agilon health Reports Third Quarter 2022 Results

Revenue increased 52% to $695 million, Medicare Advantage membership increased 45% to 266,600, and Medical Margin increased 74% to $76 million

Total members live on the agilon platform grew to 356,000, including 266,600 Medicare Advantage members and 89,400 Direct Contracting beneficiaries

Continued gains in Medicare Advantage profitability driven by strong performance across partner markets inclusive of higher membership growth

AUSTIN, Texas--()--agilon health, inc. (NYSE: AGL), the trusted partner empowering physicians to transform health care in our communities, announced results for the third quarter ended September 30, 2022.

Third Quarter 2022 Results:

  • Total revenue of $695 million increased 52% during the third quarter compared to $459 million in the third quarter 2021. For the nine months ending September 30, total revenue of $2.02 billion increased 47% compared to $1.37 billion in the comparable 2021 period.
  • Total members live on the agilon platform increased to 356,000 as of September 30, including 266,600 Medicare Advantage members and 89,400 Direct Contracting beneficiaries. Medicare Advantage membership increased 45%, with 14% growth in same geographies.
  • Medical margin of $76 million increased 74% during the third quarter compared to $43 million in the third quarter 2021. Medical margin represented 10.9% of revenue during the third quarter 2022, compared to 9.5% in the prior year quarter.
  • Net loss of $31 million in the third quarter, compared to a net loss of $36 million in third quarter 2021.
  • Adjusted EBITDA of negative $5 million in the third quarter compared to negative $14 million during the third quarter 2021. For the nine months ending September 30, Adjusted EBITDA of positive $15 million compared to negative $12 million in the comparable 2021 period. Adjusted EBITDA contribution from Direct Contracting was negative $3 million during the third quarter 2022, primarily due to ongoing refinements to the retrospective trend adjustment, and positive $6 million for the for the nine months ending September 30, 2022.

Our strong third quarter performance reflects the power of our aligned partnership model to drive continued gains in profitability even with higher-than-expected membership growth,” said Steve Sell, Chief Executive Officer. “Together with our physician partners and payors, we are creating a sustainable model for primary care, one that improves quality and access for patients and rewards PCPs for the value created from a more effective approach to care delivery.”

Outlook for Fiscal Year 2022:

 

Year Ending December 31, 2022

Updated Guidance

 

Previous Guidance

Low

 

High

 

Low

 

High

Medicare Advantage Members1

268,000

 

270,000

 

265,000

 

270,000

Direct Contracting Members1

85,000

 

87,000

 

80,000

 

85,000

Total Members Live on Platform1

353,000

 

357,000

 

345,000

 

355,000

Total Revenues ($M)

$2,674

 

$2,683

 

$2,615

 

$2,635

Medical Margin ($M)

$300

 

$309

 

$292

 

$305

Adjusted EBITDA ($M)2

$2

 

$7

 

$0

 

$10

1 Membership reflects management’s outlook for end of period. agilon’s partnered Direct Contracting Entities (DCEs) are not consolidated within its financial results.

2 We have not reconciled guidance for Adjusted EBITDA to net income (loss), the most comparable GAAP measure, and have not provided forward-looking guidance for net income (loss) because of the uncertainty around certain items that may impact net income (loss), including stock-based compensation.

Membership Details

Total members live on the agilon platform increased to 356,000 as of September 30, 2022. Total members live on the platform include 266,600 Medicare Advantage members and 89,400 attributed Direct Contracting beneficiaries.

agilon’s Medicare Advantage membership increased 45% year-over-year, driven by contributions from new geographies and 14% growth within same geographies.

Average Medicare Advantage membership was 270,050 during the third quarter.

Balance Sheet and Capital Position

As of September 30, agilon health’s balance sheet reflected cash, cash equivalents and marketable securities of $959 million and total debt of $45 million.

