biote Corp.
For the period ended Jun 30, 2025. Filed Aug 8, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Aug 8, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-09.
0000950170-25-068059
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-08.
0000950170-25-105800
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 113 previous paragraphs and 127 current paragraphs.
79 unchanged; 29 reworded; 13 added; 4 removed; 1 previous and 6 current paragraphs rearranged.
Tables are not compared: 3 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (13)
Current report
The following table presents a summary of our key financial results:
Current report
Recent U.S. Tax Developments
Current report
On July 4, 2025, the One Big Beautiful Bill Act (the "Act") was signed into law in the United States, which contains a broad range of tax reform provisions affecting businesses, including the temporary and permanent extension of expiring provisions of the Tax Cuts and Jobs Act of 2017. ASC 740, Income Taxes, requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the legislation is enacted. Accordingly, the Company is currently evaluating the provisions of the Act including the potential implications for its deferred tax assets, valuation allowance assessments, and effective tax rate. At this time, the financial impact of the new legislation cannot be reasonably estimated.
Current report
Selling, general and administrative expense for the three months ended June 30, 2025 decreased $3.4 million to $24.2 million, or 12.2%, compared to the three months ended June 30, 2024. This decrease was partially due to a $0.9 million decrease in employee-related expenses, which was attributed to a decrease in sales commission expense due to the overall decline in revenues and a decrease in stock compensation expense that resulted from a reduction in the weighted fair value of options granted during the three months ended June 30, 2025, compared to the three months ended June 30, 2024. Consulting expenses decreased $0.8 million for the three months ended June 30, 2025, primarily due to a reduction in expenses related to business combinations and other asset acquisitions compared to the three months ended June 30, 2024. Additionally, expenses related to our annual marketing event decreased for the three months ended June 30, 2025 due to a shift in the timing of the event to the third quarter of 2025. In 2024, the Company hosted this annual marketing event and incurred the related expenses during the three months ended June 30, 2024. For the three months ended June 30, 2025, our bad debt expense decreased $0.5 million due to a significant portion of our aged and/or uncollectible receivables being reserved for during the three months ended June 30, 2024. Additionally, legal fees decreased $0.5 million during the three months ended June 30, 2025, primarily due to the resolution of litigation with former shareholders during the three months ended June 30, 2024. These decreases were partially offset by a restructuring charge of $0.6 million for employee severance payments and related legal fees and a $0.4 million increase in marketing expenses due to increased activity on our e-commerce site with Amazon and other strategic marketing activities, compared to the three months ended June 30, 2024.
Current report
The change in fair value of the earnout liabilities was due to a 20.7% increase in the closing price of our Class A common stock during the three months ended June 30, 2025, compared with an increase of 28.8% for the three months ended June 30, 2024.The increase in the closing price of our Class A common stock for the three months ended June 30, 2024 outpaced the increase in the closing price of our Class A common stock for the three months ended June 30, 2025, resulting in a decrease in the loss from change in the fair value of the earnout liability during 2025. In addition to the changes in the closing price of our Class A common stock during the three months ended June 30, 2025 and 2024, other assumptions used to calculate the fair value of the earnout liability, such as stock price volatility, estimated timing of satisfying the Triggering Events and the risk free rate varied from period to period, each of which impacted the fair value of the earnout liability and the associated loss recorded for the periods presented.
Current report
Other Expenses
Current report
Revenue
Current report
Revenue for the six months ended June 30, 2025 increased $1.9 million to $97.9 million, or 2.0%, compared to the six months ended June 30, 2024. The increase was driven by a $4.4 million increase in revenue from Biote-branded dietary supplements and a $1.3 million increase in service revenue for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. The increase in Biote-branded dietary supplements resulted from the shift of a portion of this business to our e-commerce site with
Current report
Cost of revenue
Current report
Selling, General and Administrative
Current report
Income tax expense for the six months ended June 30, 2025 increased $1.3 million compared to the six months ended June 30, 2024. This increase in expense was primarily driven by the increase in Biote's ownership of Holdings as of June 30, 2025 compared to June 30, 2024 and an increase in the forecasted annual effective tax rate.
Current report
Represents the fair market value write-up of inventory accounted for under ASC 805 related to the acquisition of Asteria Health.
Current report
Represents restructuring costs incurred during the three and six months ended June 30, 2025 related to a workforce reduction primarily within our commercial organization.
