biote Corp.
For the period ended Jun 30, 2026. Filed Aug 7, 2026.
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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, 2026 · Filed Aug 7, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-11.
0001193125-26-216780
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-07.
0001193125-26-340364
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 114 previous paragraphs and 128 current paragraphs.
82 unchanged; 23 reworded; 13 added; 8 removed; 1 previous and 10 current paragraphs rearranged.
Tables are not compared: 4 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
Chief Executive Officer Transition
Current report
Bret Christensen, our prior Chief Executive Officer, resigned from his position as Chief Executive Officer of BioTE Medical, LLC effective June 8, 2026. Mr. Christensen will continue to serve on our Board of Directors. Our Board of Directors appointed Robert C. Peterson as Interim Chief Executive Officer and Director, effective June 8, 2026. Additionally, the Board of Directors appointed Marc Beer as Executive Chairman of the Board, effective June 8, 2026.
Current report
Loss on extinguishment of debt consists of the remaining unamortized portion of the debt issuance costs related to the Credit Agreement written off upon executing the Amended Credit Agreement with Truist Bank.
Current report
Gain (Loss) from Change in Fair Value of Earnout Liabilities
Current report
Loss on extinguishment of debt three months ended June 30, 2026 increased $0.6 million due to the write-off of the remaining unamortized portion of debt issuance costs related to the Credit Agreement upon executing the Amended Credit Agreement with Truist Bank.
Current report
Loss from Change in Fair Value of Earnout Liabilities
Current report
Revenue
Current report
Cost of revenue
Current report
Selling, General and Administrative
Current report
Loss on extinguishment of debt six months ended June 30, 2026 increased $0.6 million due to the write-off of the remaining unamortized portion of debt issuance costs related to the Credit Agreement upon executing the Amended Credit Agreement with Truist Bank.
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. No such restructuring costs were incurred during the three and six months ended June 30, 2026.
Current report
Represents the remaining unamortized portion of the debt issuance costs related to the Credit Agreement written off upon executing the Amended Credit Agreement with Truist Bank.
Current report
Net cash provided by operating activities for the six months ended June 30, 2026 decreased $10.8 million to $2.7 million compared to cash provided by operating activities of $13.6 million for the six months ended June 30, 2025. Our cash flow from working capital for the six months ended June 30, 2026, improved primarily as a result of an $8.1 million increase in cash provided by accrued liabilities and a $2.2 million increase in cash provided by accounts receivable compared to the six months ended June 30, 2025. The change in accrued liabilities was primarily driven by a $5.5 million increase in accrued legal settlements, a $1.8 million reduction in payments made to settle legal matters and a $0.5 million increase in legal fees associated with legal matters brought against us in the ordinary course of business compared to the six months ended June 30, 2025. The increase in cash flow attributed to accounts receivable was the result of our on-going collection efforts coupled with the decrease in revenue during the six months ended June 30, 2026, compared to the six months ended June 30, 2025.
Removed paragraphs (8)
Previous report
Our revenue was $44.9 million and $49.0 million, our net income was $2.7 million and $15.8 million and our Adjusted EBITDA was $8.7 million and $13.8 million, for the three months ended March 31, 2026 and 2025, respectively. Please refer to “Non-GAAP Measures” below for reconciliations of Adjusted EBITDA to the most directly comparable U.S. GAAP measure, net income, and for additional information about Adjusted EBITDA.
Previous report
Interest Expense, Net
Previous report
Other Expense
Previous report
Income Tax Expense
Previous report
Interest Expense, Net
Previous report
Other Expense
Previous report
Income Tax Expense
Previous report
Net cash provided by operating activities for the three months ended March 31, 2026 decreased $2.6 million to $3.9 million compared to cash provided by operating activities of $6.5 million for the three months ended March 31, 2025. Non-cash activity during the three months ended March 31, 2026, such as an $8.5 million reduction in gain from change in fair value of earnout liabilities coupled with the decline in net income impacted our overall operating position compared to the three months ended March 31, 2025. Our cash flow from working capital for the three months ended March 31, 2026, was primarily impacted by a $3.9 million increase in cash provided by accounts payable and a $2.9 million increase in cash provided by accrued liabilities compared to the three months ended March 31, 2025. The change in accrued liabilities was primarily driven by a $2.0 million reduction in payments made to settle legal matters with one of our vendors compared to the three months ended March 31, 2025. This change 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, 2025. During the three months ended March 31, 2026 shifts within the composition of pellet inventory resulting from the January 2026 Voluntary Recall and a build in Biote-branded dietary supplement inventory to meet current demand outweighed the decrease in inventory during the three months ended March 31, 2025 resulting in a $0.7 million unfavorable impact to working capital. Additionally, our accounts receivable increased during each of the three months ended March 31, 2026 and 2025; however, the increase in accounts receivable for the three months ended March 31, 2025 outweighed the increase for the three months ended March 31, 2026, providing $0.8 million in cash over the prior year period. The increase in accounts receivable for each of the three months ended March 31, 2026 and 2025 was attributed to the timing of collection efforts during each of the respective periods and an increase in revenue during the three months ended March 31, 2025.
