Option Care Health, Inc.

Previous wording

Option Care Health, and its wholly-owned subsidiaries, provides infusion therapy and other ancillary healthcare services through a national network of 190 locations around the United States. The Company contracts with managed care organizations, third-party payers, hospitals, physicians, and other referral sources to provide pharmaceuticals and complex compounded solutions to patients for intravenous delivery in the patients’ homes or other nonhospital settings. Our services are provided in coordination with, and under the direction of, the patient’s physician. Our multidisciplinary team of clinicians, including pharmacists, nurses, and dietitians work with the physician to develop a plan of care suited to each patient’s specific needs. We provide home infusion services consisting of anti-infectives, nutrition support, therapies for neurological disorders and chronic inflammatory disorders, immunoglobulin therapy, and other therapies for chronic and acute conditions. The Company operates in one reporting segment, infusion services.

Current wording

Option Care Health, and its wholly-owned subsidiaries, provides infusion therapy and other ancillary healthcare services through a national network of 192 locations around the United States. The Company contracts with managed care organizations, third-party payers, hospitals, physicians, and other referral sources to provide pharmaceuticals and complex compounded solutions to patients for intravenous delivery in the patients’ homes or other nonhospital settings. Our services are provided in coordination with, and under the direction of, the patient’s physician. Our multidisciplinary team of clinicians, including pharmacists, nurses, and dietitians work with the physician to develop a plan of care suited to each patient’s specific needs. We provide home infusion services consisting of anti-infectives, nutrition support, therapies for neurological disorders and chronic inflammatory disorders, immunoglobulin therapy, and other therapies for chronic and acute conditions. The Company operates in one reporting segment, infusion services.

Previous wording

The following results of operations include the accounts of Option Care Health and our subsidiaries for the three and six months ended June 30, 2025 and 2024.

Current wording

The following results of operations include the accounts of Option Care Health and our subsidiaries for the three and nine months ended September 30, 2025 and 2024.

Previous wording

Other, Net. Other income (expense) primarily includes activity related to non-operating income and expenses.

Current wording

Other, Net. Other (expense) income primarily includes activity related to non-operating income and expenses.

Previous wording

The following table presents Option Care Health’s consolidated results of operations for the three and six months ended June 30, 2025 and 2024 (in thousands, except for percentages):

Current wording

The following table presents Option Care Health’s consolidated results of operations for the three and nine months ended September 30, 2025 and 2024 (in thousands, except for percentages):

Previous wording

The increase in net revenue was primarily driven by organic growth in the Company’s portfolio of therapies, consisting of balanced growth in the mid-teens relative to prior year for both the acute and chronic revenue portfolios. Acute growth was largely driven by the impact of shifts in the competitive landscape, which increased the volume of patient service. The increase in cost of revenue was primarily driven by the growth in revenue and therapy mix. The decrease in gross profit margin was primarily due to certain higher cost therapies included within chronic growth (including rare and orphan therapies). Gross profit was also impacted by the previously disclosed reduction in the procurement spread, which the Company expects to continue for the remainder of the year.

Current wording

The increase in net revenue was primarily driven by organic growth in the Company’s portfolio of therapies, consisting of acute revenue that had mid-teens growth relative to prior year while chronic revenue grew in the low double-digits. Acute growth was largely driven by the impact of shifts in the competitive landscape, which increased the volume of patient service. The increase in cost of revenue was primarily driven by the growth in revenue and therapy mix. The decrease in gross profit margin was primarily due to certain higher cost therapies included within chronic growth (including rare and orphan therapies). Gross profit was also impacted by the previously disclosed reduction in the procurement spread, which the Company expects to continue for the remainder of the year.

Previous wording

The increase in selling, general and administrative expenses during the three months ended June 30, 2025 was primarily due to an increase in salaries, benefits, and general costs to support the business. These expenses have declined as a percentage of revenue to 12.0% for the three months ended June 30, 2025 compared to 12.5% for the three months ended June 30, 2024, due to the Company’s focus on leveraging existing infrastructure to control spending. The increase in depreciation and amortization expense was primarily due to the Intramed Plus acquisition. See Note 3, Business Combinations, of the unaudited condensed consolidated financial statements for further information.

