MultiPlan Corp

Previous wording

We believe our solutions provide a strong value proposition to Payors, their health plan customers and healthcare consumers, as well as to providers. Overall, our service offerings aim to reduce healthcare costs in a manner that is orderly, efficient and fair to all parties. In addition, because in most instances the fee for our services is linked to the savings we identify, our revenue model is aligned with the interests of our customers. For the three months ended March 31, 2024 and March 31, 2023 and year ended December 31, 2023, our comprehensive services identified approximately $5.7 billion, $5.6 billion, and $22.9 billion in potential medical cost savings, respectively.

Current wording

We believe our solutions provide a strong value proposition to Payors, their health plan customers and healthcare consumers, as well as to providers. Overall, our service offerings aim to reduce healthcare costs in a manner that is orderly, efficient, and fair to all parties. In addition, because in most instances the fee for our services is linked to the savings we identify, our revenue model is aligned with the interests of our customers. For the six months ended June 30, 2024 and June 30, 2023 and year ended December 31, 2023, our comprehensive services identified approximately $11.9 billion, $11.2 billion, and $22.9 billion in potential medical cost savings, respectively.

Previous wording

Our business and revenues are driven by the ability to lower medical costs through claims savings for our customers. The volume of medical charges associated with those claims is a primary driver of our ability to generate claim savings.

Current wording

Our business and revenues are driven by the ability to lower medical costs through claim savings for our customers. The volume of medical charges associated with those claims is a primary driver of our ability to generate claim savings.

Previous wording

The following table presents the medical charges processed and the potential savings identified for the periods presented:

Current wording

The following table presents the medical charges processed and the potential savings identified across our products and revenue streams, including PEPM and PSAV, for the periods presented:

Previous wording

The Company recognizes a (gain) loss on extinguishment of debt for the difference between the reacquisition price of the debt and the net carrying amount of the extinguished debt.

Current wording

The Company recognizes a gain on extinguishment of debt for the difference between the reacquisition price of the debt and the net carrying amount of the extinguished debt.

Previous wording

Income tax (benefit) expense consists of federal, state, and local income taxes.

Current wording

Income tax benefit consists of federal, state, and local income taxes.

Previous wording

EBITDA, Adjusted EBITDA, and Adjusted EPS are widely used measures of corporate profitability eliminating the effects of financing and capital expenditures from the operating results. We define EBITDA as net (loss) income adjusted for interest expense, interest income, income tax (benefit) expense, depreciation, amortization of intangible assets, and non-income taxes. We define Adjusted EBITDA as EBITDA further adjusted to eliminate the impact of certain items that we do not consider to be indicative of our core business, including other expenses, net, (gain) loss on change in fair value of Private Placement Warrants and Unvested Founder Shares, transaction related expenses, (gain) loss on debt extinguishment, (gain) loss on investments, loss on impairment of goodwill and intangible assets, and stock-based compensation. See our unaudited condensed consolidated financial statements included in this Quarterly Report for more information regarding these adjustments. Adjusted EBITDA is used in our agreements governing our outstanding indebtedness for debt covenant compliance purposes. Our Adjusted EBITDA calculation is consistent with the definition of Adjusted EBITDA used in our debt instruments.

Current wording

EBITDA, Adjusted EBITDA, and Adjusted EPS are widely used measures of corporate profitability eliminating the effects of financing and capital expenditures from the operating results. We define EBITDA as net loss adjusted for interest expense, interest income, income tax (benefit) expense, depreciation, amortization of intangible assets, and non-income taxes. We define Adjusted EBITDA as EBITDA further adjusted to eliminate the impact of certain items that we do not consider to be indicative of our core business, including other expenses, net, (gain) loss on change in fair value of Private Placement Warrants and Unvested Founder Shares, transaction related expenses, (gain) loss on debt extinguishment, (gain) loss on investments, loss on impairment of goodwill and intangible assets, and stock-based compensation. See our unaudited condensed consolidated financial statements included in this Quarterly Report for more information regarding these adjustments. Adjusted EBITDA is used in our agreements governing our outstanding indebtedness for debt covenant compliance purposes. Our Adjusted EBITDA calculation is consistent with the definition of Adjusted EBITDA used in our debt instruments.