Reworded paragraphs (23)
Previous wording
Increasing sales of Biote-branded dietary supplements. Our Biote-branded dietary supplement line currently includes 26 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.
Current wording
Increasing sales of Biote-branded dietary supplements. Our Biote-branded dietary supplement line currently includes 26 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.
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 outsourcing facility to compound 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 AnazaoHealth Pharmacy Services Agreement with such termination to be effective as of May 1, 2025. In the second quarter of 2025, 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 certified practitioners while focusing on expanding our Biote-certified clinic network.
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 outsourcing facility to compound 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 AnazaoHealth Pharmacy Services Agreement with such termination to be effective as of May 1, 2025. In the second quarter of 2025, we executed a second amendment to the AnazaoHealth Pharmacy Services Agreement effective July 19, 2025 (the “Second Amendment”), which extended the AnazaoHealth Pharmacy Services Agreement through December 31, 2027 and provided for a one-year extension at our discretion. On April 9, 2026, we extended the Second Amendment for a term of one year, with the option to extend our commitment until December 31, 2028 (the “2027 Commitment”). With the Second Amendment and 2027 Commitment 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 certified practitioners while focusing on expanding our Biote-certified clinic network.
Previous wording
*Please refer to “Non-GAAP Measures” below for reconciliations of Adjusted EBITDA to the most directly comparable U.S. GAAP measure, net income, 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 income (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. Additionally, we continue to monitor ongoing changes to global trade policies, including the imposition of tariffs. Although the impact of these policies did not have a material impact on our business during the three months ended March 31, 2026 and 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.
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. Additionally, we continue to monitor ongoing changes to global trade policies, including the imposition of tariffs. Although the impact of these policies did not have a material impact on our business during the three and six months ended June 30, 2026 and 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 January 26, 2026, Asteria Health initiated a voluntary recall of specific lots of hormone pellets shipped by Asteria Health between May 20, 2025 and January 20, 2026 due to the potential presence of metal particulate matter (the “January 2026 Voluntary Recall”). Since the initiation of the January 2026 Voluntary Recall, all reasonable efforts have been made to remove such lots from the market in accordance with the recall strategy and the recall is being conducted with the knowledge of the FDA. In the fourth quarter of 2025, we recorded an inventory impairment charge of $1.3 million related to the January 2026 Voluntary Recall. Biote withdrew specific lots of hormone pellets from the market during the three months ended March 31, 2026. We have been working with our supply network to increase inventory levels and to ensure continuity of care throughout our clinic network. Additionally, we continue to improve our hormone pellet inventory at Asteria Health and have executed on our plan to add a second manufacturing shift in order to relieve the supply constraints in the second quarter of 2026. As a result of the January 2026 Voluntary Recall, we estimate our revenue growth from pellet procedures for the three months ended March 31, 2026 was negatively impacted by approximately $1.7 million. Additionally, we incurred approximately $1.5 million in recall-related costs and we expect to incur additional costs in future periods associated with this recall. See Part I, Item 1A, “Risk Factors—If a compounded drug formulation provided through an outsourcing facility or a compounding pharmacy leads to patient injury or death or results in a product recall, we may be exposed to significant liabilities and reputational harm” in our 2025 Form 10-K for more information.