Webcast and Conference Call:

agilon health will host a conference call to discuss third quarter 2022 results on Thursday, November 3, 2022 at 5:00 PM Eastern Time. The conference call can be accessed by dialing (833) 927-1758 for U.S. participants and +1 (929) 526-1599 for international participants and referencing participant code 136807. A simultaneous webcast can be accessed by visiting the “Events & Presentations” section of agilon’s Investor Relations website at https://investors.agilonhealth.com. A replay of the call will be available via webcast for on-demand listening shortly after the completion of the call.

About agilon health

agilon health is the trusted partner empowering physicians to transform health care in our communities. Through our partnerships and purpose-built platform, agilon is accelerating at scale how physician groups transition to a value-based Total Care Model for senior patients. agilon provides the technology, people, capital, process, and access to a peer network that allow physician groups to maintain their independence and focus on the total health of their most vulnerable patients. Together, agilon and its physician partners are creating the healthcare system we need – one built on the value of care, not the volume of fees. The result: healthier communities and empowered doctors. agilon is the trusted partner in 17 diverse communities and is here to help more of our nation's leading physician groups and health systems have a sustained, thriving future. For more information about agilon health, visit www.agilonhealth.com and connect with us on Twitter, Instagram, LinkedIn and YouTube.

Forward-Looking Statements

Statements in this release that are not historical facts are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include, among other things, statements regarding our and our officers’ intent, belief or expectation as identified by the use of words such as “may,” “will,” “project,” “expect,” “believe,” “intend,” “anticipate,” “seek,” "target," “forecast,” “plan,” “potential,” “estimate,” “could,” “would,” “should,” and other comparable and derivative terms or the negatives thereof. Examples of forward-looking statements include, among other things: (i) statements regarding timing, outcomes and other details relating to current, pending or contemplated new markets, new partnership structures, financing activities, dispositions, or other transactions discussed in this release; and (ii) statements regarding growth opportunities, ability to deliver sustainable long-term value, business environment, long term opportunities and strategic growth plan including without limitation with respect to expected revenue and net income, total and average membership, Adjusted EBITDA, and other financial projections and assumptions, as well as comparable statements included in other sections of this release. Forward-looking statements reflect our current expectations and views about future events and are subject to risks and uncertainties that could significantly affect our future financial condition and results of operations. While forward-looking statements reflect our good faith belief and assumptions we believe to be reasonable based upon current information, we can give no assurance that our expectations or forecasts will be attained. Further, we cannot guarantee the accuracy of any such forward-looking statement contained in this release, and such forward-looking statements are subject to known and unknown risks and uncertainties that are difficult to predict. These risks and uncertainties that could cause actual results and outcomes to differ from those reflected in forward-looking statements include, but are not limited to: our history of net losses, and our ability to achieve or maintain profitability in an environment of increasing expenses; our ability to identify and develop successful new geographies, physician partners and payors, or to execute upon our growth initiatives; our ability to execute our operation strategies or to achieve results consistent with our historical performance; our expectation that our expenses will increase in the future and the risk that medical expenses incurred on behalf of members may exceed the amount of medical revenues we receive; our ability to secure contracts with Medicare Advantage payors or to secure Medicare Advantage payments at favorable financial terms; our ability to recover startup costs incurred during the initial stages of development of our physician partner relationships and program initiatives; significant reductions in our membership; challenges for our physician partners in the transition to a Total Care Model; inaccuracies in the estimates and assumptions we use to project the size, revenue or medical expense amounts of our target markets; the spread of, and response to, the novel coronavirus, or COVID-19, and the inability to predict the ultimate impact on us; security breaches, loss of data or other disruptions to our data platforms; the impact of devoting significant attention and resources to the provision of certain transition services in connection with the disposition of our California operations; our subsidiaries’ lack of performance or ability to fund their operations, which could require us to fund such losses; our dependence on a limited number of key payors; the limited terms of our contracts with payors and that they may not be renewed upon their expiration; our reliance on our payors for membership attribution and assignment, data and reporting accuracy and claims payment; our dependence on physician partners and other providers to effectively manage the quality and cost of care and perform obligations under payor contracts; our dependence on physician partners to accurately, timely and sufficiently document their services and potential False Claims Act or other liability if any diagnosis information or encounter data are inaccurate or incorrect; reductions in reimbursement rates or methodology applied to derive reimbursement from, or discontinuation of, federal government healthcare programs, from which we derive substantially all of our total revenue; statutory or regulatory changes, administrative rulings, interpretations of policy and determinations by intermediaries and governmental funding restrictions, and their impact on government funding, program coverage and reimbursements; regulatory proposals directed at containing or lowering the cost of healthcare and our participation in such proposed models; the impact on our revenue of CMS modifying the methodology used to determine the revenue associated with MA members; the potential that we may incur future indebtedness; and risks related to other factors discussed under “Risk Factors” in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2022 and Annual Report on Form 10-K for the year ended December 31, 2021. Except as required by law, we do not undertake, and hereby disclaim, any obligation to update any forward-looking statements, which speak only as of the date on which they are made.

