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InfuSystem Holdings Inc

For the period ended Dec 31, 2023. Filed Apr 10, 2024.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Apr 10, 2024

INFU$14.68+7.2%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Table of Contents

PART I
Item 1.Business3
Item1A.Risk Factors9
Item 1B.Unresolved Staff Comments20
Item 1C.Cybersecurity20
Item 2.Properties21
Item 3.Legal Proceedings21
Item 4.Mine Safety Disclosures21
PART II
Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities22
Item 6.[Reserved]23
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations24
Item 7A.Quantitative and Qualitative Disclosure About Market Risk33
Item 8.Financial Statements and Supplementary Data35
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosures71
Item 9A.Controls and Procedures71
Item 9B.Other Information74
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections75
PART III
Item 10.Directors, Executive Officers and Corporate Governance76
Item 11.Executive Compensation76
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters76
Item 13.Certain Relationships and Related Transactions and Director Independence77
Item 14.Principal Accounting Fees and Services77
PART IV
Item 15.Exhibits, Financial Statement Schedules78

References in this Form 10-K to “we”, “us”, or the “Company”are to InfuSystem Holdings, Inc. (“InfuSystem”) and our wholly owned subsidiaries, as appropriate to the context.

Cautionary Statement About Forward-Looking Statements

Certain statements contained in this Form 10-K are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “expect,” “strategy,” “future,” “likely,” variations of such words, and other similar expressions, as they relate to the Company, are intended to identify forward-looking statements. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. In connection with the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, the Company is identifying certain factors that could cause actual results to differ, perhaps materially, from those indicated by these forward-looking statements. InfuSystem does not intend and does not undertake any obligation to update any forward-looking statement to reflect future events or circumstances after the date of such statements, except as may be required by law. Important factors that could cause our actual results and financial condition to differ materially from the forward-looking statements include, without limitation, those described in “Risk Factors” and elsewhere in this Form 10-K, and the following:

changes in third-party reimbursement processes, rates, contractual relationships and payer mix;

our dependence on estimates of collectible revenue from third-party reimbursement;

risks associated with the loss of a relationship with one or more third-party payers;

risks associated with a federal government shutdown;

risks associated with payer concentration;

physicians’ acceptance of infusion pump therapy over alternative therapies and focus on early detection and diagnostics;

our dependence on our Medicare Suppler Number, which allows us to bill Medicare for services provided to Medicare patients;

availability of chemotherapy drugs used in our infusion pump systems;

our expectations regarding enacted and potential legislative and regulatory changes impacting, among other things, the level of reimbursement received from the Medicare and state Medicaid programs including the Center for Medicare and Medicaid Services (“CMS”) competitive bidding;

our dependence upon our suppliers;

periodic reviews and billing audits from governmental and private payers;

our ability to maintain controls and processes over billing and collection and the adequacy of our allowance for doubtful accounts and customer concessions;

our ability to comply with state licensure laws for Durable Medical Equipment suppliers;

risks associated with our allowance for doubtful accounts and customer concessions;

our ability to execute our business strategies to grow our business, including our ability to introduce new products and services;

industry competition;

compliance with regulatory guidelines affecting our billing practices;

defective products manufactured by third-party suppliers;

our ability to execute on acquisition and joint-venture opportunities and integrate any acquired businesses;

our ability to maintain relationships with health care professionals and organizations;

our ability to comply with changing health care regulations;

our ability to protect our intellectual property;

our ability to remain in compliance with our credit agreement or future debt agreements;

general economic uncertainty;

changes in tax laws or challenges to our tax positions;

the value of our net operating loss carryforwards may become impaired if we do not generate sufficient future taxable income required to utilize all or a portion of our net operating loss carryforwards prior to their expiration;

volatility in the market price of our stock;

the future price of our stock may be negatively affected by not paying dividends;

potential dilution to current stockholders from the issuance of equity awards;

we may be subject to limitations on net operating loss carryforwards and certain built-in losses following an ownership change;

our ability to remediate the material weaknesses in our internal control over financial reporting;

the long-term effects of the coronavirus (“COVID-19”) pandemic, or any other global pandemic or disease outbreak, on our business;

litigation or other legal or regulatory proceedings in which we may be involved from time to time;

risks associated with the collection of sales or consumption taxes;

our ability to implement, both internally and externally, information technology improvements and to respond to technological changes, interruptions and security breaches;

Cybersecurity risks and cyber incidents could adversely affect our business and disrupt operations;

natural disasters, pandemics, acts of war or terrorism and other external events affecting us, our customers or our suppliers; and

our ability to hire and retain key employees.

These risks are not exhaustive. Other sections of this Form 10-K include additional factors which could adversely impact our business and financial performance. Moreover, we operate in a very competitive and changing environment. New risk factors emerge from time to time and it is not possible for us to predict all risk factors, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. All forward-looking statements made in this Form 10-K speak only as of the date of this report. We do not intend, and do not undertake any obligation, to update any forward-looking statements to reflect future events or circumstances after the date of such statements, except as required by law.

You should not rely upon forward-looking statements as predictions of future events. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. We qualify all of our forward-looking statements by these cautionary statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, you should not rely on any of the forward-looking statements. In addition, with respect to all of our forward-looking statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

Market and Industry Data

This Form 10-K contains market, industry and government data and forecasts that have been obtained from publicly available information, various industry publications and surveys and other published industry sources such as consultant surveys and forecasts. Industry publications and surveys, consultant surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable, but there can be no assurance as to the accuracy and completeness of such information. We have not independently verified any of the data from third-party sources nor have we ascertained the underlying economic assumptions relied upon therein. Similarly, internal company surveys, industry forecasts and market research, which we believe to be reliable based upon management’s knowledge of the industry, have not been verified by any independent sources. None of the reports and other materials of third-party sources referred to in this Form 10-K were prepared for use in, or in connection with, this report.

Trademarks and Trade Names

We have a number of registered trademarks, including Ambulatory Infusion Made Easy®, Biomed Made Easy®, BlockPain Dashboard®, EXPRESSTech® and Infusion Made Easy®. These and other trademarks of ours appearing in this report are our property. Solely for convenience, trademarks and trade names of ours referred to in this Form 10-K may appear without the ® or ™ symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the right of the applicable licensor to these trademarks and trade names. This report may contain additional trade names and trademarks of other companies. We do not intend our use or display of other companies' trade names or trademarks to imply an endorsement or sponsorship of us by such companies, or any relationship with any of these companies.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.