Current wording
On January 26, 2026, Asteria Health initiated a voluntary recall of specific lots of hormone pellets shipped by Asteria Health between May 20, 2025 and January 20, 2026 due to the potential presence of metal particulate matter (the “January 2026 Voluntary Recall”). Since the initiation of the January 2026 Voluntary Recall, all reasonable efforts have been made to remove such lots from the market in accordance with the recall strategy and the recall is being conducted with the knowledge of the FDA. In the fourth quarter of 2025, we recorded an inventory impairment charge of $1.3 million related to the January 2026 Voluntary Recall. Biote withdrew specific lots of hormone pellets from the market during the three and six months ended June 30, 2026. We have been working with our supply network to increase inventory levels and to ensure continuity of care throughout our clinic network. Additionally, we continue to improve our hormone pellet inventory at Asteria Health and have executed on our plan to add a second manufacturing shift in order to relieve the supply constraints in the second quarter of 2026. As a result of the January 2026 Voluntary Recall, we estimate our revenue growth from pellet procedures for the three and six months ended June 30, 2026 was negatively impacted by approximately
Previous wording
Gain from change in fair value of earnout liabilities consists of the change in fair value during the period of the Member and Sponsor earnouts and the earnout related to the acquisition of Simpatra.
Current wording
Gain (loss) from change in fair value of earnout liabilities consists of the change in fair value during the period of the Member and Sponsor earnouts and the earnout related to the acquisition of Simpatra.
Previous wording
Revenue for the three months ended March 31, 2026 decreased $4.1 million to $44.9 million, or 8.3%, compared to the three months ended March 31, 2025. Revenue from pellet procedures decreased $4.7 million during the three months ended March 31, 2026, as a result of lower procedure volumes at established Biote-certified clinics and lower productivity of newer Biote-certified clinics, each of which were impacted by a temporary contraction of bioidentical hormone pellet inventory availability and a brief shift in focus of our commercial sales organization to support practitioners during the January 2026 Voluntary Recall, compared to the three months ended March 31, 2025. Further, we estimated that the January 2026 Voluntary Recall negatively impacted revenue growth from pellet procedures by approximately $1.7 million during the three months ended March 31, 2026. Service revenue for the three months ended March 31, 2026 decreased $0.9 million compared to the three months ended March 31, 2025, primarily due to a decline in technology fees earned from physician orders placed through our BioteRx platform. These decreases in revenue for the three months ended March 31, 2026 were partially offset by a $1.8 million improvement in revenue from Biote-branded dietary supplements compared to the three months ended March 31, 2025 due to increased demand from customers purchasing these products through our e-commerce platforms for the three months ended March 31, 2026, compared to the three months ended March 31, 2025.
Current wording
Revenue for the three months ended June 30, 2026 decreased $4.6 million to $44.2 million, or 9.5%, compared to the three months ended June 30, 2025. Revenue from pellet procedures decreased $4.9 million during the three months ended June 30, 2026, as a result of lower procedure volumes at established Biote-certified clinics and lower productivity of newer Biote-certified clinics, each of which were impacted by a temporary contraction of bioidentical hormone pellet inventory availability and a brief shift in focus of our commercial sales organization to support practitioners during the January 2026 Voluntary Recall, compared to the three months ended June 30, 2025. Further, we estimated that the January 2026 Voluntary Recall negatively impacted revenue growth from pellet procedures by approximately $3.3 million during the three months ended June 30, 2026. Service revenue for the three months ended June 30, 2026 decreased $0.4 million compared to the three months ended June 30, 2025, primarily due to a decline in training revenue. These decreases in revenue for the three months ended June 30, 2026 were partially offset by a $0.6 million improvement in revenue from Biote-branded dietary supplements compared to the three months ended June 30, 2025 due to increased demand from customers purchasing these products through our e-commerce platforms for the three months ended June 30, 2026, compared to the three months ended June 30, 2025.
Previous wording
Cost of revenue for the three months ended March 31, 2026 increased $1.4 million, to $14.0 million, or 10.9%, compared to the three months ended March 31, 2025. Cost of pellet procedures increased 7.7% while revenue from pellet procedures decreased 13.2%. The increase in the cost of pellet procedures reflects a shift in the sourcing of bioidentical hormone pellets from Asteria Health to other third-party outsourcing facilities due to inventory constraints caused by the January 2026 Voluntary Recall, compared to the three months ended March 31, 2025. Cost of Biote branded dietary supplements increased $0.2 million for the three months ended March 31, 2026 primarily as a result of the increase in Biote-branded dietary supplement revenue, compared to the three months ended March 31, 2025. Additionally, cost of services increased $0.3 million due to an increase in continuing education programs offered under the Biote Method to existing Biote-certified practitioners during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.