Current wording

The increase in selling, general and administrative expenses during the three months ended September 30, 2025 was primarily due to an increase in salaries, benefits and general costs to support the business and debt refinancing costs. See Note 10, Indebtedness, of the unaudited condensed consolidated financial statements for further information on the Company’s debt refinancing costs. Selling, general and administrative expenses have declined as a percentage of revenue to 12.0% for the three months ended September 30, 2025 compared to 12.3% for the three months ended September 30, 2024, primarily due to the Company’s focus on leveraging existing infrastructure to control spending. The increase in depreciation and amortization expense was primarily due to the Intramed Plus acquisition. See Note 3, Business Combinations, of the unaudited condensed consolidated financial statements for further information.

Previous wording

The increase in interest expense, net during the three months ended June 30, 2025 was primarily attributable to less interest income generated from our cash and cash equivalents, partially offset by a decrease in the interest rate on the Company’s First Lien Term Loan, compared to the three months ended June 30, 2024. See Note 10, Indebtedness, of the unaudited consolidated financial statements for further information. The change in other, net period over period was primarily attributable to income from other investing activities in the three months ended June 30, 2024.

Current wording

The increase in interest expense, net during the three months ended September 30, 2025 was primarily attributable to less interest income generated from our cash and cash equivalents, partially offset by a decrease in the interest rate on the Company’s First Lien Term Loan, compared to the three months ended September 30, 2024. See Note 10, Indebtedness, of the unaudited condensed consolidated financial statements for further information. The change in other, net period over period was primarily attributable to the $4.7 million loss on extinguishment of debt from the Company’s debt refinance during the three months ended September 30, 2025 with no comparable activity during the three months ended September 30, 2024. See Note 10, Indebtedness, of the unaudited condensed consolidated financial statements for further information.

Previous wording

The Company recorded income tax expense of $18.3 million and $19.0 million for the three months ended June 30, 2025 and 2024, respectively, which represents an effective tax rate of 26.6% and 26.4%, respectively. The variance in the Company’s effective tax rate of 26.6% for the three months ended June 30, 2025, compared to the federal statutory rate of 21.0%, was primarily attributable to the difference between federal and state tax rates and various non-deductible expenses. The variance in the Company’s effective tax rate of 26.4% for the three months ended June 30, 2024, compared to the federal statutory rate of 21.0%, was primarily attributable to the difference between federal and state tax rates, various non-deductible expenses, and a change in state valuation allowance.

Current wording

The Company recorded income tax expense of $17.2 million and $19.7 million for the three months ended September 30, 2025 and 2024, respectively, which represents an effective tax rate of 24.9% and 26.8%, respectively. The variance in the Company’s effective tax rate of 24.9% for the three months ended September 30, 2025, compared to the federal statutory rate of 21.0%, was primarily attributable to the difference between federal and state tax rates and various non-deductible expenses. The variance in the Company’s effective tax rate of 26.8% for the three months ended September 30, 2024, compared to the federal statutory rate of 21.0%, was primarily attributable to the difference between federal and state tax rates, various non-deductible expenses, and a change in state valuation allowance.

Previous wording

Net comprehensive income decreased to $48.8 million for the three months ended June 30, 2025, compared to net comprehensive income of $52.1 million for the three months ended June 30, 2024, primarily as a result of the factors described in the above sections.

Current wording

Net comprehensive income increased to $50.4 million for the three months ended September 30, 2025, compared to net comprehensive income of $47.7 million for the three months ended September 30, 2024, primarily as a result of the factors described in the above sections.

Previous wording

The following tables present selected consolidated comparative results of operations from Option Care Health’s unaudited condensed consolidated financial statements for the six months ended June 30, 2025 and 2024.

Current wording

The following tables present selected consolidated comparative results of operations from Option Care Health’s unaudited condensed consolidated financial statements for the nine months ended September 30, 2025 and 2024.

Previous wording

The increase in net revenue was primarily driven by organic growth in the Company’s portfolio of therapies, consisting of balanced growth in the mid-teens relative to the prior year for both the acute and chronic revenue portfolios. Acute growth was largely driven by the impact of shifts in the competitive landscape, which increased the volume of patient service. The increase in cost of revenue was primarily driven by the growth in revenue and therapy mix. The decrease in gross profit margin was primarily due to certain higher cost therapies included within chronic growth (including rare and orphan therapies). Gross profit was also impacted by the previously disclosed reduction in procurement spread, partially offset by temporary mitigation efforts executed in the first quarter.

Current wording

The increase in net revenue was primarily driven by organic growth in the Company’s portfolio of therapies, consisting of acute revenue that had mid-teens growth relative to prior year while chronic revenue grew in the low-teens. Acute growth was largely driven by the impact of shifts in the competitive landscape, which increased the volume of patient service. The increase in cost of revenue was primarily driven by the growth in revenue and therapy mix. The decrease in gross profit margin was primarily due to certain higher cost therapies included within chronic growth (including rare and orphan therapies). Gross profit was also impacted by the previously disclosed reduction in procurement spread, partially offset by temporary mitigation efforts executed in the first quarter.