agilon health, inc.

Condensed Consolidated Balance Sheets

In thousands, except per share data

 

 

September 30,
2022

 

 

December 31,
2021

 

 

 

(unaudited)

 

 

 

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

551,287

 

 

$

1,040,039

 

Restricted cash and equivalents

 

 

13,192

 

 

 

14,781

 

Marketable securities

 

 

407,993

 

 

 

 

Receivables, net

 

 

637,731

 

 

 

293,407

 

Prepaid expenses and other current assets, net

 

 

24,067

 

 

 

18,968

 

Total current assets

 

 

1,634,270

 

 

 

1,367,195

 

Property and equipment, net

 

 

17,940

 

 

 

9,161

 

Intangible assets, net

 

 

60,602

 

 

 

55,398

 

Goodwill

 

 

41,540

 

 

 

41,540

 

Other assets, net

 

 

116,083

 

 

 

112,958

 

Total assets

 

$

1,870,435

 

 

$

1,586,252

 

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Medical claims and related payables

 

$

490,840

 

 

$

239,014

 

Accounts payable and accrued expenses

 

 

162,386

 

 

 

112,946

 

Current portion of long-term debt

 

 

5,000

 

 

 

5,000

 

Total current liabilities

 

 

658,226

 

 

 

356,960

 

Long-term debt, net of current portion

 

 

39,713

 

 

 

43,401

 

Other liabilities

 

 

87,207

 

 

 

94,295

 

Total liabilities

 

 

785,146

 

 

 

494,656

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders' equity (deficit):

 

 

 

 

 

 

Common stock, $0.01 par value: 2,000,000 shares authorized;
411,741 and 400,095 shares issued and outstanding, respectively

 

 

4,117

 

 

 

4,001

 

Additional paid-in capital

 

 

2,094,562

 

 

 

2,045,572

 

Accumulated deficit

 

 

(1,007,764

)

 

 

(957,677

)

Accumulated other comprehensive income (loss)

 

 

(5,098

)

 

 

 

Total agilon health, inc. stockholders' equity (deficit)

 

 

1,085,817

 

 

 

1,091,896

 

Noncontrolling interests

 

 

(528

)

 

 

(300

)

Total stockholders’ equity (deficit)

 

 

1,085,289

 

 

 

1,091,596

 

Total liabilities and stockholders’ equity (deficit)

 

$

1,870,435

 

 

$

1,586,252

 

agilon health, inc.