Current wording
Cost of revenue for the three months ended June 30, 2026 increased $1.4 million, to $15.3 million, or 10.4%, compared to the three months ended June 30, 2025. Cost of pellet procedures increased 8.0% while revenue from pellet procedures decreased 13.9%. The increase in the cost of pellet procedures reflects a shift in the sourcing of bioidentical hormone pellets from Asteria Health to other third-party outsourcing facilities due to inventory constraints caused by the January 2026 Voluntary Recall, compared to the three months ended June 30, 2025. Cost of Biote branded dietary supplements increased $0.2 million for the three months ended June 30, 2026 primarily as a result of the increase in Biote-branded dietary supplement revenue generated through our e-commerce platforms, compared to the three months ended June 30, 2025. Cost of services decreased $0.05 million primarily due to the decrease in training revenue during the three months ended June 30, 2026 compared to the three months ended June 30, 2025.
Previous wording
Selling, general and administrative expense for the three months ended March 31, 2026 increased $1.1 million to $27.8 million, or 4.1%, compared to the three months ended March 31, 2025. The increase for the three months ended March 31, 2026 was primarily due to a $3.3 million increase in legal-related expenses related to claims asserted in normal course of business and expenses incurred to settle various legal matters compared to the three months ended March 31, 2025. This increase in expense was partially offset by a $1.2 million decrease in our bad debt expense, which was driven by lower revenue and the timing of collections on accounts receivable at the end of the quarter.
Current wording
Selling, general and administrative expense for the three months ended June 30, 2026 increased $8.2 million to $32.4 million, or 33.9%, compared to the three months ended June 30, 2025. The increase for the three months ended June 30, 2026 was primarily due to a $5.1 million increase in expenses incurred to settle various legal matters and a $2.5 million increase in legal expenses related to claims asserted in normal course of business compared to the three months ended June 30, 2025. This increase in expense was partially offset by a $0.5 million decrease in our bad debt expense, which was driven by lower revenue and the timing of collections on accounts receivable at the end of the quarter.
Previous wording
Interest expense, net for the three months ended March 31, 2026 decreased $0.9 million to $2.0 million compared to the three months ended March 31, 2025, primarily due to a $1.1 million decline in accreted interest related to our share repurchase liability that was incurred during the three months ended March 31, 2025 that did not reoccur during the three months ended March 31, 2026. Additionally, interest income earned on our money market account declined as a result of lower cash balances during the three months ended March 31, 2026, compared to the three months ended March 31, 2025. These decreases were partially offset by an increase in interest expense on our Revolving Loans, which historically have a higher interest rate on borrowings. As of March 31, 2026, we had $5.0 million outstanding under our Revolving Loans, compared to March 31, 2025 when we had no amounts outstanding under the Revolving Loans.
Current wording
Interest expense, net for the three months ended June 30, 2026 decreased $0.7 million to $2.2 million compared to the three months ended June 30, 2025, primarily due to a $0.9 million decline in accreted interest related to our share repurchase liability that was incurred during the three months ended June 30, 2025 that did not reoccur during the three months ended June 30, 2026. Additionally, interest income earned on our money market account declined as a result of lower cash balances during the three months ended June 30, 2026, compared to the three months ended June 30, 2025.
Previous wording
The change in fair value of the earnout liabilities was primarily due to a 48.1% decrease in the closing price of our Class A common stock during the three months ended March 31, 2026. In addition to the changes in the closing price of our Class A common stock, other assumptions used to calculate the fair value of the earnout liability, such as stock price volatility, revenue 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 gain or loss recorded for the periods presented.
Current wording
The change in fair value of the earnout liabilities was primarily due to a 40.0% increase in the closing price of our Class A common stock during the three months ended June 30, 2026. In addition to the changes in the closing price of our Class A common stock, other assumptions used to calculate the fair value of the earnout liability, such as stock price volatility, revenue 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 gain or loss recorded for the periods presented.
