of what the eventual client/radiology clinics would have access to, or be able to offer in terms of clinical services through
your AI platform? Thanks.
Howard Berger
Good morning, Brian, I hope you’re well.
First, let me start by saying that the major component of smart mammography is the embedding of the DeepHealth operating system onto,
in this case, the GE Senographe Pristina mammography system. What that means is that the capabilities of the AI solutions, both clinical
and generative, will be embedded onto the gantry of the GE mammography system, allowing essentially for a turnkey operation. As you are
well aware, we have begun, for example, deploying mammography systems in malls and Wal-Mart locations, and basically this system will
allow us to plug and play. We will be able to install these systems and simply need a power source and a connection to the internet to
essentially make this function in the same way that a patient coming into a RadNet center would experience. In other words, all of the
information systems and clinical tools, which would include the EBCD program as part of our AI clinical package, will be available a part
of an offering that the GE Healthcare system and their marketing and sales force will help distribute for us.
This will allow more or greater, faster if you
will, deployment of these systems not only perhaps in the more conventional way that people are used to getting their mammography, but
in non-conventional sites where imaging can be performed, like in the Wal-Mart and mall locations. We believe that there’s other
opportunities for distribution of this type of network of equipment that will help facilitate access and compliance and make what is estimated
to be about a third of the female population more accessible to getting early breast cancer screening.
I think the best way to look at this is it’s
a collaboration between, in this case, GE with their mammography system and RadNet with their DeepHealth AI tools to essentially create
an environment that will allow not only easy access but also facilitate the results and distribution of information, since the DeepHealth
system is a cloud-native based system. Things like faster turnaround time for the reporting results and to the patient will allow us more
rapid opportunities to navigate people into the next appropriate step for their mammography or breast screening programs.
Did I leave something out there, Brian, that you’d
like me to elaborate on further?
Brian Tanquilut
No, that’s really helpful, Howard. Then
maybe just one comment that you made earlier, that you see opportunity to drive margins further up. Just curious how you’re thinking
about the composition or the drivers of that. Thanks.
Howard Berger
The improving of margins is really where we expect
the DeepHealth operating system, which we have already begun to deploy some of the modules inside RadNet centers, will streamline activities
which are manual processes right now relative to things like scheduling, reporting tools, data migration to the cloud, (inaudible) medical
records, revenue cycle management, coding—I could go on and on. But things that are both currently dependent on a limited labor
force to try to help keep up with the demands that we have.
What we’d expect to do is be able to process
a lot more in the way of our patient demands and needs that will be not only faster but even more accurate, and make all of our employees
that much more efficient in their use of these systems. I think the response of the DeepHealth platform is one to which is an existential
problem that everybody in healthcare has, but particularly in radiology with the shortage of both radiologists, technological staff and
office staff to help facilitate the patient experience.
Brian Tanquilut
All right, got it. Thank you, Howard.
Howard Berger
Thanks Brian.
Operator
Our next question today will come from John Ransom
with Raymond James. Please go ahead.
John Ransom
Hey, good morning. Just want to unpack this GE
deal a little bit. Who are your primary targets for selling the solution to, and who’s going to be responsible for that selling?
Is it going to be yourself, is it going to be GE? Should we think about maybe Wal-Mart being one of the top potential suspects in terms
of getting this rolled out?
Howard Berger
The prospects for this are obviously current hospitals
and imaging center outpatient or ambulatory imaging center providers, but I think there’s a bigger market beyond that in what we
like to refer to as alternative or non-traditional imaging locations, much like what Wal-Mart and the retail malls that we are experiencing
and piloting for this kind of access. When you stop to think of what that market could look like, it’s substantially larger than
just the existing conventional market.
In addition, we think that there’s other
market opportunities. There are companies out there, and we’ll be one of them, that will be looking at providing mammography in
OBGYN offices, where women come for their wellness visits on an annual basis and for which that market is already being tapped into, and
which this is a particularly good opportunity. Given that, as I mentioned just a moment ago, this is a turnkey operation that will allow
RadNet to install these with just the need for a power source and a connection to the internet in order to provide not only the equipment
and doing the mammogram itself, but registering patients, billing for patients, facilitating the storage of medical records and retrieval,
doing the actual interpretation by using clinical AI such as the Saige-Dx program, access to the EBCD program, and all being able to do
this with a goal of trying to give results to a woman while they’re still in the office. These are the kinds of transformative changes,
I think that the technology will allow us to achieve while doing a better job of compliance and access for early detection, and ultimately
get better outcomes.