Previous wording

Adjusted EPS is used in reporting to our Board and executive management and as a component of the measurement of our performance. We believe that this measure provides useful information to investors because it is the profitability measure we use to evaluate earnings performance on a comparable year-to-year basis. Adjusted EPS is defined as net (loss) income adjusted for amortization of intangible assets, stock-based compensation, transaction related expenses, (gain) loss on debt extinguishment, (gain) loss on investments, other expense, (gain) loss on change in fair value of Private Placement Warrants and Unvested Founder Shares, loss on impairment of goodwill and intangible assets, and tax effect of adjustments to arrive at Adjusted net income divided by our basic weighted average number of shares outstanding.

Current wording

Adjusted EPS is used in reporting to our Board and executive management and as a component of the measurement of our performance. We believe that this measure provides useful information to investors because it is the profitability measure we use to evaluate earnings performance on a comparable year-to-year basis. Adjusted EPS is defined as net loss adjusted for amortization of intangible assets, stock-based compensation, transaction related expenses, (gain) loss on debt extinguishment, (gain) loss on investments, other expense, (gain) loss on change in fair value of Private Placement Warrants and Unvested Founder Shares, loss on impairment of goodwill and intangible assets, and tax effect of adjustments to arrive at Adjusted net income divided by our basic weighted average number of shares outstanding.

Previous wording

The following table presents a reconciliation of net (loss) income to EBITDA and Adjusted EBITDA for the periods presented:

Current wording

The following table presents a reconciliation of net loss to EBITDA and Adjusted EBITDA for the periods presented:

Previous wording

(1) "Other expenses (income), net" represent miscellaneous non-recurring income, miscellaneous non-recurring expense, gain or loss on disposal of assets, impairment of other assets, gain or loss on disposal of leases, tax penalties, and non-integration related severance costs.

Current wording

(1) "Other expenses, net" represent miscellaneous non-recurring income, miscellaneous non-recurring expense, gain or loss on disposal of assets, impairment of other assets, gain or loss on disposal of leases, tax penalties, and non-integration related severance costs.

Previous wording

Material differences between MultiPlan Corporation and MPH for the three months ended March 31, 2024 and March 31, 2023 include differences in interest expense, change in fair value of Private Placement Warrants and Unvested Founder Shares, gain on extinguishment of debt and stock-based compensation.

Current wording

Material differences between MultiPlan Corporation and MPH for the three and six months ended June 30, 2024 and June 30, 2023 include differences in interest expense, change in fair value of Private Placement Warrants and Unvested Founder Shares, gain on extinguishment of debt, and stock-based compensation.

Previous wording

For the three months ended March 31, 2024 and March 31, 2023, interest expense for MultiPlan Corporation was higher than MPH by $20.4 million and $20.6 million, respectively, due to interest expense incurred by MultiPlan Corporation on the Senior Convertible PIK Notes.

Current wording

For the three and six months ended June 30, 2024, interest expense for MultiPlan Corporation was higher than MPH by $19.3 million and $39.6 million, respectively, due to interest expense incurred by MultiPlan Corporation on the Senior Convertible PIK Notes. For the three and six months ended June 30, 2023, interest expense for MultiPlan Corporation was higher than MPH by $20.6 million and $41.2 million, respectively, due to interest expense incurred by MultiPlan Corporation on the Senior Convertible PIK Notes.

Previous wording

The change in fair value of Private Placement Warrants and Unvested Founder Shares, gain on extinguishment of debt, and stock-based compensation (excluding the employee stock purchase plan) are recorded in the parent company MultiPlan Corporation and not in the MPH operating company and therefore represents differences between MultiPlan Corporation and MPH.

Current wording

The change in fair value of Private Placement Warrants and Unvested Founder Shares, gain on extinguishment of debt, and stock-based compensation (excluding the employee stock purchase plan) are recorded in the parent company MultiPlan Corporation and not in the MPH operating company and therefore represent differences between MultiPlan Corporation and MPH.

Previous wording

In the three months ended March 31, 2024 and March 31, 2023, EBITDA expenses for MultiPlan Corporation were lower than MPH by $0.6 million and $1.0 million, respectively, primarily due to insurance premiums paid to our captive insurance company, net of related captive insurance company costs, which are eliminated in the consolidated financial reporting of MultiPlan Corporation.