Previous wording
Income tax expense for the three months ended March 31, 2026 decreased $1.0 million, compared to the three months ended March 31, 2025. 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, 2026 decreased $1.9 million, compared to the three months ended June 30, 2025. This decrease in expense was primarily driven by a lower year to date and forecasted profit before tax, excluding certain non-includable items.
Previous wording
Adjusted EBITDA is a non-GAAP performance measure that provides supplemental information that we believe is useful to analysts and investors to evaluate our ongoing results of operations when considered alongside net income, (the most directly comparable U.S. GAAP measure).
Current wording
Adjusted EBITDA is a non-GAAP performance measure that provides supplemental information that we believe is useful to analysts and investors to evaluate our ongoing results of operations when considered alongside net income (loss), the most directly comparable U.S. GAAP measure.
Previous wording
We use Adjusted EBITDA as alternative measures to evaluate our operational performance. We calculate Adjusted EBITDA by excluding from net income: interest expense; depreciation and amortization expenses; and income taxes. Additionally, we exclude certain expenses we believe are not indicative of our ongoing operations or operational performance. We present Adjusted EBITDA because it is a key measure used by our management to evaluate our operating performance, generate future operating plans and determine payments under compensation programs. Accordingly, we believe that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with U.S. GAAP. Some of these limitations are as follows:
Current wording
We use Adjusted EBITDA as alternative measures to evaluate our operational performance. We calculate Adjusted EBITDA by excluding from net income (loss): interest expense; depreciation and amortization expenses; and income taxes. Additionally, we exclude certain expenses we believe are not indicative of our ongoing operations or operational performance. We present Adjusted EBITDA because it is a key measure used by our management to evaluate our operating performance, generate future operating plans and determine payments under compensation programs. Accordingly, we believe that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with U.S. GAAP. Some of these limitations are as follows:
Previous wording
The following table presents a reconciliation of net income to Adjusted EBITDA for the three months ended March 31, 2026 and 2025:
Current wording
The following table presents a reconciliation of net income (loss) to Adjusted EBITDA for the three and six months ended June 30, 2026 and 2025:
Previous wording
Represents cash and non-cash interest on our debt obligations, commitment fees on the unused portion of our Revolving Loans, net of interest income earned on our money market account. 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, 2026.
Current wording
Represents cash and non-cash interest on our debt obligations, commitment fees on the unused portion of our Revolving Loans, net of interest income earned on our money market account. For the three and six months ended June 30, 2025, interest expense, net included $0.9 million and $2.0 million of accreted interest related to the share repurchase liability. There was no accreted interest for the three and six months ended June 30, 2026.
Previous wording
Represents depreciation expense on property and equipment, amortization expense on capitalized software and amortization expense on purchased intangible assets. Depreciation expense of $0.2 million and $0.01 million was included in cost of products for the three months ended March 31, 2026 and 2025, respectively.
Current wording
Represents depreciation expense on property and equipment, amortization expense on capitalized software and amortization expense on purchased intangible assets. Depreciation expense of $0.2 million and $0.06 million for the three months ended June 30, 2026 and 2025, respectively, and $0.4 million and $0.07 million for the six months ended June 30, 2026 and 2025, respectively, was included in cost of products.
Previous wording
Represents $1.5 million incurred during the three months ended March 31, 2026 related to the January 2026 Voluntary Recall and primarily consists of a $0.9 million impact to cost of revenue and $0.4 million of selling, general and administrative costs. For the three months ended March 31, 2025, this represents strategic consulting and legal expenses related to our CEO transition of $0.3 million and a realized foreign currency loss of less than $0.01 million.
Current wording
Represents $0.8 million and $2.2 million incurred during the three and six months ended June 30, 2026, respectively, related to the January 2026 Voluntary Recall and primarily consists of a $0.6 million and $1.6 million, respectively, impact to cost of revenue and a $0.1 million and $0.7 million, respectively, impact to selling, general and administrative costs. For the three and six months ended June 30, 2025, this represents executive severance costs of $0.5 million and a realized foreign currency loss of less than $0.01 million and strategic consulting and legal expenses related to the CEO transition of $0.3 million for the six months ended June 30, 2025.