Removed paragraphs (4)
Previous report
Interest Expense, Net
Previous report
Income Tax Expense
Previous report
Interest Expense, Net
Previous report
Income Tax Expense
Reworded paragraphs (29)
Previous wording
The following discussion and analysis provides information that management believes is relevant to an assessment and understanding of our consolidated results of operations and financial condition. You should read this discussion and analysis in conjunction with the accompanying unaudited condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q. Certain amounts may not foot due to rounding. This discussion and analysis contains forward-looking statements and involves numerous risks and uncertainties, including, but not limited to, those discussed in Part I, Item 1A. “Risk Factors” in the 2024 Form 10-K, as supplemented by the risks and uncertainties discussed in Part II. Item 1A. “Risk Factors” in this Quarterly Report. You should carefully read the information under “Cautionary Note Regarding Forward-Looking Statements” in this Quarterly Report. We assume no obligation to update any of these forward-looking statements except as required by law. Actual results may differ materially from those contained in any forward-looking statements.
Current wording
The following discussion and analysis provides information that management believes is relevant to an assessment and understanding of our consolidated results of operations and financial condition. You should read this discussion and analysis in conjunction with the accompanying unaudited condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report. Certain amounts may not foot due to rounding. This discussion and analysis contains forward-looking statements and involves numerous risks and uncertainties, including, but not limited to, those discussed in Part I, Item 1A. “Risk Factors” in the 2024 Form 10-K, as supplemented by the risks and uncertainties discussed in Part II. Item 1A. “Risk Factors” in the Quarterly Report on Form 10-Q for the three months ended March 31, 2025. You should carefully read the information under “Cautionary Note Regarding Forward-Looking Statements” in this Quarterly Report. We assume no obligation to update any of these forward-looking statements except as required by law. Actual results may differ materially from those contained in any forward-looking statements.
Previous wording
Increasing sales of Biote-branded dietary supplements. Our Biote-branded dietary supplement line currently includes 24 dietary supplements that we offer to our Biote-certified practitioners through our eCommerce site, efficiently leveraging our core Biote provider platform. Practitioners then re-sell Biote-branded dietary supplements to their patients, enabling patients to receive physician-guided therapies to manage the related effects of aging. Our direct-to-patient eCommerce platform enables practitioners to invite their patients to buy Biote-branded dietary supplements online via our online store.
Current wording
Increasing sales of Biote-branded dietary supplements. Our Biote-branded dietary supplement line currently includes 25 dietary supplements that we offer to our Biote-certified practitioners through our eCommerce site, efficiently leveraging our core Biote provider platform. Practitioners then re-sell Biote-branded dietary supplements to their patients, enabling patients to receive physician-guided therapies to manage the related effects of aging. Our direct-to-patient eCommerce platform enables practitioners to invite their patients to buy Biote-branded dietary supplements online via our online store. In addition to our direct-to-patient eCommerce platform, our Biote-branded dietary supplements are also offered through our eCommerce platform with Amazon.
Previous wording
A majority of the bioidentical hormone pellets used by Biote-certified practitioners are manufactured by our 503B compounding pharmacy; however, in order to meet demand we have agreements with AnazaoHealth and Carie Boyd each of which are FDA registered 503B outsourcing facilities. Bioidentical hormone pellets are shipped directly to Biote-certified practitioners. Custody of the pellets is with Biote-certified practitioners. However, the bioidentical hormone pellets are recorded as inventory on our unaudited condensed consolidated balance sheets from the date of shipment until the point in time they are dispensed by a Biote-certified practitioner. Biote-certified practitioners record the dispensation of bioidentical hormone pellets and monitor inventory levels in our BioTracker system, an inventory management system that is offered as part of the Biote Method.
Current wording
A portion of the bioidentical hormone pellets used by Biote-certified practitioners are manufactured by our 503B compounding pharmacy, Asteria Health; therefore, in order to meet demand we have agreements with AnazaoHealth and Carie Boyd each of which are FDA registered 503B outsourcing facilities. Bioidentical hormone pellets are shipped directly to Biote-certified practitioners. Custody of the pellets is with Biote-certified practitioners. However, the bioidentical hormone pellets are recorded as inventory on our unaudited condensed consolidated balance sheets from the date of shipment until the point in time they are dispensed by a Biote-certified practitioner. Biote-certified practitioners record the dispensation of bioidentical hormone pellets and monitor inventory levels in the inventory management system that is offered as part of the Biote Method.
Previous wording
To strengthen control over our supply chain, enhance operational efficiency and reduce production costs, we are focused on vertical integration through strategic transactions. For example, in March 2024, we acquired Asteria Health, a 503B manufacturer of compounded bioidentical hormones. As part of the integration process associated with this strategic transaction, we are narrowing our current vendor network to better manage our supply chain. On November 1, 2024, AnazaoHealth provided notice that it was exercising its right to terminate the Pharmacy Services Agreement (the “AnazaoHealth Pharmacy Services Agreement”), which we previously entered into on October 30, 2020, with such termination to be effective as of May 1, 2025. While there is no guarantee that we will be able to negotiate a new agreement with AnazaoHealth and continue our partnership following such notice of termination on terms that are acceptable to us, if at all, we believe we can continue to meet the product demands of our Biote-practitioners through our existing direct manufacturing capabilities and vendor network while continuing to expand our vertical integration.
