NEOGENOMICS INC
For the period ended Jun 30, 2025. Filed Jul 29, 2025.
View on SEC.govAbout this filing
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 Jul 29, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-04-29.
0001077183-25-000076
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-07-29.
0001077183-25-000154
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 130 previous paragraphs and 142 current paragraphs.
102 unchanged; 27 reworded; 11 added; 1 removed; 0 previous and 2 current paragraphs rearranged.
Tables are not compared: 11 previous and 12 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 (11)
Current report
One Big Beautiful Bill Act of 2025
Current report
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the United States. The OBBBA includes significant changes to federal tax law and other regulatory provisions that may impact the Company. The Company is currently assessing the impact of the OBBBA on its business, outlook, and financial statements.
Current report
Consolidated cost of revenue increased 8.8% for the six months ended June 30, 2025 as compared to 2024. This increase was primarily due to $10.1 million in higher compensation and benefit costs, a $5.7 million increase in supplies expense, and a $1.1 million increase in postage and shipping costs partially offset by $1.8 million decrease in depreciation expense.
Current report
General and administrative expenses increased $8.4 million for the three months ended June 30, 2025, when compared to the same period in 2024. This increase was partially due to a $2.7 million increase in software and software development costs, a $2.4 million increase in compensation and benefit costs, a $2.2 million increase in professional fees, and an increase in transaction costs of $0.5 million. These increases were partially offset by a decrease of $0.5 million in equipment maintenance.
Current report
Impairment charges
Current report
Consolidated impairment charges for the periods presented are as follows:
Current report
(2) NM - Not meaningful
Current report
Impairment charges increased $20.0 million for each of the three and six months ended June 30, 2025, when compared to the same period in 2024. Impairment charges consisted of an $11.4 million impairment on InVisionFirst®-Lung intangible assets, a $8.2 million impairment on disposal groups held for sale, and a $0.4 million loss on InVisionFirst®-Lung inventory write-off.
Current report
(2)For the three and six months ended June 30, 2025, acquisition and integration related expenses include consulting and legal fees, severance costs, and employee retention costs.
Current report
(3)For the three and six months ended June 30, 2025, impairment charges include losses from InVisionFirst®-Lung intangible asset impairment and inventory write-off, and impairment of disposal groups held for sale. There were no such costs for the three and six months ended June 30, 2024.
Current report
During the six months ended June 30, 2025, cash used in financing activities was $201.5 million compared to cash provided by financing activities of $2.8 million in the same period in 2024. This change was primarily due to $201.3 million cash used for the repayment of the convertible senior notes.
Removed paragraphs (1)
Previous report
During the three months ended March 31, 2025, cash provided by financing activities was $0.9 million compared to $0.8 million in the same period in 2024. The cash provided by financing activities during the three months ended March 31, 2025 consisted of $0.9 million for the net issuance of common stock. The primary reason for the increase in cash provided by financing activities year-over-year was the timing of cash payments for stock option exercises which can fluctuate from period to period.