Previous wording

The increase in selling, general and administrative expenses during the six months ended June 30, 2025 was primarily due to an increase in salaries, benefits, and general costs to support the business. These expenses have declined as a percentage of revenue to 12.3% for the six months ended June 30, 2025 compared to 13.0% for the six months ended June 30, 2024, due to the Company’s focus on leveraging existing infrastructure to control spending. The increase in depreciation and amortization expense was primarily due to the Intramed Plus acquisition. See Note 3, Business Combinations, of the unaudited condensed consolidated financial statements for further information.

Current wording

The increase in selling, general and administrative expenses during the nine months ended September 30, 2025 was primarily due to an increase in salaries, benefits, and general costs to support the business and debt refinance costs. See Note 10, Indebtedness, of the unaudited condensed consolidated financial statements for further information on the Company’s debt refinancing costs . Selling, general and administrative expenses have declined as a percentage of revenue to 12.2% for the nine months ended September 30, 2025 compared to 12.7% for the nine months ended September 30, 2024, primarily due to the Company’s focus on leveraging existing infrastructure to control spending. The increase in depreciation and amortization expense was primarily due to the Intramed Plus acquisition. See Note 3, Business Combinations, of the unaudited condensed consolidated financial statements for further information.

Previous wording

The increase in interest expense, net during the six months ended June 30, 2025 was primarily attributable to less interest income generated from our cash and cash equivalents, partially offset by a decrease in the interest rate on the Company’s First Lien Term Loan, compared to the six months ended June 30, 2024. See Note 10, Indebtedness, of the unaudited consolidated financial statements for further information. The change in other, net during the six months ended June 30, 2025 was primarily attributable to accruals related to an abandoned or unclaimed property voluntary disclosure agreement program which was related to the pre-merger operations of BioScrip, Inc. (“BioScrip”), which was entered into by BioScrip prior to its merger with the Company in 2019. As of June 30, 2025, the matters related to this program are ongoing.

Current wording

The increase in interest expense, net during the nine months ended September 30, 2025 was primarily attributable to less interest income generated from our cash and cash equivalents, partially offset by a decrease in the interest rate on the Company’s First Lien Term Loan, compared to the nine months ended September 30, 2024. See Note 10, Indebtedness, of the unaudited condensed consolidated financial statements for further information. The change in other, net during the nine months ended September 30, 2025 was primarily attributable to accruals related to an abandoned or unclaimed property voluntary disclosure agreement program which was related to the pre-merger operations of BioScrip, Inc. (“BioScrip”), which was entered into by BioScrip prior to its merger with the Company in 2019. As of September 30, 2025, the matters related to this program are ongoing. Additionally, the change in other, net during the nine months ended September 30, 2025 was attributable to the $4.7 million loss on extinguishment of debt from the Company’s debt refinance during the nine months ended September 30, 2025 with no comparable activity during the nine months ended September 30, 2024. See Note 10, Indebtedness, of the unaudited condensed consolidated financial statements for further information.

Previous wording

The Company recorded income tax expense of $35.2 million and $31.2 million for the six months ended June 30, 2025 and 2024, respectively, which represents an effective tax rate of 26.5% and 24.2%, respectively. The variance in the Company’s effective tax rate of 26.5% for the six months ended June 30, 2025, compared to the federal statutory rate of 21.0%, was primarily attributable to the difference between federal and state tax rates and various non-deductible expenses. The variance in the Company’s effective tax rate of 24.2% for the six months ended June 30, 2024, compared to the federal statutory rate of 21.0%, was primarily attributable to the difference between federal and state tax rates, various non-deductible expenses, and a change in state valuation allowance.

Current wording

The Company recorded income tax expense of $52.3 million and $50.9 million for the nine months ended September 30, 2025 and 2024, respectively, which represents an effective tax rate of 26.0% and 25.1%, respectively. The variance in the Company’s effective tax rate of 26.0% for the nine months ended September 30, 2025, compared to the federal statutory rate of 21.0%, was primarily attributable to the difference between federal and state tax rates and various non-deductible expenses. The variance in the Company’s effective tax rate of 25.1% for the nine months ended September 30, 2024, compared to the federal statutory rate of 21.0%, was primarily attributable to the difference between federal and state tax rates, various non-deductible expenses, and a change in state valuation allowance.