Current wording
To strengthen control over our supply chain, enhance operational efficiency and reduce production costs, we are focused on vertical integration through strategic transactions. For example, in March 2024, we acquired Asteria Health, a 503B manufacturer of compounded bioidentical hormones. Although Asteria Health has been integrated into our processes, we continue to utilize our current vendor network to manage our supply chain to meet the demands of our Biote-certified clinics. On November 1, 2024, AnazaoHealth provided notice that it was exercising its right to terminate the Pharmacy Services Agreement (the “AnazaoHealth Pharmacy Services Agreement”), which we previously entered into on October 30, 2020, with such termination to be effective as of May 1, 2025. Contract negotiations with AnazaoHealth commenced during the second quarter of 2025 and we executed a second amendment to the AnazaoHealth Pharmacy Services Agreement effective July, 19, 2025 (the “Second Amendment”), which extends the AnazaoHealth Pharmacy Services Agreement through December 31, 2027 and provides for a one-year extension at our discretion. With the Second Amendment in place and through our existing direct manufacturing capabilities, we believe we are well-positioned to continue meeting the product demands of our current Biote-practitioners while focusing on expanding our Biote-certified clinic network.
Previous wording
Our revenue was $49.0 million and $46.8 million, our net income (loss) was $15.8 million and $(5.7) million and our Adjusted EBITDA was $13.8 million and $14.2 million, for the three months ended March 31, 2025 and 2024, respectively. Please refer to “Non-GAAP Measures” below for reconciliations of Adjusted EBITDA to the most directly comparable U.S. GAAP measure, net loss, and for additional information about Adjusted EBITDA.
Current wording
*Please refer to “Non-GAAP Measures” below for reconciliations of Adjusted EBITDA to the most directly comparable U.S. GAAP measure, net loss, and for additional information about Adjusted EBITDA.
Previous wording
Global economic conditions have been challenging, with disruptions to, and volatility in, the credit and financial markets in the U.S. and worldwide resulting from the effects of public health crises, uncertainties associated with the changes to and by the U.S. federal government and otherwise. If these conditions persist and deepen, we could experience an inability to access additional capital or our liquidity could otherwise be impacted. If we are unable to raise capital when needed or on attractive terms, we would be forced to delay, reduce or eliminate our research and development programs and/or other efforts. A recession or additional market corrections resulting from the impact of the effects of global health crises or geopolitical turmoil, could materially affect our business and the value of our securities. The impact of global health crises and the related disruptions caused to the global economy did not have a material impact on our business during the three months ended March 31, 2025 and 2024. Additionally, we continue to monitor ongoing changes to global trade policies, including the imposition of tariffs. The broader economic impact of these policies is uncertain, and while we may experience additional operational expenses related to the costs of obtaining materials, we do not expect to be materially impacted.
Current wording
Global economic conditions have been challenging, with disruptions to, and volatility in, the credit and financial markets in the U.S. and worldwide resulting from the effects of public health crises, uncertainties associated with the changes to and by the U.S. federal government and otherwise. If these conditions persist and deepen, we could experience an inability to access additional capital or our liquidity could otherwise be impacted. If we are unable to raise capital when needed or on attractive terms, we would be forced to delay, reduce or eliminate our research and development programs and/or other efforts. A recession or additional market corrections resulting from the impact of the effects of global health crises or geopolitical turmoil, could materially affect our business and the value of our securities. The impact of global health crises and the related disruptions caused to the global economy did not have a material impact on our business during the three and six months ended June 30, 2025 and 2024. Additionally, we continue to monitor ongoing changes to global trade policies, including the imposition of tariffs. Although the impact of these policies have not had a material impact on our business in the first half of 2025, the broader economic impact is uncertain, and while we may experience additional operational expenses related to the costs of obtaining materials, we do not expect to be materially impacted in future periods.
Previous wording
On February 1, 2025, we appointed Bret Christensen as Chief Executive Officer. In connection with his appointment, we entered into an employment agreement with Mr. Christensen, dated as of January 29, 2025 which provides for Mr. Christensen’s at-will employment as the Chief Executive Officer for a term commencing on February 1, 2025 and continuing until terminated by either us or Mr. Christensen. Teresa S. Weber, our prior Chief Executive Officer, transitioned out of her role, effective February 1, 2025. On January 30, 2025, Ms. Weber entered into a consulting agreement with us, which provides that Ms. Weber will serve as a strategic advisor to us and our Board of Directors for up to one year, to assist with the transition and to work on special projects.