Current wording

In the three and six months ended June 30, 2024, EBITDA expenses for MultiPlan Corporation were lower than MPH by $0.7 million and $1.3 million, respectively, primarily due to insurance premiums paid to our captive insurance company, net of related captive insurance company costs, which are eliminated in the consolidated financial reporting of MultiPlan Corporation. In the three and six months ended June 30, 2023, EBITDA expenses for MultiPlan Corporation were lower than MPH by $1.0 million and $1.9 million, respectively, primarily due to insurance premiums paid to our captive insurance company, net of related captive insurance company costs, which are eliminated in the consolidated financial reporting of MultiPlan Corporation.

Previous wording

The following table presents a reconciliation of net (loss) income to Adjusted EPS for the periods presented:

Current wording

The following table presents a reconciliation of net loss to Adjusted EPS for the periods presented:

Previous wording

In first quarter 2024, there was a cyberattack on a critical piece of the U.S. healthcare infrastructure from a data security breach that disrupted claims flows upstream from our services. While it is difficult to precisely quantify the claims impact, we believe this delayed the receipt of certain medical claims and contributed to lower medical claims volumes in first quarter 2024.

Current wording

In first quarter 2024, there was a cyberattack on a critical piece of the U.S. healthcare infrastructure from a data security breach that disrupted claims flows upstream from our services. While it is difficult to precisely quantify the claims impact, we believe this delayed the receipt of certain medical claims and contributed to lower medical claims volumes in first and second quarter of 2024.

Previous wording

The results of operations and financial condition of BST have been included in the Company's consolidated results from the date of acquisition. Acquired expenses from the acquisition of BST are included in costs of services and general and administrative expenses for the three months ended March 31, 2024.

Current wording

The results of operations and financial condition of BST have been included in the Company's consolidated results from the date of acquisition. Acquired expenses from the acquisition of BST are included in costs of services and general and administrative expenses for the three and six months ended June 30, 2024.

Previous wording

During the three months ended March 31, 2024, the Company repurchased and cancelled $21.1 million of the Senior Convertible PIK Notes, resulting in the recognition of a gain on debt extinguishment of $5.9 million, representing the difference between the purchase price including associated fees and the net carrying amount of the extinguished debt.

Current wording

During the six months ended June 30, 2024, the Company repurchased and cancelled $21.1 million of the Senior Convertible PIK Notes, resulting in the recognition of a gain on debt extinguishment of $5.9 million, representing the difference between the purchase price including associated fees and the net carrying amount of the extinguished debt.

Previous wording

During the three months ended March 31, 2023, the Company repurchased and cancelled $137.8 million of the 5.750% Notes, resulting in the recognition of a gain on debt extinguishment of $36.8 million, representing the difference between the purchase price including associated fees and the net carrying amount of the extinguished debt.

Current wording

During the six months ended June 30, 2023, the Company repurchased and cancelled $137.8 million of the 5.750% Notes, resulting in the recognition of a gain on debt extinguishment of $36.8 million, representing the difference between the purchase price including associated fees and the net carrying amount of the extinguished debt.

Previous wording

Results of Operations for the Three Months Ended March 31, 2024 and 2023

Current wording

Results of Operations for the Three and Six Months Ended June 30, 2024 and 2023

Previous wording

Revenues decreased by $2.1 million, or 0.9%, for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023. This decrease in revenues was due to decreases in Network-Based Services revenues of $11.0 million, offset by increases in Analytics-Based Services revenues of $7.7 million and Payment and Revenue Integrity Services revenues of $1.3 million during this time period, as explained below.

Current wording

Revenues decreased by $4.5 million, or 1.9%, for the three months ended June 30, 2024, as compared to the three months ended June 30, 2023. This decrease in revenues was due to the decrease in Network-Based Services revenues of $11.4 million and the decrease in Payment and Revenue Integrity Services Revenues of $1.5 million, offset by the increase in Analytics-Based Services revenues of $8.5 million during this time period.