Previous wording

For the six months ended June 30, 2025 and 2024, the change in unrealized (loss) gain on cash flow hedges, net of income taxes was related to the change in fair market value of the $300.0 million interest rate cap hedge executed in October 2021.

Current wording

For the nine months ended September 30, 2025 and 2024, the change in unrealized (loss) gain on cash flow hedges, net of income taxes was related to the change in fair market value of the $300.0 million interest rate cap hedge executed in October 2021.

Previous wording

Net comprehensive income decreased to $93.2 million for the six months ended June 30, 2025, compared to net comprehensive income of $98.5 million for the six months ended June 30, 2024, primarily as a result of the changes in the fair market value of the cash flow hedge.

Current wording

Net comprehensive income decreased to $143.5 million for the nine months ended September 30, 2025, compared to net comprehensive income of $146.2 million for the nine months ended September 30, 2024, primarily as a result of the factors described in the above sections.

Previous wording

For the six months ended June 30, 2025 and the twelve months ended December 31, 2024, the Company’s primary sources of liquidity were cash and cash equivalents of $198.8 million and $412.6 million, respectively. As of June 30, 2025 and December 31, 2024, the Company had $395.9 million of borrowings available under its credit facilities (net of $4.1 million undrawn letters of credit issued and outstanding). During the six months ended June 30, 2025 and 2024, the Company’s cash flows from operations enabled investments in pharmacy, infusion suites, and information technology infrastructure to support growth and create additional capacity in the future, as well as to pursue acquisitions and share repurchases.

Current wording

For the nine months ended September 30, 2025 and the twelve months ended December 31, 2024, the Company’s primary sources of liquidity were cash and cash equivalents of $309.8 million and $412.6 million, respectively. As of September 30, 2025, the Company had $396.0 million of borrowings available under its credit facilities (net of $4.0 million undrawn letters of credit issued and outstanding). As of December 31, 2024, the Company had $395.9 million of borrowings available under its credit facilities (net of $4.1 million undrawn letters of credit issued and outstanding). During the nine months ended September 30, 2025 and 2024, the Company’s cash flows from operations enabled investments in pharmacy, infusion suites, and information technology infrastructure to support growth and create additional capacity in the future, as well as to pursue acquisitions and share repurchases.

Previous wording

The Company’s primary uses of cash and cash equivalents include supporting our ongoing business activities, investment in capital expenditures in both facilities and technology, the pursuit of acquisitions, and share repurchases. Ongoing operating cash outflows are associated with procuring and dispensing drugs, personnel and other costs associated with servicing patients, as well as paying cash interest on outstanding debt and cash taxes. Ongoing investing cash flows are primarily associated with capital projects and business acquisitions, the improvement and maintenance of our pharmacy facilities and investment in our information technology systems. Ongoing financing cash flows are primarily associated with the quarterly principal payments on our outstanding debt, along with potential future share repurchases.

Current wording

The Company’s primary uses of cash and cash equivalents include supporting our ongoing business activities, investment in capital expenditures in both facilities and technology, the pursuit of acquisitions, and share repurchases. Ongoing operating cash outflows are associated with procuring and dispensing drugs, personnel and other costs associated with servicing patients, as well as paying cash interest on outstanding debt and taxes. Ongoing investing cash flows are primarily associated with capital projects and business acquisitions, the improvement and maintenance of our pharmacy facilities and investment in our information technology systems. Ongoing financing cash flows are primarily associated with the quarterly principal payments on our outstanding debt, along with potential future share repurchases.

Previous wording

The principal balance of the First Lien Term Loan is repayable in quarterly installments of $1.6 million plus interest, with a final payment of all remaining outstanding principal due on October 27, 2028. Interest on the First Lien Term Loan is payable monthly on either (i) the Secured Overnight Financing Rate (“SOFR”) (with a floor of 0.50% per annum) plus an applicable margin of 2.25% for Term SOFR Loans; or (ii) a base rate, plus 1.25% for Base Rate Loans.

Current wording

The principal balance of the First Lien Term Loan is repayable in quarterly installments of $1.7 million plus interest, with a final payment of all remaining outstanding principal due on September 22, 2032. Interest on the First Lien Term Loan is payable monthly on either (i) the SOFR plus an applicable margin of 1.75% for Term SOFR Loans; or (ii) a base rate, plus 0.75% for Base Rate Loans.