Previous wording
Represents legal fees totaling $0.1 million incurred during the three months ended March 31, 2026 related to strategic opportunities to expand the business. 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 totaling $0.04 million and $0.1 million incurred during the three and six months ended June 30, 2026 related to strategic opportunities to expand the business. For the six months ended June 30, 2025 this amount represents legal fees and professional fees totaling $0.1 million incurred to finalize the purchase price allocation of Asteria Health and for other strategic opportunities to expand the business.
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, 2026 and December 31, 2025, we had cash and cash equivalents of $5.3 million and $24.1 million, respectively. Additionally, as of each March 31, 2026 and December 31, 2025, respectively, we had $45.0 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, 2026 and December 31, 2025, we had cash and cash equivalents of $11.2 million and $24.1 million, respectively. Additionally, as of June 30, 2026, we had $50.0 million of Revolving Loans available under our Amended Credit Agreement and as of December 31, 2025, we had $45.0 million available under our then-existing $50.0 million senior secured revolving credit facility.
Previous wording
Net cash used in investing activities decreased $0.7 million to $1.2 million for the three months ended March 31, 2026, compared to $1.8 million for the three months ended March 31, 2025. This decrease was principally driven by a $0.9 million investment in leasehold improvements and other fixed assets for our 503B compounding facility during the three months ended March 31, 2025, that did not reoccur during the three months ended March 31, 2026. The decrease in cash used by investing activities was partially offset by an increase in investments in our internally developed software during the three months ended March 31, 2026, compared to the three months ended March 31, 2025.
Current wording
Net cash used in investing activities of $3.8 million for the six months ended June 30, 2026 was relatively unchanged, compared to the six months ended June 30, 2025. During the six months ended June 30, 2026 our net investments in leasehold improvements and other fixed assets for our 503B compounding facility decreased compared to the six months ended June 30, 2025 and provided $0.5 million in cash over the prior year period. The decrease in cash used by leasehold improvements and fixed assets was partially offset by an increase in investments in our internally developed software during the six months ended June 30, 2026, compared to the six months ended June 30, 2025.
Previous wording
Net cash used in financing activities increased $19.3 million to $21.5 million for the three months ended March 31, 2026, compared to $2.3 million for the three months ended March 31, 2025. The increase in our cash flow used in financing activities was primary driven by the timing of the final $18.5 million cash payment required under our repurchase liabilities compared to the three months ended March 31, 2025. As of March 31, 2026, we had fully repaid all obligations associated with the share repurchase liabilities. Additionally, during the three months ended March 31, 2026, we used $1.1 million of cash to repurchase 726,388 shares of our Class A common stock at an average price of $1.46 per share.
Current wording
Net cash used in financing activities decreased $17.6 million to $11.9 million for the six months ended June 30, 2026, compared to $29.5 million for the six months ended June 30, 2025. The decrease in our cash flow used in financing activities was primary driven by the refinancing of our Term Loan, which provided $125.0 million of proceeds and $12.5 million of borrowings under the $50.0 million senior secured revolving credit facility. The proceeds from the refinancing were used to repay and retire the Term Loan and repay the then outstanding amount on the senior secured revolving credit facility and fund debt issuance costs of $3.4 million. Cash flow used in financing activities also decreased $6.6 million due to a decrease in the cash payment required under our repurchase liabilities compared to the six months ended June 30, 2025. As of June 30, 2026, we had fully repaid all obligations associated with the share repurchase liabilities. These decreases were partially offset by $5.9 million of cash used to repurchase 3,162,565 shares of our Class A common stock at an average price of 1.95 per share during the six months ended June 30, 2026.
Previous wording
See Note 2, Significant Accounting Policies, to the audited consolidated financial statements included in our 2025 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 2025 Form 10-K. During the three months ended March 31, 2026, there were no material changes to our critical accounting policies and estimates from those discussed in our 2025 Form 10-K.
Current wording
See Note 2, Significant Accounting Policies, to the audited consolidated financial statements included in our 2025 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 2025 Form 10-K. During the three and six months ended June 30, 2026, there were no material changes to our critical accounting policies and estimates from those discussed in our 2025 Form 10-K.
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Current report — wording carried from elsewhere
$3.3 million and $5.0 million, respectively. Additionally, during the three and six months ended June 30, 2026 we incurred approximately $0.8 million and $2.2 million, respectively, in recall-related costs and we expect to incur additional costs in future periods associated with this recall. See Part I, Item 1A, “Risk Factors—If a compounded drug formulation provided through an outsourcing facility or a compounding pharmacy leads to patient injury or death or results in a product recall, we may be exposed to significant liabilities and reputational harm” in our 2025 Form 10-K for more information.