Reworded paragraphs (27)
Previous wording
As of March 31, 2025, we operated College of American Pathologists (“CAP”) accredited and Clinical Laboratory Improvement Amendments of 1988 (“CLIA”) certified laboratories in Fort Myers, Florida; Aliso Viejo and Carlsbad, California; Research Triangle Park, North Carolina; and Houston, Texas; and a CAP accredited full-service, sample-processing laboratory in Cambridge, United Kingdom. We also have several, small, non-processing laboratory locations across the United States for providing analysis services. We currently offer the following types of testing services:
Current wording
As of June 30, 2025, we operated College of American Pathologists (“CAP”) accredited and Clinical Laboratory Improvement Amendments of 1988 (“CLIA”) certified laboratories in Fort Myers, Florida; Aliso Viejo and Carlsbad, California; Research Triangle Park, North Carolina; Ramsey, New Jersey; and Houston, Texas; and a CAP accredited full-service, sample-processing laboratory in Cambridge, United Kingdom. We also have several, small, non-processing laboratory locations across the United States for providing analysis services. We currently offer the following types of testing services:
Previous wording
Results of Operations for the Three Months Ended March 31, 2025 as Compared to the Three Months Ended March 31, 2024
Current wording
Results of Operations for the Three and Six Months Ended June 30, 2025 as Compared to the Three and Six Months Ended June 30, 2024
Previous wording
The Company has historically reported its activities in two reportable segments, (1) Clinical Services and (2) Advanced Diagnostics. In 2024, we simplified our operational approach, bringing Clinical Services and Advanced Diagnostics under a single segment. The consolidated revenue for the three months ended March 31, 2025 and 2024, are as follows:
Current wording
The Company has historically reported its activities in two reportable segments, (1) Clinical Services and (2) Advanced Diagnostics. In 2024, we simplified our operational approach, bringing Clinical Services and Advanced Diagnostics under a single segment. The consolidated revenue for the three and six months ended June 30, 2025 and 2024, are as follows:
Previous wording
Revenue for the three months ended March 31, 2025 increased $11.8 million, or 7.5%, as compared to 2024. Increases in revenue primarily reflect an increase in test volume and an increase in average unit price due to strategic reimbursement initiatives partially offset by lower non-clinical revenue.
Current wording
Revenue for the three and six months ended June 30, 2025 increased $16.8 million or 10.2%, and increased $28.6 million or 8.9%, respectively, as compared to 2024. Increases in revenue primarily reflect an increase in test volume, an increase in average unit price due to strategic reimbursement initiatives, and revenue from the acquisition of Pathline partially offset by lower non-clinical revenue due to macro clinical trial trends in the pharmaceutical industry and a less favorable test mix.
Previous wording
The consolidated cost of revenue and gross profit metrics for the three months ended March 31, 2025 and 2024 are as follows:
Current wording
The consolidated cost of revenue and gross profit metrics for the three and six months ended June 30, 2025 and 2024 are as follows:
Previous wording
(1) Cost of revenue for the three months ended March 31, 2025 and 2024 includes $4.9 million of amortization of acquired intangible assets and $0.4 million of stock-based compensation.
Current wording
(1) Cost of revenue for the three months ended June 30, 2025 includes $4.8 million of amortization of acquired intangible assets and $0.3 million of stock-based compensation. Cost of revenue for the three months ended June 30, 2024 includes $4.9 million of amortization of acquired intangible assets and $0.3 million of stock-based compensation. Cost of revenue for the six months ended June 30, 2025 includes $9.7 million of amortization of acquired intangible assets and $0.7 million of stock-based compensation. Cost of revenue for the six months ended June 30, 2024 includes $9.8 million of amortization of acquired intangible assets and $0.7 million of stock-based compensation.
Previous wording
Consolidated cost of revenue increased 4.4% for the three months ended March 31, 2025 as compared to 2024. The increases were primarily due to $2.8 million in higher compensation and benefit costs and a $1.8 million increase in supplies expense partially offset by $0.8 million decrease in depreciation expense.
Current wording
Consolidated cost of revenue increased 13.1% for the three months ended June 30, 2025 as compared to 2024. This increase was primarily due to $7.3 million in higher compensation and benefit costs, a $3.9 million increase in supplies expense, and a $0.7 million increase in postage and shipping costs partially offset by $0.8 million decrease in depreciation expense.
Previous wording
Gross profit margin for the three months ended March 31, 2025 was 43.6% compared to 41.9% in the same period of 2024. The increase of 1.7% for the three months ended March 31, 2025 was primarily related to the increase in revenue offset by higher compensation and benefit costs and an increase in supplies expense.
Current wording
Gross profit margin for the three and six months ended June 30, 2025 was 42.6% and 43.1%, respectively, compared to 44.1% and 43.0% in the same period of 2024. For the three and six months ended June 30, 2025, the decrease of 1.5% and increase of 0.1%, respectively, was primarily related to the increase in revenue offset by higher compensation and benefit costs and an increase in supplies expense.