Current wording
On February 1, 2025, we appointed Bret Christensen as Chief Executive Officer. In connection with his appointment, we entered into an employment agreement with Mr. Christensen, dated as of January 29, 2025 which provides for Mr. Christensen’s at-will employment as the Chief Executive Officer for a term commencing on February 1, 2025 and continuing until terminated by either us or Mr. Christensen. Teresa S. Weber, our prior Chief Executive Officer, transitioned out of her role, effective February 1, 2025. On January 30, 2025, Ms. Weber entered into a consulting agreement with us, which provides that Ms. Weber serves as a strategic advisor to us and our Board of Directors for up to one year, to assist with the transition and to work on special projects.
Previous wording
Selling, general and administrative expense consists primarily of software licensing and maintenance, the cost of our sales force and the cost of employees who engage in corporate functions, such as finance and accounting, information technology, human resources, legal, and executive management. Also included are rent occupancy costs, office expenses, recruiting expenses, entertainment allocations, depreciation and amortization, share-based compensation, transaction related expenses, other general overhead costs, insurance premiums, professional service fees, research and development and costs related to regulatory and legal matters and marketing expenses.
Current wording
Selling, general and administrative expense consists primarily of software licensing and maintenance, the cost of our sales force and the cost of employees who engage in corporate functions, such as finance and accounting, information technology, marketing, human resources, legal, and executive management. Also included are rent occupancy costs, office expenses, recruiting expenses, entertainment allocations, depreciation and amortization, share-based compensation, transaction related expenses, other general overhead costs, insurance premiums, professional service fees, research and development and costs related to regulatory and legal matters and marketing expenses.
Previous wording
Revenue for the three months ended March 31, 2025 increased $2.2 million to $49.0 million, or 4.7%, compared to the three months ended March 31, 2024. The increase was driven by a $1.9 million increase in revenue from Biote-branded dietary supplements and a $1.2 million increase in service revenue for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. The increase in Biote-branded dietary supplements resulted from the complete shift of a portion of this business to our e-commerce site with Amazon for the three months ended March 31, 2025, compared to the three months ended March 31, 2024 when a portion of this business was managed by a third-party distributor. The increase in our service revenue for the three months ended March 31, 2025, was related to a rise in technology fees earned from physician orders placed through our BioteRx platform compared to the three months ended March 31, 2024. These increases in revenues for the three months ended March 31, 2025 were partially offset by a $1.3 million decrease in revenue from pellet procedures that resulted from a slowdown in new clinic additions, compared to the three months ended March 31, 2024.
Current wording
Revenue for the three months ended June 30, 2025 decreased $0.3 million to $48.9 million, or 0.6%, compared to the three months ended June 30, 2024. The decrease was driven primarily by a $3.2 million decrease in revenue from pellet procedures that resulted from a reduction in new clinic additions coupled with clinic attrition and lower procedure volumes from our existing clinics, compared to the three months ended June 30, 2024. This decrease in revenue was partially offset by a $2.5 million increase in revenue from Biote-branded dietary supplements and a $0.1 million increase in service revenue for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The increase in Biote-branded dietary supplements resulted from the shift of a portion of this business to our e-commerce site with Amazon for the three months ended June 30, 2025, compared to the three months ended June 30, 2024 when a portion of this business was managed by a third-party distributor. The increase in our service revenue for the three months ended June 30, 2025, was primarily related to a rise in technology fees earned from physician orders placed through our BioteRx platform and a reduction in deferred revenue associated with our MSAs compared to the three months ended June 30, 2024.
Previous wording
Cost of revenue for the three months ended March 31, 2025 decreased $0.8 million, to $12.6 million, or 6.3%, compared to the three months ended March 31, 2024. Cost of pellet procedures decreased 24.7% while revenue from pellet procedures decreased 3.6%, reflecting continued cost savings from the vertical integration of Asteria Health compared to the three months ended March 31, 2024. Cost of Biote branded dietary supplements increased $0.7 million for the three months ended March 31, 2025 primarily as a result of the increase in Biote-branded dietary supplement revenue, compared to the three months ended March 31, 2024.
Current wording
Cost of revenue for the three months ended June 30, 2025 decreased $1.5 million to $13.9 million, or 9.7%, compared to the three months ended June 30, 2024. Cost of pellet procedures decreased 21.0% while revenue from pellet procedures decreased 8.4%, reflecting continued cost savings from the vertical integration of Asteria Health compared to the three months ended June 30, 2024. Cost of Biote branded dietary supplements increased $0.5 million for the three months ended June 30, 2025, primarily as a result of the increase in Biote-branded dietary supplement revenue, compared to the three months ended June 30, 2024.
Previous wording
Interest expense, net for the three months ended March 31, 2025, increased $1.2 million to $2.9 million compared to the three months ended March 31, 2024. The increase was primarily a result of $1.1 million in accreted interest related to our share repurchase liability and a decrease in interest income earned on our money market account as a result of lower cash balances during the three months ended March 31, 2025, compared to the three months ended March 31, 2024. These increases were partially offset by a decrease in interest expense on our Term Loan due to a lower principal balance and lower monthly interest rates during the three months ended March 31, 2025, compared to the three months ended March 31, 2024.