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The table and discussion below present our results for the
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Revenue for the six months ended June 30, 2026 decreased $8.7 million to $89.2 million, or 8.9%, compared to the six months ended June 30, 2025. Revenue from pellet procedures decreased $9.6 million during the six months ended June 30, 2026, as a result of lower procedure volumes at established Biote-certified clinics and lower productivity of newer Biote-certified clinics, each of which were impacted by a temporary contraction of bioidentical hormone pellet inventory availability and a brief shift in focus of our commercial sales organization to support practitioners during the January 2026 Voluntary Recall, compared to the six months ended
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June 30, 2025. Further, we estimated that the January 2026 Voluntary Recall negatively impacted revenue growth from pellet procedures by approximately $5.0 million during the six months ended June 30, 2026. Service revenue for the six months ended June 30, 2026 decreased $1.3 million compared to the six months ended June 30, 2025, primarily due to a decline in technology fees earned from physician orders placed through our BioteRx platform and a decline in training revenue. These decreases in revenue for the six months ended June 30, 2026 were partially offset by a $2.4 million improvement in revenue from Biote-branded dietary supplements compared to the six months ended June 30, 2025 due to increased demand from customers purchasing these products through our e-commerce platforms for the six months ended June 30, 2026, compared to the six months ended June 30, 2025.
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Cost of revenue for the six months ended June 30, 2026 increased $2.8 million, to $29.3 million, or 10.6%, compared to the six months ended June 30, 2025. Cost of pellet procedures increased 7.9 % while revenue from pellet procedures decreased 13.5%. The increase in the cost of pellet procedures reflects a shift in the sourcing of bioidentical hormone pellets from Asteria Health to other third-party outsourcing facilities due to inventory constraints caused by the January 2026 Voluntary Recall, compared to the six months ended June 30, 2025. Cost of Biote branded dietary supplements increased $0.5 million for the six months ended June 30, 2026 primarily as a result of the increase in Biote-branded dietary supplement revenue, compared to the six months ended June 30, 2025. Cost of services increased $0.2 million primarily due to the decrease in training revenue during the six months ended June 30, 2026 compared to the six months ended June 30, 2025.
Current report — wording carried from elsewhere
Selling, general and administrative expense for the six months ended June 30, 2026 increased $9.3 million to $60.2 million, or 18.3%, compared to the six months ended June 30, 2025. The increase for the six months ended June 30, 2026 was primarily due to a $5.6 million increase in expenses incurred to settle various legal matters and a $5.3 million increase in legal expenses related to claims asserted in normal course of business compared to the six months ended June 30, 2025. This increase in expense was partially offset by a $1.7 million decrease in our bad debt expense, which was driven by lower revenue and the timing of collections on accounts receivable at the end of the quarter.
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Interest expense, net for the six months ended June 30, 2026 decreased $1.6 million to $4.2 million to compared to the six months ended June 30, 2025, primarily due to a $2.0 million decline in accreted interest related to our share repurchase liability that was incurred during the six months ended June 30, 2025 that did not reoccur during the six months ended June 30, 2026. Additionally, interest income earned on our money market account declined as a result of lower cash balances during the six months ended June 30, 2026, compared to the six months ended June 30, 2025.
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The change in fair value of the earnout liabilities was primarily due to a 27.3% decrease in the closing price of our Class A common stock during the six months ended June 30, 2026. In addition to the changes in the closing price of our Class A common stock, other assumptions used to calculate the fair value of the earnout liability, such as stock price volatility, revenue 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 gain or loss recorded for the periods presented.
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The change in other expense for the six months ended June 30, 2026, compared with the six months ended June 30, 2025, primarily resulted from foreign currency fluctuations during the period.
Current report — wording carried from elsewhere
Income tax expense for the six months ended June 30, 2026 decreased $2.8 million, compared to the six months ended June 30, 2025. This decrease in expense was primarily driven by a lower year to date and forecasted profit before tax, excluding certain non-includable items.
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Previous report — wording carried elsewhere
Gain from Change in Fair Value of Earnout Liabilities