Condensed Consolidated Statements of Operations

In thousands, except per share data

(unaudited)

 

 

Three Months Ended
September 30,

 

 

Nine Months Ended
September 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

Medical services revenue

 

$

693,934

 

 

$

457,646

 

 

$

2,015,541

 

 

$

1,367,736

 

Other operating revenue

 

 

924

 

 

 

967

 

 

 

2,896

 

 

 

2,937

 

Total revenues

 

 

694,858

 

 

 

458,613

 

 

 

2,018,437

 

 

 

1,370,673

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Medical services expense

 

 

618,287

 

 

 

414,202

 

 

 

1,771,635

 

 

 

1,217,039

 

Other medical expenses

 

 

50,659

 

 

 

29,454

 

 

 

144,512

 

 

 

86,809

 

General and administrative (including noncash
stock-based compensation expense of $7,907,
$11,960, $18,430, and $287,980, respectively)

 

 

51,980

 

 

 

46,643

 

 

 

143,738

 

 

 

401,981

 

Depreciation and amortization

 

 

3,450

 

 

 

3,915

 

 

 

9,865

 

 

 

10,923

 

Total expenses

 

 

724,376

 

 

 

494,214

 

 

 

2,069,750

 

 

 

1,716,752

 

Income (loss) from operations

 

 

(29,518

)

 

 

(35,601

)

 

 

(51,313

)

 

 

(346,079

)

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense), net

 

 

574

 

 

 

(269

)

 

 

9,840

 

 

 

4,034

 

Gain (loss) on lease terminations

 

 

 

 

 

 

 

 

(5,458

)

 

 

 

Interest expense

 

 

(1,000

)

 

 

(867

)

 

 

(2,816

)

 

 

(5,306

)

Income (loss) before income taxes

 

 

(29,944

)

 

 

(36,737

)

 

 

(49,747

)

 

 

(347,351

)

Income tax benefit (expense)

 

 

(559

)

 

 

(256

)

 

 

(1,068

)

 

 

(707

)

Income (loss) from continuing operations

 

 

(30,503

)

 

 

(36,993

)

 

 

(50,815

)

 

 

(348,058

)

Discontinued operations:

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before income taxes

 

 

(224

)

 

 

1,117

 

 

 

526

 

 

 

(1,781

)

Income tax benefit (expense)

 

 

(12

)

 

 

(82

)

 

 

(26

)

 

 

(211

)

Total discontinued operations

 

 

(236

)

 

 

1,035

 

 

 

500

 

 

 

(1,992

)

Net income (loss)

 

 

(30,739

)

 

 

(35,958

)

 

 

(50,315

)

 

 

(350,050

)

Noncontrolling interests’ share in (earnings) loss

 

 

71

 

 

 

115

 

 

 

228

 

 

 

284

 

Net income (loss) attributable to common shares

 

$

(30,668

)

 

$

(35,843

)

 

$

(50,087

)

 

$

(349,766

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per common share,
basic and diluted

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

(0.07

)

 

$

(0.09

)

 

$

(0.12

)

 

$

(0.95

)

Discontinued operations

 

$

 

 

$

 

 

$

 

 

$

(0.01

)

Weighted average shares outstanding, basic and diluted

 

 

411,065

 

 

 

391,229

 

 

 

406,823

 

 

 

365,018

 

agilon health, inc.

Condensed Consolidated Statements of Cash Flows

In thousands

(unaudited)

 

 

Nine Months Ended September 30,

 

 

 

2022

 

 

2021

 

Cash flows from operating activities:

 

 

 

 

 

 

Net income (loss)

 

$

(50,315

)

 

$

(350,050

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

9,865

 

 

 

11,032

 

Stock-based compensation expense

 

 

18,430

 

 

 

287,980

 

Loss on debt extinguishment

 

 

 

 

 

1,590

 

Loss (income) from equity method investments

 

 

(3,473

)

 

 

(2,080

)

Other non-cash items

 

 

4,261

 

 

 

(111

)

Changes in operating assets and liabilities

 

 

(59,617

)

 

 

(47,623

)

Net cash provided by (used in) operating activities

 

 

(80,849

)

 

 

(99,262

)

Cash flows from investing activities:

 

 

 

 

 

 