Previous wording

Network-Based Services revenues decreased $11.0 million, or 19.3%, in the three months ended March 31, 2024, as compared to the three months ended March 31, 2023. Approximately $6 million of the decrease was primarily related to customer and program attrition, and approximately $5 million of the reduction was from lower medical savings on PSAV claims received from customers and reduced claims volumes from a cyberattack at a major claims clearinghouse, which disrupted claims flows across the healthcare industry and ultimately downstream to our platform. These lower volumes contributed to decreases in Network-Based Services PSAV revenues of $9.7 million and decreases in PEPM network revenues of $1.8 million, offset by increases in other network revenues of $0.5 million.

Current wording

Network-Based Services revenues decreased $11.4 million, or 20.0%, in the three months ended June 30, 2024, as compared to the three months ended June 30, 2023. Approximately $3 million of the decrease was primarily related to customer and program attrition, and approximately $8 million of the reduction was from substitution of Analytics-Based Services in lieu of Network-Based Services and lower medical savings on PSAV claims received from customers. Medical savings were impacted by reduced claims volumes from a cyberattack at a major claims clearinghouse, which disrupted claims flows across the healthcare industry and ultimately downstream to our platform. These lower volumes contributed to the decrease in Network-Based Services PSAV revenues of $9.6 million and the decrease in PEPM network revenues of $2.1 million, offset by the increase in other network revenues of $0.3 million.

Previous wording

Analytics-Based Services revenues increased $7.7 million, or 5.0%, for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023. This increase in revenues was primarily due to increases in Analytics-Based Services PEPM and other revenues of $6.4 million, including acquired revenues of $3.6 million from the acquisition of BST and increases in PSAV revenues of $1.3 million.

Current wording

Analytics-Based Services revenues increased $8.5 million, or 5.6%, for the three months ended June 30, 2024, as compared to the three months ended June 30, 2023. This increase in revenues was primarily due to the increase in Analytics-Based Services PSAV revenues of $5.3 million as a result of the increase in medical savings on PSAV claims and the increase in PEPM and other revenues of $3.1 million, including an increase in acquired revenues of $1.7 million from the acquisition of BST.

Previous wording

Payment and Revenue Integrity Services revenues increased by $1.3 million, or 4.8%, for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023. This increase was primarily in our post-payment and revenue integrity lines of business, contributing to increases in PSAV revenues of $1.3 million.

Current wording

Payment and Revenue Integrity Services revenues decreased by $1.5 million, or 5.3%, for the three months ended June 30, 2024, as compared to the three months ended June 30, 2023. This decrease was primarily in our pre-payment lines of business, offset by increases in our post-payment and revenue integrity lines of business. The decrease in Payment and Revenue Integrity Services was primarily in our PSAV revenues which declined by $1.6 million.

Previous wording

The increases in costs of services of $5.2 million, or 9.5%, for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023 were primarily due to increases in personnel expenses related to increased employee headcount and year-over-year increases in compensation and related benefits, including increases in personnel costs from the acquisition of BST of $1.5 million for the three months ended March 31, 2024. BST contributed $2.1 million to total costs of services in the three months ended March 31, 2024.

Current wording

The increases in costs of services of $2.4 million and $7.6 million, respectively for the three and six months ended June 30, 2024, as compared to the three and six months ended June 30, 2023, were primarily due to increases in personnel expenses related to increased employee headcount and year-over-year increases in compensation and related benefits, including increases in personnel costs from the acquisition of BST of $1.1 million and $2.6 million for the three and six months ended June 30, 2024, respectively. BST contributed $2.8 million and $4.9 million to total costs of services in the three and six months ended June 30, 2024, respectively as compared to $1.1 million for the three and six months ended June 30, 2023.

Previous wording

The increases in general and administrative expenses of $3.4 million, or 10.8%, for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023 were primarily due to increases in personnel expenses of $9.6 million related to increases in employee headcount, year-over-year increases in compensation, and related fringe benefits, stock-based compensation, and contract labor, increases in equipment lease and maintenance of $1.0 million, and acquired net general and administrative expenses from BST of $0.9 million, offset by $7.6 million higher capitalized software development and decreases in transaction costs of $1.0 million.