Current wording
Interest expense, net for the three months ended June 30, 2025, increased $0.3 million to $2.9 million compared to the three months ended June 30, 2024. The increase was primarily a result of a $0.4 million increase in accreted interest related to our share repurchase liability and a $0.2 million decrease in interest income earned on our money market account as a result of lower cash balances during the three months ended June 30, 2025, compared to the three months ended June 30, 2024. These increases were partially offset by a decrease in interest expense on our Term Loan due to a lower principal balance and lower monthly interest rates during the three months ended June 30, 2025, compared to the three months ended June 30, 2024.
Previous wording
The change in other expense for the three months ended March 31, 2025, compared with the three months ended March 31, 2024, primarily resulted from foreign currency fluctuations during the period.
Current wording
The change in other expenses for the three months ended June 30, 2025, compared to the three months ended June 30, 2024, primarily resulted from foreign currency fluctuations during the period.
Previous wording
Income tax expense for the three months ended March 31, 2025 decreased $0.8 million, compared to the three months ended March 31, 2024. This decrease in expense was primarily driven by a lower year to date and forecasted profit before tax, excluding certain non-includable items.
Current wording
Income tax expense for the three months ended June 30, 2025 increased $2.1 million, compared to the three months ended June 30, 2024. This increase in expense was primarily driven by a larger decrease in the year to date and forecasted profit before tax as of June 30, 2024 as compared to June 30, 2025 combined with an increase in the forecasted annual effective tax rate as of June 30, 2025.
Previous wording
Selling, general and administrative expense for the three months ended March 31, 2025 increased $3.8 million to $26.7 million, or 16.4%, compared to the three months ended March 31, 2024. This increase was due to a $0.7 million increase in marketing expenses due to increased activity on our e-commerce site with Amazon and other strategic marketing activities, compared to the three months ended March 31, 2024. Audit and tax services fees increased $0.6 million due to an increase in the scope of services related to business combinations, asset acquisitions and the complexity of tax matters that arose from legal settlements with two of our former owners. Legal expenses increased $0.6 million for the three months ended March 31, 2025, due to additional claims asserted by a former owner and expenses incurred to settle litigation with one of our vendors, compared to the three months ended March 31, 2024. Additionally, for the three months ended March 31, 2025, our bad debt expense increased $0.6 million due to an increase in aging receivables and the timing of collections at the end of the quarter and our merchant fees increased $0.2 million due to an increase in sales transactions, compared to the three months ended March 31, 2024.
Current wording
Selling, general and administrative expense for the six months ended June 30, 2025 increased $0.4 million to $50.9 million, or 0.8%, compared to the six months ended June 30, 2024. This increase was due to a $1.1 million increase in marketing expenses and was primarily driven by increased activity on our e-commerce site with Amazon as well as other strategic marketing activities, compared to the six months ended June 30, 2024. Audit and tax services fees increased $0.5 million due to an increase in the scope of services related to business combinations, asset acquisitions and the complexity of tax matters that arose from legal settlements with two of our former owners. These increases were partially offset by a $0.7 million decrease in consulting service expenses incurred in connection with the 2024 acquisitions of Asteria Health and Simpatra. Additionally, employee-related expenses decreased $0.3 million, primarily due to attrition within our commercial operations group.
Previous wording
The change in fair value of the earnout liabilities was primarily due to an overall decrease in the earnout liabilities related to the Business Combination Agreement that resulted from the settlement of litigation with two of our former owners coupled with the change in the closing price of our Class A common stock during the three months ended March 31, 2025 and 2024. For the three months ended March 31, 2025, the closing price of the Company’s Class A common stock decreased 46%, compared with an increase of 17% for the three months ended March 31, 2024.
Current wording
The change in fair value of the earnout liabilities was primarily due to a 35.6% decrease in the closing price of our Class A common stock during the six months ended June 30, 2025, compared with an increase of 51.2% for the six months ended June 30, 2024.
Previous wording
The following table presents a reconciliation of net income (loss) to Adjusted EBITDA for the three months ended March 31, 2025 and 2024:
Current wording
The following table presents a reconciliation of net income (loss) to Adjusted EBITDA for the three and six months ended June 30, 2025 and 2024:
Previous wording
Represents cash and non-cash interest on our debt obligations, commitment fees for our unused Revolving Loans, net of interest income earned on our money market account and short-term investment. For the three months ended March 31, 2025, interest expense, net included $1.1 million of accreted interest related to the share repurchase liability. There was no accreted interest for the three months ended March 31, 2024.