Purchase of property and equipment, net

 

 

(11,937

)

 

 

(3,164

)

Purchase of intangible assets

 

 

(12,415

)

 

 

(6,794

)

Investment in loans receivable and other

 

 

(4,510

)

 

 

(76,613

)

Investments in marketable securities

 

 

(423,183

)

 

 

 

Proceeds from sale of marketable securities and other

 

 

15,127

 

 

 

1,312

 

Proceeds from sale of business and property, net of cash divested

 

 

500

 

 

 

(2,644

)

Net cash provided by (used in) investing activities

 

 

(436,418

)

 

 

(87,903

)

Cash flows from financing activities:

 

 

 

 

 

 

Proceeds from initial public offering

 

 

 

 

 

1,170,942

 

Proceeds from other equity issuances, net

 

 

30,676

 

 

 

1,606

 

Proceeds from the issuance of long-term debt

 

 

 

 

 

100,000

 

Repayments of long-term debt

 

 

(3,750

)

 

 

(118,647

)

Equity and debt issuance costs and other

 

 

 

 

 

(9,928

)

Net cash provided by (used in) financing activities

 

 

26,926

 

 

 

1,143,973

 

Net increase (decrease) in cash, cash equivalents and restricted cash
and equivalents

 

 

(490,341

)

 

 

956,808

 

Cash, cash equivalents and restricted cash and equivalents from
continuing operations, beginning of period

 

 

1,054,820

 

 

 

135,178

 

Cash, cash equivalents and restricted cash and equivalents from
discontinued operations, beginning of period

 

 

 

 

 

3,917

 

Cash, cash equivalents and restricted cash and equivalents,
beginning of period

 

 

1,054,820

 

 

 

139,095

 

Cash, cash equivalents and restricted cash and equivalents,
end of period

 

$

564,479

 

 

$

1,095,903

 

agilon health, inc.

Key Operating Metrics

In thousands

(unaudited)

MEDICAL MARGIN

 

 

Three Months Ended
September 30,

 

 

Nine Months Ended
September 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Medical services revenue

 

$

693,934

 

 

$

457,646

 

 

$

2,015,541

 

 

$

1,367,736

 

Medical services expense

 

 

(618,287

)

 

 

(414,202

)

 

 

(1,771,635

)

 

 

(1,217,039

)

Medical margin

 

$

75,647

 

 

$

43,444

 

 

$

243,906

 

 

$

150,697

 

Medical margin represents the amount earned from medical services revenue after medical services expenses are deducted. Medical services expense represents costs incurred for medical services provided to our members. As our platform matures over time, we expect medical margin to increase in absolute dollars. However, medical margin per member per month (PMPM) may vary as the percentage of new members brought onto our platform fluctuates. New membership added to the platform is typically dilutive to medical margin PMPM.

GENERAL AND ADMINISTRATIVE COSTS, INCLUDING PLATFORM SUPPORT COSTS

 

 

Three Months Ended
September 30,

 

 

Nine Months Ended
September 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Platform support costs

 

$

34,764

 

 

$

33,547

 

 

$

104,868

 

 

$

92,622

 

Geography entry costs(1)

 

 

14,034

 

 

 

2,704

 

 

 

24,456

 

 

 

12,711

 

Severance and related costs

 

 

512

 

 

 

856

 

 

 

2,470

 

 

 

5,098

 

Management fees(2)

 

 

 

 

 

 

 

 

 

 

 

433

 

Stock-based compensation expense

 

 

7,907

 

 

 

11,960

 

 

 

18,430

 

 

 

287,980

 

Other(3)

 

 

(5,237

)

 

 

(2,424

)

 

 

(6,486

)

 

 

3,137

 

General and administrative

 

$

51,980

 

 

$

46,643

 

 

$

143,738

 

 

$

401,981

 

(1) Represents direct geography entry costs, including investments to develop and expand our platform and costs in geographies that are in implementation and are not yet generating revenue.