Current wording

The decrease in general and administrative expenses of $1.8 million, or 2.5%, for the six months ended June 30, 2024, as compared to the six months ended June 30, 2023 was primarily due to the decrease in transaction costs of $7.8 million, decrease in insurance of $1.0 million, and $17.8 million increased capitalized software development, partially offset by the increase in personnel expenses of $17.5 million, professional fees of $4.0 million, equipment lease and maintenance of $2.0 million and net increases in other expenses of $1.3 million. The increase in personnel expenses related to increases in employee headcount, year-over-year increases in compensation, and related fringe benefits, and contract labor, including increases in stock-based compensation of $2.9 million. BST contributed $1.4 million and $2.4 million to total general and administrative expenses in the three and six months ended June 30, 2024, respectively, as compared to $1.5 million for the three and six months ended June 30, 2023.

Previous wording

The increase of $2.8 million, or 15.3%, in depreciation expense for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023 was due to purchases of property and equipment, including internally generated capitalized software, partially offset by assets that were written-off or became fully depreciated in the period.

Current wording

The increases in depreciation expenses of $2.9 million, or 15.4%, and $5.7 million, or 15.3%, for the three and six months ended June 30, 2024, respectively, as compared to the three and six months ended June 30, 2023, were due to purchases of property and equipment, including internally generated capitalized software, partially offset by assets that were written-off or became fully depreciated in the period.

Previous wording

The increase in amortization of intangible assets for thethree months ended March 31, 2024 as compared to the three months ended March 31, 2023 was primarily due to the acquisition of BST and the intangibles acquired in the transaction.

Current wording

The increases in amortization of intangible assets for thethree and six months ended June 30, 2024 as compared to thethree and six months ended June 30, 2023 were primarily due to the acquisition of BST and the intangibles acquired in the transaction.

Previous wording

For the three months ended March 31, 2024, in connection with quantitative impairment testing performed on our goodwill and indefinite-lived intangibles, we recorded a $519.1 million loss on impairment of goodwill and intangible assets. This amount includes $516.4 million for the loss on impairment of goodwill, and $2.7 million for the loss on impairment of trade names. The loss on impairment of goodwill and intangible assets was primarily due to the use of a higher discount rate in response to significant declines in the stock price, and lower EBITDA multiples. There were no material changes in the forecasted revenues and expenses utilized in the analysis compared to November 1, 2023.

Current wording

For thethree and six months ended June 30, 2024, in connection with quantitative impairment testing performed on our goodwill and indefinite-lived intangibles, we recorded a loss on impairment of goodwill of $553.7 million and $1,070.1 million, respectively. A $2.7 million loss on impairment of trade names was recorded for the three months ended March 31, 2024 and no impairment was recorded for the three months ended June 30, 2024. The loss on impairment of goodwill and intangible assets was primarily due to the use of lower projected cash flows, lower EBITDA multiples and the use of a higher discount rate in response to the estimation uncertainty of our cash flow projections.

Previous wording

The decrease in interest expense of $1.2 million, or 1.5%, for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023 were primarily due reductions in interest expense due to the swap rate agreements reducing our interest for the three months ended March 31, 2024, and to the repurchase and cancellation of our 5.750% Notes and Senior Convertible PIK Notes, offset by the increase in the interest rate on our Term Loan B. While our annualized weighted average cash interest rate increased by 0.06% across our total debt in the three months ended March 31, 2024 as compared to the three months ended March 31, 2023, our interest expense declined due to having a lower debt balance.

Current wording

The decrease in interest expense of $1.3 million and $2.6 million, for the three and six months ended June 30, 2024, respectively, as compared to the three and six months ended June 30, 2023 were primarily due to reductions in interest expense due to the swap rate agreements reducing our total interest on the Term Loan B for the three and six months ended June 30, 2024, and to a lower debt balance primarily due to the repurchase and cancellation of our 5.750% Notes in 2023 and Senior Convertible PIK Notes in 2023 and 2024. Our annualized weighted average cash interest rate decreased by 0.09% across our total debt in the six months ended June 30, 2024 as compared to the six months ended June 30, 2023.