This will be a dual role for both GE and RadNet
to help. First the RadNet team through the DeepHealth division, try and enable and educate the GE marketing and sales force, which is
quite extensive not only here in the U.S. but globally too, where these kinds of products will even be more embraced for large scale screening
programs. I look at this as truly being a collaboration not just in terms of creating the product and deploying it, but educating and
giving a greater opportunity for making this type of inroads as quickly as possible.
We will of course, meaning RadNet, will look to
sell the DeepHealth platform, which is something that can be integrated with other mammography systems, but none that will have what the
current integration between the GE Pristina mammography system and the DeepHealth, to be embedded and fully integrated so that there is
not a variety of AI and IT tools that all have different vendors and require far more cost, as well as difficulty in implementing.
John Ransom
Okay. Then just switching gears - Mark, I know
we’re not giving ’25 guidance today, but I know you talked about the Medicare headwind, you’ve talked about the de novos.
What are some of the other puts and takes we should think about when we build out our ’25 models?
Mark Stolper
Sure, and obviously we issue guidance—we
will issue 2025 guidance at the end of February of next year, and we’re going through our budgeting process today, so I don’t
want to go too deep into it. But I will say, as you mentioned, the headwinds are potentially on Medicare side that could be a much as
a $6 million to $8 million headwind should the final rule go into effect as proposed. But we do think, and our experts think, that that
will be either partially mitigated or fully mitigated with this Congressional bill that I talked about in my prepared remarks.
The other challenge I think that we’re facing,
like every other healthcare company within radiology and outside of radiology, is the increasing cost and availability of labor. We’ve
been managing through that as best we can. We’ve certainly—it’s been inflationary as we’ve had to pay more to
attract talent and to retain talent, but on the positives, the business continues to experience heavy demand. We have backlogs in virtually
every market in which we operate. We are in the process, as we mentioned, of building new facilities aggressively to build our capacity,
to meet the heavy demand that we know exists out there. We’ve got three centers that we’re anticipating opening before year
end. We’ve got 15 de novo projects on the docket for 2025, and we’ll have additional projects after 2025.
We’ve also—we’re aggressively
expanding our hospital joint ventures, as we said in the prepared remarks. We had three additional sites that went into joint ventures
in the third quarter, two within the University of Maryland system, one here in Los Angeles with Cedars and the Providence Health system.
We’re going to be announcing new relationships with new partners. We’ll have new joint ventures with existing partners and
expansions with our joint venture, so that will be built into next year’s budget.
We’re also experiencing, as we noted in
our prepared remarks, a shift towards advanced imaging modalities. We had over a 140 basis point shift in this third quarter relative
to last year’s third quarter in favor of MRI, CT and PET CT. That comes with higher revenue, higher margins and profitability. We
don’t see a—we think that that trend is sustainable going forward, not because we’re driving it, although we are aggressively
investing in this technology in terms of our growth CapEx and our replacement CapEx. But that’s just what’s going on in the
industry with all the technology advances around the equipment itself, post-processing software, contrast materials, radioactive isotopes.
It’s driving more indications for physicians to order these types of diagnostic tests, so we think that that trend will be positive
for our guidance next year.
We’ll continue to be doing some small tuck-in
acquisitions. We’ve got an active pipeline today as we speak, and that will continue to be a part of the strategy going forward.
Of course, all of the growth that we see within digital health, not just this GE SmartMammo announcement but the continuing growth and
penetration of our EBCD program, further growth in the U.K. and in Europe with our lung AI product, the DeepHealth lung product where
we’re rolling out a program in the U.K. called the targeted lung health check program with the National Health Service there that
will continue to drive revenue. As many investors will see at the RSNA in few weeks, that we’re going to be working in other areas
with other modalities, other equipment manufacturers around embedding smart technology tools and solutions into other equipment and other
ultimately alternative imaging locations.
I think we’re excited about the next 12
months, and most importantly we’re coming out with the DeepHealth OS commercialized product, which we have to start marketing and
selling aggressively within 2025.
John Ransom
Just lastly from me, the structure of your deal
with GE, is this a software license? Just how does that work?
Howard Berger
Hi John, it’s Dr. Berger again. Yes, this
is a software licensing arrangement with GE, and they will through their sales and marketing force distribute that for us on their equipment.
We will, of course as I said, also be doing some of that ourselves directly to other providers and in other opportunities, where the benefits
of our DeepHealth program. It is a licensing product or program right now which has the capability of also being SaaS-based. We’re
playing with all of the models because some people might want to do this more as a capital investment, some people might want to do it
as a variable expense. We’re capable of doing that because we not only put the clinical AI tools on there, like the EBCD program
and reporting tools, but also the office-based generative AI tools, which are the radiology products that manage the rest of the other
office requirements, like scheduling and billing in a turnkey operation.