Previous wording

The Company’s Revolver Facility provides for borrowings up to $400.0 million. The Revolver Facility matures on the date that is the earlier of (i) December 7, 2028 and (ii) the date that is 91 days prior to the stated maturity date applicable to any Term B Loans. Borrowings under the Revolver Facility will bear interest at a rate equal to, at the option of the Company, either (i) the Term SOFR applicable thereto plus the Applicable Rate or (ii) the then-applicable Base Rate plus the Applicable Rate, which Applicable Rate shall be, subject to certain caveats thereto, as follows (i) until delivery of financial statements and related Compliance Certificate for the first full fiscal quarter ending after the effective date of the First Lien Credit Agreement Amendment, (A) for Term SOFR Loans, 1.75%, or (B) for Base Rate Loans, 0.75% and (ii) thereafter, the Applicable Rate for Term SOFR Loans and Base Rate Loans, based upon the Total Net Leverage Ratio as set forth in the most recent Compliance Certificate received by the Administrative Agent pursuant to the terms of the credit agreement. As of June 30, 2025, the Company had $4.1 million of undrawn letters of credit issued and outstanding, resulting in net borrowing availability under the Revolver Facility of $395.9 million.

Current wording

The Company’s Revolver Facility provides for borrowings up to $400.0 million. The Revolver Facility matures on the date that is the earlier of (i) September 22, 2030 and (ii) the date that is 91 days prior to the stated maturity date applicable to the Senior Notes to the extent any amount of the Senior Notes remains unpaid and outstanding as of the date that is 91 days prior to the stated maturity date applicable to the Senior Notes. Borrowings under the Revolver Facility will bear interest at a rate equal to, at the option of the Company, either (i) the Term SOFR applicable thereto plus the Applicable Rate or (ii) the then-applicable Base Rate plus the Applicable Rate, which Applicable Rate shall be, subject to certain caveats thereto, as follows (i) until delivery of financial statements and related Compliance Certificate for the first full fiscal quarter ending after the effective date of the First Lien Credit Agreement Amendment, (A) for Term SOFR Loans, 1.75%, or (B) for Base Rate Loans, 0.75% and (ii) thereafter, the Applicable Rate for Term SOFR Loans and Base Rate Loans, based upon the Total Net Leverage Ratio as set forth in the most recent Compliance Certificate received by the Administrative Agent pursuant to the terms of the credit agreement. As of September 30, 2025, the Company had $4.0 million of undrawn letters of credit issued and outstanding, resulting in net borrowing availability under the Revolver Facility of $396.0 million.

Previous wording

Interest payments over the course of long-term debt obligations total an estimated $233.4 million based on final maturity dates of the Company’s credit facilities. Interest payments are calculated based on current rates as of June 30, 2025. Actual payments are based on changes in SOFR and exclude the interest rate cap derivative instrument.

Current wording

Interest payments over the course of long-term debt obligations total an estimated $363.7 million based on final maturity dates of the Company’s credit facilities. Interest payments are calculated based on current rates as of September 30, 2025. Actual payments are based on changes in SOFR and exclude the interest rate cap derivative instrument.

Previous wording

The decrease in cash provided by operating activities during the six months ended June 30, 2025, as compared to the six months ended June 30, 2024, was primarily due to a reduction in accounts payable, partially offset by increases in accounts receivable, prepaid expenses, and accrued compensation and employee benefits.

Current wording

The decrease in cash provided by operating activities during the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, was primarily due to a reduction in accounts payable, partially offset by increases in inventories, prepaid expenses, and accrued compensation and employee benefits.

Previous wording

The increase in cash used in investing activities during the six months ended June 30, 2025 was primarily related to the Intramed Plus acquisition activity with no comparable activity during the six months ended June 30, 2024.

Current wording

The increase in cash used in investing activities during the nine months ended September 30, 2025 was primarily related to the Intramed Plus acquisition activity with no comparable activity during the nine months ended September 30, 2024.

Previous wording

The increase in cash used in financing activities was primarily related to the Company’s $150.0 million repurchase of common stock during the six months ended June 30, 2025, whereas the activity during the six months ended June 30, 2024 was primarily related to the Company’s $118.1 million repurchase of common stock as well as $50.0 million in proceeds from issuance of debt related to the first lien debt refinance in May 2024.

Current wording

The increase in cash used in financing activities was primarily related to the Company’s $214.9 million repurchase of common stock and related excise taxes during the nine months ended September 30, 2025, whereas the activity during the nine months ended September 30, 2024 was primarily related to the Company’s $160.1 million repurchase of common stock and related excise taxes.