Previous wording

As of March 31, 2024, our long-term debt was $4,511.3 million and included (i) a $1,278.6 million Term Loan B, excluding the current portion of Term Loan B of $13.3 million, (ii) $1,050.0 million of 5.50% Senior Secured Notes, (iii) $979.8 million of 5.750% Notes, (iv) $1,253.9 million of Senior Convertible PIK Notes, and net of (v) a discount on Term Loan B of $8.9 million, (vi) a discount on Senior Convertible PIK Notes of $17.4 million, and (vii) debt issue costs of $24.8 million. As of March 31, 2024, our total debt had an annualized weighted average cash interest rate of 6.82%. As of March 31, 2023, our total debt had an annualized weighted average cash interest rate of 6.76%.

Current wording

As of June 30, 2024, our long-term debt was $4,510.8 million and included (i) a $1,275.3 million Term Loan B, excluding the current portion of Term Loan B of $13.3 million, (ii) $1,050.0 million of 5.50% Senior Secured Notes, (iii) $979.8 million of 5.750% Notes, (iv) $1,253.9 million of Senior Convertible PIK Notes, and net of (v) a discount on Term Loan B of $8.4 million, (vi) a discount on Senior Convertible PIK Notes of $16.3 million, and (vii) debt issue costs of $23.6 million.

Previous wording

As of December 31, 2023, our long-term debt was $4,532.7 million and included (i) a $1,281.9 million Term Loan B, excluding the current portion of Term Loan B of $13.3 million, (ii) $1,050.0 million of 5.50% Senior Secured Notes, (iii) $979.8 million of 5.750% Notes, (iv) $1,275.0 million of Senior Convertible PIK Notes, and net of (v) a discount on Term Loan B of $9.3 million, (vi) a discount on Senior Convertible PIK Notes of $18.8 million, and (vii) debt issue costs of $25.9 million. As of December 31, 2023, our total debt had a weighted average cash interest rate of 6.83%.

Current wording

As of December 31, 2023, our long-term debt was $4,532.7 million and included (i) a $1,281.9 million Term Loan B, excluding the current portion of Term Loan B of $13.3 million, (ii) $1,050.0 million of 5.50% Senior Secured Notes, (iii) $979.8 million of 5.750% Notes, (iv) $1,275.0 million of Senior Convertible PIK Notes, and net of (v) a discount on Term Loan B of $9.3 million, (vi) a discount on Senior Convertible PIK Notes of $18.8 million, and (vii) debt issue costs of $25.9 million.

Previous wording

The decrease in interest income of$2.3 million, or 71.4%, for thethree months ended March 31, 2024, as compared to thethree months ended March 31, 2023 was primarily due to less interest earned on interest bearing bank accounts resulting from lower average invested cash and cash equivalents balances.

Current wording

The decreases in interest income of$1.8 million and $4.1 million for thethree and six months ended June 30, 2024, respectively as compared to thethree and six months ended June 30, 2023 were primarily due to less interest earned on interest bearing bank accounts resulting from lower average invested cash and cash equivalents balances.

Previous wording

During the three months ended March 31, 2024, the Company repurchased and cancelled $21.1 million of the Senior Convertible PIK Notes, resulting in the recognition of a gain on debt extinguishment of $5.9 million, representing the difference between the reacquisition price of the debt and the net carrying amount of the extinguished debt.

Current wording

During the six months ended June 30, 2024, the Company repurchased and cancelled $21.1 million of the Senior Convertible PIK Notes, resulting in the recognition of a gain on debt extinguishment of $5.9 million, representing the difference between the reacquisition price of the debt and the net carrying amount of the extinguished debt.

Previous wording

The Company re-measures the fair value of the Private Placement Warrants and Unvested Founder Shares at each reporting period. From December 31, 2023 to March 31, 2024, the fair value of the Private Placement Warrants remained substantially unchanged and the fair value of the Unvested Founder Shares decreased by $0.1 million. The decrease was primarily due to the decrease in the stock price of the Company's Class A common stock and the passage of time over that period.

Current wording

The Company re-measures the fair value of the Private Placement Warrants and Unvested Founder Shares at each reporting period. From December 31, 2023 to June 30, 2024, the fair value of the Private Placement Warrants decreased by$0.1 million and the fair value of the Unvested Founder Shares decreased by$0.3 million. The decrease was primarily due to the decrease in the stock price of the Company's Class A common stock and the passage of time over that period.