John Ransom
Okay, thank you.
Howard Berger
Thank you, John.
Operator
Our next question today will come from Andrew
Mok with Barclays. Please go ahead.
Evan
Hi, good morning, this is Evan on for Andrew.
During the quarter, we saw AI revenue decrease nearly 10% sequentially versus 2Q, while mammography volumes remained largely constant.
What were the underlying drivers of that, and do you still expect the AI business to exit the year profitable? Thank you.
Mark Stolper
Yes, thank you for the question. Yes, it was a
little—I guess I should have pointed this out in the script, in Q2 we had a $600,000 implementation fee within our AI businesses
that was not recurring in 2023. If you adjust for that, the AI business went up sequentially, I think, $100,000 to $200,000. I probably
should have called that out. The answer to the second part of your question is yes, we do still anticipate that the AI business will reach
profitability here in the fourth quarter and entering into 2025.
Evan
Just a quick follow-up, what is the current EBCD
adoption rate on both the east and west coast? Thanks.
Howard Berger
Yes, the adoption rate on the east coast, where
it’s now been implemented for approaching two years, is approaching 45%. Our goal is to get it at 50%, and there seems to be good
trends that make us confident that we can get there in 2025. On the west coast, the adoption rate is closer to 30%, but that’s weighed
down somewhat because of the large capitation program that we have here, and for which we are negotiating with all of the capitated providers
to have the EBCD program become part of their capitation by providing us higher revenue. We expect to have progress that we can talk about
that in 2025 also. If you were to strip away the capitation portion of our business, our adoption rate here on the west coast, where it’s
only been implemented now for a little over a year, would probably be closer to 40%.
Evan
Thanks for the color.
Operator
Our next question today will come from Larry Solow
with CJS Securities . Please go ahead.
Larry Solow
Great, thanks, and good morning, Howard and good
morning, Mark. I guess just following up on the digital health question, just on the GE collaboration, just any timelines on when—I
guess they’re rolling in your software into an existing machine, right, so take that usual OEM length of time, but could you just
give us an idea of when these products actually will be available for commercialization?
Howard Berger
I’ll answer that one, Larry, good morning.
The commercialization efforts will begin really at the RSNA, where we will have the SmartMammo both at our booth and the GE booth at McCormick
Place, where the meeting is held in Chicago, on demonstration, and which we are able to deliver today. There are some upgrades that are
coming to the GE system that will further enhance the viewing and resolution that are in for FDA approval, that hopefully will be an upgrade
to the systems that they may sell today, sometime in the second quarter of next year. But essentially, the tools are tested and pending
a final FDA approval that DeepHealth will be getting about adoption or application of the EBCD—excuse me, not the EBCD but the AI
tool in the GE systems, which we expect this month, will be ready for a rollout of these systems in the first quarter of 2025.
Larry Solow
Got you, and then just—Howard, just give
us an update just on your efforts to build out both on the hospital partnership side and on the collaborations with large healthcare institutions,
and also just acquisitions, maybe an update on how Houston is coming along. Obviously, you made a couple of nice-sized tuck-in acquisitions
there to build out, start building out a new location. Just maybe give us a little update on those elements there. Thanks.
Howard Berger
I think Larry, as Mark mentioned, we have an active
pipeline of acquisition opportunities, both small and large, that we’re considering. As you are well aware, we have a rather substantial
cash balance and are looking to deploy that capital both on the DeepHealth side as well as on the imaging services side. We’ve got
15 more de novo centers which are in various stages of construction that will open throughout the course of 2025 as well as three more
that will be operational in this quarter. We are deploying our capital in every aspect that we can to drive more revenue.
We believe we’re also going to see opportunities
that may drive opportunities in the AI space, where we may have critical AI tools that we may feel that we can acquire in a very attractive
manner, rather than build ourselves. While the AI tools that we have today are primarily screening tools, cancer screening tools for breast,
lung and prostate, there are other work efficiency tools and improvement in diagnostic accuracy in other areas of our business for more
of the routine work that we do, for example in ultrasound and in X-ray, that we will be looking for, that will help drive productivity
and accuracy for our radiologists.
I think that is a pretty big—there are a
lot of things on the plate for us to look at in 2025. Along with increasing the number and breadth of joint ventures—centers that
are in joint ventures with hospital systems, that I believe once we—they become more aware of what the DeepHealth and smart technologies
allow us to do, will make them even more excited about driving their relationships and partnerships with RadNet further into their hospital
systems, even if it’s not with centers that we currently enjoy in a partnership arrangement with them.