(2) Represents management fees and other expenses paid to Clayton Dubilier & Rice, LLC (“CD&R”) prior to our IPO. In connection with our initial public offering, we terminated our consulting agreement with CD&R, effective April 16, 2021. We were not charged a fee in connection with the termination of this agreement.

(3) Includes non-cash accruals for unasserted claims and contingent liabilities.

Our platform support costs, which include regionally-based support personnel and other operating costs to support our geographies, are expected to decrease over time as a percentage of revenue as our physician partners add members and our revenue grows. Our operating expenses at the enterprise level include resources and technology to support payor contracting, clinical program development, quality, data management, finance and legal functions.

agilon health, inc.

Non-GAAP Financial Measures

In thousands

(unaudited)

NETWORK CONTRIBUTION

 

 

Three Months Ended
September 30,

 

 

Nine Months Ended
September 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Income (loss) from operations

 

$

(29,518

)

 

$

(35,601

)

 

$

(51,313

)

 

$

(346,079

)

Other operating revenue

 

 

(924

)

 

 

(967

)

 

 

(2,896

)

 

 

(2,937

)

Other medical expenses

 

 

50,659

 

 

 

29,454

 

 

 

144,512

 

 

 

86,809

 

Other medical expenses—live geographies(1)

 

 

(43,507

)

 

 

(25,977

)

 

 

(133,623

)

 

 

(78,794

)

General and administrative

 

 

51,980

 

 

 

46,643

 

 

 

143,738

 

 

 

401,981

 

Depreciation and amortization

 

 

3,450

 

 

 

3,915

 

 

 

9,865

 

 

 

10,923

 

Network contribution

 

$

32,140

 

 

$

17,467

 

 

$

110,283

 

 

$

71,903

 

(1) Represents physician compensation expense related to surplus sharing and other direct medical expenses incurred to improve care for our members in our live geographies. Excludes costs in geographies that are in implementation and are not yet generating revenue. For the three months ended September 30, 2022 and 2021, costs incurred in implementing geographies were $7.2 million and $3.5 million, respectively. For the nine months ended September 30, 2022 and 2021, costs incurred in implementing geographies were $10.9 million and $8.0 million, respectively.

ADJUSTED EBITDA

 

 

Three Months Ended
September 30,

 

 

Nine Months Ended
September 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Net income (loss)

 

$

(30,739

)

 

$

(35,958

)

 

$

(50,315

)

 

$

(350,050

)

(Income) loss from discontinued operations,
net of income taxes

 

 

236

 

 

 

(1,035

)

 

 

(500

)

 

 

1,992

 

Interest expense

 

 

1,000

 

 

 

867

 

 

 

2,816

 

 

 

5,306

 

Income tax expense (benefit)

 

 

559

 

 

 

256

 

 

 

1,068

 

 

 

707

 

Depreciation and amortization

 

 

3,450

 

 

 

3,915

 

 

 

9,865

 

 

 

10,923

 

(Gain) loss on lease terminations

 

 

 

 

 

 

 

 

5,458

 

 

 

 

Geography entry costs(1)

 

 

21,186

 

 

 

6,181

 

 

 

35,345

 

 

 

20,726

 

Severance and related costs(2)

 

 

512

 

 

 

856

 

 

 

2,470

 

 

 

5,098

 

Management fees(3)

 

 

 

 

 

 

 

 

 

 

 

433

 

Stock-based compensation expense

 

 

7,907

 

 

 

11,960

 

 

 

18,430

 

 

 

287,980

 

EBITDA adjustments related to equity
method investments(4)

 

 

1,325

 

 

 

1,655

 

 

 

2,988

 

 

 

2,307

 

Other(5)

 

 

(10,089

)

 

 

(2,712

)

 

 

(12,753

)

 

 

2,651

 

Adjusted EBITDA

 

$

(4,653

)

 

$

(14,015

)

 

$

14,872

 