Previous wording
General and administrative expenses increased $2.4 million for the three months ended March 31, 2025, when compared to the same period in 2024. This increase was partially due to a $4.5 million increase in compensation and benefit costs and a $1.0 million increase in software and software development costs. These increases were partially offset by a decrease of $1.9 million in professional and corporate fees, a decrease of $0.6 million in facilities related charges, and a decrease of $0.4 million in recruiting expense.
Current wording
General and administrative expenses increased $10.8 million for the six months ended June 30, 2025, when compared to the same period in 2024. This increase was partially due to a $6.9 million increase in compensation and benefit costs, a $4.2 million increase in software and software development costs, and a $1.7 million increase in transaction costs. These increases were partially offset by a decrease of $1.0 million in equipment maintenance, and a decrease of $0.7 million in facilities related expense.
Previous wording
Research and development expenses increased $2.6 million for the three months ended March 31, 2025 when compared to the same period in 2024. This increase was primarily due to a $0.8 million increase in compensation and benefit costs, a $0.4 million decrease in U.K. research and development tax credits, a $0.4 million increase in supplies expense, a $0.4 million increase in consulting costs, and a $0.2 million increase in study fees.
Current wording
Research and development expenses increased $3.7 million for the six months ended June 30, 2025 when compared to the same period in 2024. This increase was primarily due to a $1.2 million increase in compensation and benefit costs, a $1.0 million decrease in U.K. research and development tax credits, a $0.6 million increase in supplies expense, and a $0.5 million increase in professional fees.
Previous wording
Sales and marketing expenses increased $2.5 million for the three months ended March 31, 2025 when compared to the same period in 2024. This increase was primarily due to a $1.4 million increase in compensation and benefit costs due to the expansion of our sales force, an increase in professional fees of $0.6 million, and an increase in travel fees of $0.5 million.
Current wording
Sales and marketing expenses increased $4.9 million for the six months ended June 30, 2025 when compared to the same period in 2024. This increase was primarily due to a $3.0 million increase in compensation and benefit costs due to the expansion of our sales force, an increase in professional fees of $0.8 million, and an increase in travel fees of $0.4 million.
Previous wording
Restructuring charges decreased $2.4 million for the three months ended March 31, 2025, when compared to the same period in 2024 due to the completion of restructuring activities as of December 31, 2024.
Current wording
Restructuring charges decreased $1.5 million and $3.9 million for the three and six months ended June 30, 2025, respectively, when compared to the same period in 2024 due to the completion of restructuring activities as of December 31, 2024.
Previous wording
Interest income for the three months ended March 31, 2025 and 2024 is as follows:
Current wording
Interest income for the three and six months ended June 30, 2025 and 2024 is as follows:
Previous wording
Interest income was $3.7 million for the three months ended March 31, 2025, compared to income of $4.8 million for the same periods in 2024, respectively. Interest income includes interest earned on funds held in our cash equivalent and marketable securities accounts. The decrease in interest income for the three months ended March 31, 2025 was primarily due to a reduction in the average balance of invested cash and a lower interest rate environment when compared to the same periods in 2024.
Current wording
Interest income was $2.3 million and $6.0 million for the three and six months ended June 30, 2025, respectively, compared to income of $4.6 million and $9.4 million for the same periods in 2024, respectively. Interest income includes interest earned on funds held in our cash equivalent and marketable securities accounts. The decrease in interest income for the three and six months ended June 30, 2025 was primarily due to a reduction in the average balance of invested cash and a lower interest rate environment when compared to the same periods in 2024.
Previous wording
Interest expense for the three months ended March 31, 2025 and 2024 is as follows:
Current wording
Interest expense for the three and six months ended June 30, 2025 and 2024 is as follows:
Previous wording
Interest expense was $1.6 million for the three months ended March 31, 2025, compared to expense of $1.7 million for the same periods in 2024. Interest expense for the three months ended March 31, 2025 and 2024 primarily reflects the effective interest rate on the 2028 Convertible Notes and the 2025 Convertible Notes which is 0.70% and 1.96%, respectively. Interest on the 2028 Convertible Notes and 2025 Convertible Notes began accruing upon issuance and is payable semi-annually.