Current wording
Represents cash and non-cash interest on our debt obligations, commitment fees for our unused Revolving Loans, net of interest income earned on our money market account and short-term investment. Interest expense, net, included accreted interest related to the share repurchase liabilities of $0.9 million and $2.0 million for the three and six months ended June 30, 2025, respectively, and $0.5 million for each of the three and six months ended June 30, 2024, respectively.
Previous wording
Represents depreciation expense on property and equipment, amortization expense on capitalized software and amortization expense on purchased intangible assets. Depreciation expense of $0.01 million was included in cost of products for the three months ended March 31, 2025. There was no depreciation expense included in cost of products for the three months ended March 31, 2024.
Current wording
Represents depreciation expense on property and equipment, amortization expense on capitalized software and amortization expense on purchased intangible assets. Depreciation expense included in cost of products was $0.06 million and $0.07 million for the three and six months ended June 30, 2025, respectively, and $0.01 million for each of the three and six months ended June 30, 2024, respectively
Previous wording
Represents employee compensation expense associated with equity-based stock awards. This includes expense associated with equity incentive instruments including phantom stock awards, stock options and restricted stock units.
Current wording
Represents employee compensation expense associated with equity-based stock awards. This includes expense associated with equity incentive instruments including stock options and restricted stock units.
Previous wording
Represents legal expenses incurred in connection with litigation settlement gains or losses.
Current wording
Represents litigation settlement gains or losses and related legal expenses.
Previous wording
Represents transaction costs including legal fees of $0.04 million during the three months ended March 31, 2024, which were incurred in connection with the filing of, and transactions contemplated by, the Company’s securities offerings. No such filing fees were incurred during the three months ended March 31, 2025.
Current wording
Represents transaction costs including legal fees of $0.04 million during the six months ended June 30, 2024, which were incurred in connection with the filing of, and transactions contemplated by, the Company’s securities offerings. No such filing fees were incurred during the three and six months ended June 30, 2025.
Previous wording
Represents strategic consulting and legal expenses related to the recent CEO transition of $0.3 million and a realized foreign currency loss of less than $0.01 million for the three months ended March 31, 2025. Represents executive severance costs of $0.08 million and a realized foreign currency loss of less than $0.01 million for the three months ended March 31, 2024.
Current wording
Represents executive severance costs of $0.5 million and a realized foreign currency loss of less than $0.01 million for the three and six months ended June 30, 2025 and strategic consulting and legal expenses related to the recent CEO transition of $0.3 million for the six months ended June 30, 2025. For each of the three and six months ended June 30, 2024, represents professional services fees of $0.1 million incurred related to the accounting treatment of the share repurchase liabilities, strategic consulting and advisory services of $0.5 million, executive severance costs of $0.3 million and a realized foreign currency loss of less than $0.01 million.
Previous wording
Represents legal fees and professional fees totaling $0.1 million incurred during the three months ended March 31, 2025 to finalize the purchase price allocation of Asteria Health and for other strategic opportunities to expand the business.
Current wording
Represents legal fees and professional fees totaling $0.1 million incurred during the six months ended June 30, 2025 to finalize the purchase price allocation of Asteria Health and for other strategic opportunities to expand the business. For the three and six months ended June 30, 2024, represents legal fees of $0.2 million and $0.5 million, respectively, and professional services fees of $0.2 million and $0.3 million, respectively, related to our 2024 acquisitions.
Previous wording
Our liquidity is derived primarily from available cash and cash equivalents, cash generated from operations, capacity under our Revolving Loans and, when necessary, debt and equity financing activities. We believe that for at least the next 12 months, our current cash position, coupled with anticipated cash generated from operations and the capacity under our revolving loans, is sufficient to fund our operations and our debt service obligations. As of March 31, 2025 and December 31, 2024, we had cash and cash equivalents of $41.7 million and $39.3 million, respectively. Additionally, as of each March 31, 2025 and December 31, 2024, we had $50.0 million of Revolving Loans available under our Truist Credit Agreement.
Current wording
Our liquidity is derived primarily from available cash and cash equivalents, cash generated from operations, capacity under our Revolving Loans and, when necessary, debt and equity financing activities. We believe that for at least the next 12 months, our current cash position, coupled with anticipated cash generated from operations and the capacity under our revolving loans, is sufficient to fund our operations and our debt service obligations. As of June 30, 2025 and December 31, 2024, we had cash and cash equivalents of $19.6 million and $39.3 million, respectively. Additionally, as of each June 30, 2025 and December 31, 2024, we had $50.0 million of Revolving Loans available under our Truist Credit Agreement.