 

$

(11,927

)

(1) Represents direct geography entry costs, including investments to develop and expand our platform and costs in geographies that are in implementation and are not yet generating revenue. For the three months ended September 30, 2022 and 2021, (i) $7.2 million and $3.5 million, respectively, are included in other medical expenses and (ii) $14.0 million and $2.7 million, respectively, are included in general and administrative expenses. For the nine months ended September 30, 2022 and 2021, (i) $10.9 million and $8.0 million, respectively, are included in other medical expenses and (ii) $24.4 million and $12.7 million, respectively, are included in general and administrative expenses.

(2) For the three and nine months ended September 30, 2022, includes taxes and related costs on stock option exercises for departed executives of $0.6 million and $2.0 million, respectively.

(3) Represents management fees and other expenses paid to CD&R prior to our IPO. In connection with our initial public offering, we terminated our consulting agreement with CD&R, effective April 16, 2021. We were not charged a fee in connection with the termination of this agreement.

(4) Includes direct geography entry costs of $1.2 million for the three and nine months ended September 30, 2021.

(5) Includes interest income and non-cash accruals for unasserted claims and contingent liabilities.

In addition to providing results that are determined in accordance with GAAP, we present network contribution and Adjusted EBITDA, which are non-GAAP financial measures.

We define network contribution as medical services revenue less the sum of: (i) medical services expense and (ii) other medical expenses excluding costs incurred in implementing geographies. Other medical expenses consist of physician compensation expense related to surplus sharing and other direct medical expenses incurred to improve care for our members. We believe this metric provides insight into the economics of our Total Care Model as it includes all medical services expense associated with our members’ care as well as partner compensation and additional medical costs we incur as part of our aligned partnership model. Other medical expenses are largely variable and proportionate to the level of surplus in each respective geography.

We define Adjusted EBITDA as net income (loss) adjusted to exclude: (i) income (loss) from discontinued operations, net of income taxes, (ii) interest expense, (iii) income tax expense (benefit), (iv) depreciation and amortization, (v) geography entry costs, (vi) stock-based compensation expense, (vii) severance and related costs, and (viii) certain other items that are not considered by us in the evaluation of ongoing operating performance. We reflect our share of Adjusted EBITDA for equity method investments by applying our actual ownership percentage for the period to the applicable reconciling items on an entity-by-entity basis.

Income (loss) from operations is the most directly comparable GAAP measure to network contribution. Net income (loss) is the most directly comparable GAAP measure to Adjusted EBITDA.

We believe network contribution and Adjusted EBITDA help identify underlying trends in our business and facilitate evaluation of period-to-period operating performance of our live geographies by eliminating items that are variable in nature and not considered by us in the evaluation of ongoing operating performance, allowing comparison of our recurring core business operating results over multiple periods. We also believe network contribution and Adjusted EBITDA provide useful information about our operating results, enhance the overall understanding of our past performance and future prospects, and allow for greater transparency with respect to key metrics we use for financial and operational decision-making. We believe network contribution and Adjusted EBITDA or similarly titled non-GAAP measures are widely used by investors, securities analysts, ratings agencies, and other parties in evaluating companies in our industry as a measure of financial performance. Other companies may calculate network contribution and Adjusted EBITDA or similarly titled non-GAAP measures differently from the way we calculate these metrics. As a result, our presentation of network contribution and Adjusted EBITDA may not be comparable to similarly titled measures of other companies, limiting their usefulness as comparative measures.

Contacts

Investor Contact
Matthew Gillmor
VP, Investor Relations
investors@agilonhealth.com

Media Contact
Claire Mulhearn
Chief Communications & Public Affairs Officer
media@agilonhealth.com

Contacts

Investor Contact
Matthew Gillmor
VP, Investor Relations
investors@agilonhealth.com

Media Contact
Claire Mulhearn
Chief Communications & Public Affairs Officer
media@agilonhealth.com