Current wording
Interest expense was $0.9 million and $2.6 million for the three and six months ended June 30, 2025, respectively, compared to expense of $1.7 million and $3.4 million for the same periods in 2024. Interest expense for the three and six months ended June 30, 2025 and 2024 primarily reflects the effective interest rate on the 2028 Convertible Notes and the 2025 Convertible Notes which is 0.70% and 1.96%, respectively. Interest on the 2028 Convertible Notes and 2025 Convertible Notes began accruing upon issuance and is payable semi-annually. These decreases are primarily attributable to the maturity and settlement of the Company's 2025 Convertible Notes in the three months ended June 30, 2025.
Previous wording
The following table provides consolidated net loss for each period along with the computation of basic and diluted net loss per share for the three months ended March 31, 2025 and 2024 (in thousands, except net loss per share data):
Current wording
The following table provides consolidated net loss for each period along with the computation of basic and diluted net loss per share for the three and six months ended June 30, 2025 and 2024 (in thousands, except net loss per share data):
Previous wording
“Adjusted EBITDA” is defined by NeoGenomics as net (loss) income from continuing operations before: (i) interest income, (ii) interest expense, (iii) tax (benefit) or expense, (iv) depreciation and amortization expense, (v) stock-based compensation expense, and, if applicable in a reporting period, (vi) restructuring charges, (vii) CEO transition costs, (viii) intellectual property (“IP”) litigation costs, and (ix) other significant or non-operating (income) or expenses, net.
Current wording
“Adjusted EBITDA” is defined by NeoGenomics as net (loss) income from continuing operations before: (i) interest income, (ii) interest expense, (iii) tax (benefit) or expense, (iv) depreciation and amortization expense, (v) stock-based compensation expense, and, if applicable in a reporting period, (vi) restructuring charges, (vii) CEO transition costs, (viii) impairment charges, (ix) intellectual property (“IP”) litigation costs, and (x) other significant or non-operating (income) or expenses, net.
Previous wording
The following is a reconciliation of GAAP net loss to Non-GAAP EBITDA and Adjusted EBITDA for the three months ended March 31, 2025:
Current wording
The following is a reconciliation of GAAP net loss to Non-GAAP EBITDA and Adjusted EBITDA for the three and six months ended June 30, 2025:
Previous wording
(1) For the three months ended March 31, 2025, CEO transition costs include severance costs, executive retention costs, and executive search costs.
Current wording
(1) For the three months ended June 30, 2025, CEO transition costs include executive retention costs. For the six months ended June 30, 2025, CEO transition costs include severance costs, executive retention costs, and executive search costs. There were no such costs for the three and six months ended June 30, 2024.
Previous wording
(2)For the three months ended March 31, 2025 and March 31, 2024, IP litigation costs include legal fees.
Current wording
(4) For the three and six months ended June 30, 2025 and June 30, 2024, IP litigation costs include legal fees.
Previous wording
(3) For the three months ended March 31, 2025, other significant (income) expenses, net, includes acquisition related expenses. For the three months ended March 31, 2024, other significant (income) expenses, net, includes site closure costs, and other non-recurring items.
Current wording
(5) For the three and six months ended June 30, 2024, other significant (income) expenses, net, includes site closure costs, severance costs, and fees related to non-recurring legal matters. There were no such costs for the three and six months ended June 30, 2025.
Previous wording
The following table presents a summary of our consolidated cash flows for operating, investing and financing activities for the three months ended March 31, 2025 and 2024 as well balances of cash and cash equivalents and working capital:
Current wording
The following table presents a summary of our consolidated cash flows for operating, investing and financing activities for the six months ended June 30, 2025 and 2024 as well as balances of cash and cash equivalents and working capital:
Previous wording
Cash used in operating activities during the three months ended March 31, 2025 was $25.3 million compared to $25.9 million in the same period in 2024. This $0.6 million decrease was primarily driven by our operating results (net loss adjusted for depreciation, amortization of intangibles, and other non-cash charges), which resulted in $2.7 million of lower cash used by operating activities year-over-year and a $2.1 million decrease in cash used resulting from net changes in operating assets and liabilities. The decrease in cash used related to our operating activities was primarily driven by an improvement in gross profit of $7.8 million. In addition, timing of cash receipts and cash payments in the ordinary course of business caused operating cash flow to fluctuate from period to period.