Larry Solow
Great, thank you. I appreciate all that color.
Operator
Our next question today will come from Jim Sidoti
with Sidoti & Co. Please go ahead.
Jim Sidoti
Hi, good morning, and thanks again for taking
the questions. You talked about the program in the U.K. for screening for lung cancer. What are the hurdles you need to implement that
in the U.S.?
Howard Berger
That’s a question, Jim, that unfortunately
doesn’t have a great answer right now . Part of the problem here in the U.S., as opposed to, let’s say the U.K., the U.K.,
I think as most people know, has a national health service, the NHS, that manages over 90% of the healthcare for the population. Therefore,
once they adopt something, it’s a lot easier for them to push it down. We really don’t have a similar model here, and even
though lung cancer in the U.K. has already been determined to be of extraordinary value in terms of better outcomes, for those people
who are at risk, which right now the United States public service task force has said is 50 years of age and 20 years of smoking history.
Still, only about less than 5% of the patients eligible are accessing it. To be perfectly blunt, it’s the hurdles that are placed
in front of patients who are at risk; they have to go through a consultation, they have to get authorization, and there’s a substantially
different problem than what women face when they’re at risk. One out of every eight women will experience breast cancer in their
lifetime, and they can self-refer. There is no such thing as self-referral for lung cancer, and I believe there is more and more advocates
that are recognizing this as a hurdle.
What’s happened in the U.K. is that the
patients can now go directly to an appropriate provider in the U.K. and get their lung screening without having to get an authorization
or a consultation. Somewhere, sometime, something similar to that has to be adopted here if we’re truly going to get the number
of people who should be scanned into the system. I think this is something that’s tantamount to almost a type of epidemic here,
where people who would qualify and get their lung screening at an earlier stage (audio interference) their outcomes if there a lot of
these screening tools available. The very things that we’ve put together and continue to put together, like access and compliance,
are what needs to be revamped here in the U.S. The expectation is with the efforts that we see that the NHS is making in the U.K., within
another two years, perhaps 80% or more of the at-risk patients there will be getting annual lung screening, annual or biannual lung screening.
This is a case where a socialized healthcare program certainly has achieved a lot better results than we can here, or we have here, despite
having all the technological skills to do something which can certainly provide better outcomes for patients.
Mark Stolper
Yes, I think having said that, right, the idea
here is to be—is to use these models, like in the U.K., to talk to the payors here about widespread population health screening
for lung cancer. We are in the process of getting FDA approval on the Aidence lung—or the DeepHealth Aidence lung product here,
which we’re anticipating receiving sometime midyear 2025. We’ll have the tools, as Dr. Berger said, to be able to launch similar
programs here, and obviously we’re going to share the success of the U.K. with the payors and see if we can get some traction.
Jim Sidoti
With the new administration coming in, in general,
not just lung cancer, but in general do you see any new risks for your business, any new opportunities for your business, and how do you
think you’ll adapt?
Mark Stolper
Yes, I’m not sure the new administration
coming in really impacts our business in a big way. I think when we were under the Trump administration from 2016 to 2020, they were supportive
of a lot of the programs that the current administration has been pushing; you know, cancer programs, cancer (inaudible). We’ll
see, I don’t know—you know, reimbursement might change. Howard, what’s your perspective?
Howard Berger
I think there’s one area where we may, and
healthcare in general benefit from the new administration, and that is regulatory issues. Right now, there is a substantial hurdle that
any growth, and particularly with mergers and acquisitions, has to pass in order to do sizeable acquisitions. My strong belief is that
those burdens will be lower and make, I think, available what needs to continue in healthcare, and that is creating scale for businesses
that can deliver cost effective healthcare. If it’s one area that I think we can point to that I believe does need some changes,
if you will, are regulatory, and that seems to be a major effort that the Trump administration will be focusing on.
Jim Sidoti
Right, thank you.
Operator
This concludes our question and answer session.
I would like to turn the conference back over to Dr. Berger for any closing remarks.
Howard Berger
Again, I would like to take this opportunity to
thank all of our shareholders for their continued support and the employees of RadNet for their dedication and hard work. Management will
continue to endeavor to be a market leader that provides great services with an appropriate return on investment for all stakeholders.
Thank you all for your time today and sharing
this important and exciting journey with us. I look forward to our next call. Good day.
Operator
The conference has now concluded. Thank you for
attending today’s presentation. You may now disconnect.
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