Previous wording
We expect our operating and capital expenditures to increase as we increase headcount, expand our operations and grow our clinic base. If additional funds are required to support our working capital requirements, acquisitions or other purposes, we may seek to raise funds through additional debt or equity financings or from other sources. If we raise additional funds through the issuance of equity or convertible debt securities, the percentage ownership of our equity holders could be significantly diluted, and these newly issued securities may have rights, preferences or privileges senior to those of existing equity holders. If we raise additional funds by obtaining loans from third parties, the terms of those financing arrangements may include negative covenants or other restrictions on our business that could impair our operating flexibility and also require us to incur additional interest expense. We can provide no assurance that additional financing will be available at all or, if available, that we would be able to obtain additional financing on terms favorable to us.
Current wording
We expect our operating and capital expenditures to increase as we continue to execute our corporate growth plans designed to elevate our growth, achieve our strategic objectives and further advance patient health and wellness. If additional funds are required to support our working capital requirements, acquisitions or other purposes, we may seek to raise funds through additional debt or equity financings or from other sources. If we raise additional funds through the issuance of equity or convertible debt securities, the percentage ownership of our equity holders could be significantly diluted, and these newly issued securities may have rights, preferences or privileges senior to those of existing equity holders. If we raise additional funds by obtaining loans from third parties, the terms of those financing arrangements may include negative covenants or other restrictions on our business that could impair our operating flexibility and also require us to incur additional interest expense. We can provide no assurance that additional financing will be available at all or, if available, that we would be able to obtain additional financing on terms favorable to us.
Previous wording
Net cash provided by operating activities for the three months ended March 31, 2025 decreased $0.9 million to $6.5 million compared to cash provided by operating activities of $7.4 million for the three months ended March 31, 2024. Our cash flow from working capital for the three months ended March 31, 2025, was primarily impacted by a $2.4 million increase in cash used to fund accounts payable and a $1.5 million increase in cash used for accrued liabilities, which was driven by a $3.5 million legal settlement payment to one of our vendors during the three months ended March 31, 2025. The increase in cash used for accrued liabilities for the three months ended March 31, 2025 was partially offset by an increase in accrued professional fees for legal services, audit and tax services, and other general corporate expenses compared with the three months ended March 31, 2024. The decrease in net cash used by operating activities during the three months ended March 31, 2025 was partially offset by a $1.1 million decrease in Biote-branded dietary supplement inventory due to a 25.5% increase in dietary supplement revenue over the prior year period. This compares with a $0.2 million decrease in Biote-branded supplement inventory during the three months ended March 31, 2024, resulting in a $0.9 million incremental increase in cash for the 2025 period. Additionally, our accounts receivable increased during each of the three months ended March 31, 2025 and 2024; however, the increase in accounts receivable for the three months ended March 31, 2024 outweighed the increase for the three months ended March 31, 2025 providing $0.4 million in cash over the prior year period. The increase in accounts receivable for each of the three months ended March 31, 2025 and 2024 was attributed to a combination of the increase in total revenue for the comparative periods and the timing of collection efforts during each of the respective periods.
Current wording
Net cash provided by operating activities for the six months ended June 30, 2025 decreased $3.8 million to $13.6 million compared to cash provided by operating activities of $17.3 million for the six months ended June 30, 2024. Our cash flow from working capital for the six months ended June 30, 2025, was impacted by a $3.2 million increase in cash used for other assets related to the addition of information technology services and the renewal of insurance and other services that will be utilized over the next 12 months, deposits on activities for our upcoming annual marketing event and fluctuations in advance deposits on future inventory purchases. Working capital for the six months ended June 30, 2025 was also impacted by a $3.4 million increase in cash used to fund accounts payable, which was attributed to the timing of the receipt of invoices for inventory and other expenses and the subsequent payment of those invoices. Additionally, cash used for accrued liabilities increased $2.5 million, which was driven by a $3.5 million legal settlement payment to one of our vendors during the six months ended June 30, 2025. The increase in cash used for accrued liabilities for the six months ended June 30, 2025 was partially offset by an increase in accrued professional fees for legal services, audit and tax services, and other general corporate expenses compared with the six months ended June 30, 2024. The decrease in net cash provided by operating activities during the six months ended June 30, 2025 was partially offset by a $1.5 million increase in cash provided by Biote-branded dietary supplement inventory due to a 28.1% increase in dietary supplement revenue over the prior year period. This compares with a $0.3 million increase in Biote-branded supplement inventory during the six months ended June 30, 2024, resulting in a $1.8 million incremental increase in cash for the 2025 period.
Previous wording
Net cash used in investing activities decreased $10.3 million to $1.8 million for the three months ended March 31, 2025, compared to $12.2 million for the three months ended March 31, 2024. This decrease was principally driven by the acquisition of Asteria Health, Simpatra and BioSana during the three months ended March 31, 2024 and was partially offset by a $0.9 million increase in cash used to purchase leasehold improvements and other fixed assets that will be used at our 503B manufacturing facility.