Current wording
Cash used in operating activities during the six months ended June 30, 2025 was $5.0 million compared to $12.0 million in the same period in 2024. This $7.0 million decrease was primarily driven by our operating results (net loss adjusted for depreciation, amortization of intangibles, and other non-cash charges), which resulted in $2.8 million of lower cash used in operating activities year-over-year and a $9.8 million decrease in cash used resulting from net changes in operating assets and liabilities. The decrease in cash used related to our operating activities was primarily driven by an improvement in gross profit of $12.5 million. In addition, timing of cash receipts and cash payments in the ordinary course of business caused operating cash flow to fluctuate from period to period.
Previous wording
During the three months ended March 31, 2025, cash provided by investing activities was $3.6 million compared to $14.5 million in the same period in 2024. This change was primarily due to a $12.1 million decrease in proceeds from maturities of marketable securities and a decrease in purchases of property and equipment of $1.1 million.
Current wording
During the six months ended June 30, 2025, cash used in investing activities was $5.8 million compared to cash provided by investing activities $21.8 million in the same period in 2024. This change was primarily due to a $29.4 million decrease in proceeds from maturities of marketable securities, a decrease in purchases of property and equipment of $7.8 million, and $6.0 million for the acquisition of Pathline.
Previous wording
We had $346.2 million in unrestricted cash and cash equivalents as of March 31, 2025 in addition to $11.9 million of marketable securities available to support current operational liquidity needs. We anticipate that the cash on hand, marketable securities and cash collections are sufficient to fund our near-term capital, and operating needs for at least the next 12 months. Operating needs include, but are not limited to, the planned costs to operate our business, including amounts required to fund working capital including the convertible senior notes due 2025, capital expenditures, continued research and development efforts, and potential strategic acquisitions and investments.
Current wording
We had $154.7 million in unrestricted cash and cash equivalents as of June 30, 2025 in addition to $9.0 million of marketable securities available to support current operational liquidity needs. We anticipate that the cash on hand, marketable securities and cash collections are sufficient to fund our near-term capital, and operating needs for at least the next 12 months. Operating needs include, but are not limited to, the planned costs to operate our business, including amounts required to fund working capital, capital expenditures, continued research and development efforts, and potential strategic acquisitions and investments.
Previous wording
We forecast capital expenditures in order to execute on our business plan and maintain growth; however, the actual amount and timing of such capital expenditures will ultimately be determined by the volume of business. We currently anticipate that our capital expenditures for the year ending December 31, 2025 will be in the range of $30.0 million to $35.0 million. During the three months ended March 31, 2025, we purchased, with cash, approximately $4.5 million of capital equipment, software and leasehold improvements. We have funded and plan to continue funding these capital expenditures with cash.
Current wording
We forecast capital expenditures in order to execute on our business plan and maintain growth; however, the actual amount and timing of such capital expenditures will ultimately be determined by the volume of business. We currently anticipate that our capital expenditures for the year ending December 31, 2025 will be in the range of $30.0 million to $35.0 million. During the six months ended June 30, 2025, we purchased, with cash, approximately $10.8 million of capital equipment, software and leasehold improvements. We have funded and plan to continue funding these capital expenditures with cash.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Research and development expenses increased $1.1 million for the three months ended June 30, 2025 when compared to the same period in 2024. This increase was primarily due to a $0.6 million decrease in U.K. research and development tax credits, a $0.4 million increase in compensation and benefit costs, and a $0.3 million increase in supplies expense.
Current report — wording carried from elsewhere
Sales and marketing expenses increased $2.4 million for the three months ended June 30, 2025 when compared to the same period in 2024. This increase was primarily due to a $1.7 million increase in compensation and benefit costs due to the expansion of our sales force, an increase in professional fees of $0.3 million, and an increase in conference and tradeshow costs of $0.2 million.