Previous wording

Net loss before income taxes for the three months ended March 31, 2024 of $561.7 million generated a benefit for income taxes of $22.0 million. Net income before income taxes for the three months ended March 31, 2023 of $1.9 million generated a provision for income taxes of $1.7 million.

Current wording

Net loss before income taxes for the three months ended June 30, 2024 of $604.2 million generated a benefit for income taxes of $27.5 million. Net loss before income taxes for the three months ended June 30, 2023 of $46.2 million generated a benefit for income taxes of $9.8 million.

Previous wording

The effective tax rate for the three months ended March 31, 2024 differed from the statutory rate primarily due to stock compensation expense, limitations on executive compensation, non-deductible goodwill impairment, and state taxes. The effective tax rate for the three months ended March 31, 2023 differed from the statutory rate primarily due to stock-based compensation expense, non-deductible mark-to-market liability, and state taxes.

Current wording

The effective tax rate for the six months ended June 30, 2024 differed from the statutory rate primarily due to stock compensation expense, limitations on executive compensation, non-deductible goodwill impairment, and state taxes. The effective tax rate for the six months ended June 30, 2023 differed from the statutory rate primarily due to stock-based compensation expense, non-deductible mark-to-market liability, non-deductible transaction costs due to the BST acquisition and state tax expense.

Previous wording

As of March 31, 2024, we had cash and cash equivalents of$69.2 million, which includes restricted cash of$10.5 million. We have $442.1 million of loan availability under the revolving credit facility. As of March 31, 2024, we had four letters of credit totaling $7.9 million of utilization against the revolving credit facility. Three letters of credit are used to satisfy real estate lease agreements for three of our offices in lieu of security deposits in the amount of $1.8 million as of March 31, 2024 and December 31, 2023. The Company also has an irrevocable letter of credit to satisfy the obligations of a subsidiary in the amount of $6.1 million as of March 31, 2024 and December 31, 2023.

Current wording

As of June 30, 2024, we had cash and cash equivalents of$59.2 million, which includes restricted cash of$10.4 million. We have $442.1 million of loan availability under the revolving credit facility. As of June 30, 2024, we had four letters of credit totaling $7.9 million of utilization against the revolving credit facility. Three letters of credit are used to satisfy real estate lease agreements for three of our offices in lieu of security deposits in the amount of $1.8 million as of June 30, 2024 and December 31, 2023. The Company also has an irrevocable letter of credit to satisfy the obligations of a subsidiary in the amount of $6.1 million as of June 30, 2024 and December 31, 2023.

Previous wording

On February 27, 2023, the Board approved a share repurchase program authorizing the Company to repurchase up to $100.0 million of its Class A common stock from time to time in open market transactions. The repurchase program was effective immediately and expires on December 31, 2024. As of March 31, 2024, the Company has repurchased its Class A common stock as part of this program using cash on hand for an aggregate amount of $25.6 million including commissions, of which $10.4 million was spent during the three months ended March 31, 2024.

Current wording

On February 27, 2023, the Board approved a share repurchase program authorizing the Company to repurchase up to $100.0 million of its Class A common stock from time to time in open market transactions. The repurchase program was effective immediately and expires on December 31, 2024. As of June 30, 2024, the Company has repurchased its Class A common stock as part of this program using cash on hand for an aggregate amount of $25.6 million including commissions, of which $10.4 million was spent during the six months ended June 30, 2024.

Previous wording

Cash flows from operating activities decreased by $14.5 million, or 22.6%, primarily due to lower earnings once adjusted for non-cash items, and favorable changes in working capital. Changes in our working capital requirements reflect the increase in accrued taxes, partially offset by an increase in our trade receivables.

Current wording

Cash flows from operating activities decreased by $3.7 million, or 5.2%, primarily due to lower earnings once adjusted for non-cash items, and less unfavorable changes in working capital. Changes in our working capital requirements reflect the increase in accrued taxes, partially offset by an increase in our trade receivables and other assets.

Previous wording

Net cash used in investing activities increased $7.4 million, or 32.2%, as compared to the prior-year period, primarily due to higher investments in the development of new products and services.

Current wording

Net cash used in investing activities decreased $140.4 million, or 71.5%, as compared to the prior-year period, primarily due to the acquisition of BST during the prior-year period.