Current wording
Net cash used in investing activities decreased $11.7 million to $3.8 million for the six months ended June 30, 2025, compared to $15.5 million for the six months ended June 30, 2024. This decrease was principally driven by the acquisition of Asteria Health, Simpatra and BioSana during the six months ended June 30, 2024.
Previous wording
Net cash used in financing activities decreased $3.2 million to $2.3 million for the three months ended March 31, 2025, compared to $5.4 million for the three months ended March 31, 2024. The decrease in our cash flow used in financing activities was primary driven by the repurchase of $4.1 million of our Class A common stock during the three months ended March 31, 2024, that did not reoccur during the three months ended March 31, 2025. This decrease was partially offset by a $0.6 million increase in distributions to our partners during the three months ended March 31, 2025, compared to the three months ended March 31, 2024.
Current wording
Net cash used in financing activities decreased $34.9 million to $29.5 million for the six months ended June 30, 2025, compared to $64.4 million for the six months ended June 30, 2024. Cash payments required under our repurchase liabilities decreased $37.1 million in 2025 to $25.1 million compared to $62.2 million in 2024. As of June 30, 2025, we have repaid approximately 64% of the liabilities. Additionally, we used cash of $5.6 million to repurchase Class A common stock during the six months ended June 30, 2024, that did not reoccur during the six months ended June 30, 2025. These decreases were partially offset by a $10.0 million repayment on borrowings under our revolving loans during 2024.
Previous wording
See Note 2, Significant Accounting Policies, to the audited consolidated financial statements included in our 2024 Form 10-K for more information about our significant accounting policies, including our critical accounting policies. The critical accounting estimates that reflect our most significant judgments and estimates used in the preparation of our consolidated financial statements are described in Part II, Item 7 “Management's Discussion and Analysis of Financial Condition and Results of Operations,” included in our 2024 Form 10-K. During the three months ended March 31, 2025, there were no material changes to our critical accounting policies and estimates from those discussed in our 2024 Form 10-K.
Current wording
See Note 2, Significant Accounting Policies, to the audited consolidated financial statements included in our 2024 Form 10-K for more information about our significant accounting policies, including our critical accounting policies. The critical accounting estimates that reflect our most significant judgments and estimates used in the preparation of our consolidated financial statements are described in Part II, Item 7 “Management's Discussion and Analysis of Financial Condition and Results of Operations,” included in our 2024 Form 10-K. During the three and six months ended June 30, 2025, there were no material changes to our critical accounting policies and estimates from those discussed in our 2024 Form 10-K.
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Current report — wording carried from elsewhere
Loss from Change in Fair Value of Earnout Liabilities,
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The table and discussion below present our results for the six months ended June 30, 2025 and 2024:
Current report — wording carried from elsewhere
Amazon for the six months ended June 30, 2025, compared to the six months ended June 30, 2024 when a portion of this business was managed by a third-party distributor. The increase in our service revenue for the six months ended June 30, 2025, was related to a rise in technology fees earned from physician orders placed through our BioteRx platform compared to the six months ended June 30, 2024. These increases in revenues for the six months ended June 30, 2025 were partially offset by a $4.6 million decrease in revenue from pellet procedures that resulted from a slowdown in new clinic additions, compared to the six months ended June 30, 2024.
Current report — wording carried from elsewhere
Cost of revenue for the six months ended June 30, 2025 decreased $2.3 million to $26.5 million, or 8.1%, compared to the six months ended June 30, 2024. Cost of pellet procedures decreased 22.6% while revenue from pellet procedures decreased 6.0%, reflecting continued cost savings from the vertical integration of Asteria Health compared to the six months ended June 30, 2024. Cost of Biote branded dietary supplements increased $1.2 million for the six months ended June 30, 2025 primarily as a result of the increase in Biote-branded dietary supplement revenue, compared to the six months ended June 30, 2024.
Current report — wording carried from elsewhere
Interest expense, net for the six months ended June 30, 2025 increased $1.5 million, or 35.9%, to $5.8 million compared to the six months ended June 30, 2024. The increase was primarily a result of a $1.5 million increase in accreted interest related to our share repurchase liability and a $0.7 million decrease in interest income earned on our money market account as a result of lower cash balances during the six months ended June 30, 2025, compared to the six months ended June 30, 2024. These increases were partially offset by a decrease in interest expense on our Term Loan due to a lower principal balance and lower monthly interest rates during the six months ended June 30, 2025, compared to the six months ended June 30, 2024.
Current report — wording carried from elsewhere
The change in other expense for the six months ended June 30, 2025, compared to the six months ended June 30, 2024, primarily resulted from foreign currency fluctuations during the period.
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Previous report — wording carried elsewhere
Represents legal fees of $0.4 million and professional services fees of $0.1 million incurred during the three months ended March 31, 2024 related to our 2024 acquisitions.