Claritev Corp
For the period ended Sep 30, 2026. Filed Nov 9, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 9, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-07.
0001793229-26-000067
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-09.
0001793229-26-000084
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 99 previous paragraphs and 99 current paragraphs.
71 unchanged; 27 reworded; 1 added; 1 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 7 previous and 7 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 (1)
Current report
For the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025
Removed paragraphs (1)
Previous report
For the six months ended June 30, 2026 as compared to the six months ended June 30, 2025
Reworded paragraphs (27)
Previous wording
Revenues increased by $15.9 million, or 6.6%, for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025. This increase in revenues was due to the increase in Claims intelligence solutions revenues of $21.5 million.
Current wording
Revenues increased by $22.4 million, or 9.1%, for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025. This increase in revenues was due to the increase in Claims intelligence solutions revenues of $28.1 million, offset by a decrease in Network solutions and Payment and revenue integrity solutions.
Previous wording
Claims intelligence solutions revenues increased by $21.5 million, or 13.7%, for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025. This increase in revenue was primarily due to an increase in Data iSight and Surprise Bill Services.
Current wording
Claims intelligence solutions revenues increased by $28.1 million, or 17.1%, for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025. This increase in revenue was primarily due to an increase in Data iSight and Surprise Bill Services.
Previous wording
Network solutions revenues decreased by $3.8 million, or 7.0%, for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025. This decrease in revenue was primarily due to a decrease in the property and casualty market due to non-recurring revenue in the prior period.
Current wording
Network solutions revenues decreased by $3.0 million, or 5.6%, for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025. This decrease in revenue was primarily due to a decrease in the property and casualty market due to non-recurring revenue in the prior period.
Previous wording
Payment and revenue integrity solutions revenue decreased by $1.8 million, or 5.9%, for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025. This decrease in revenue was primarily due to a decrease in Clinical Negotiation.
Current wording
Payment and revenue integrity solutions revenue decreased by $2.8 million, or 9.8%, for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025. This decrease in revenue was primarily due to a decrease in Clinical Negotiation.
Previous wording
Revenues increased by $29.3 million, or 6.2%, for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025. This increase in revenues was due to the increase in Claims intelligence solutions revenues of $34.4 million.
Current wording
Revenues increased by $51.6 million, or 7.2%, for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025. This increase in revenues was due to the increase in Claims intelligence solutions revenues of $62.5 million, offset by a decrease in Network solutions and Payment and revenue integrity solutions.
Previous wording
Claims intelligence solutions revenues increased by $34.4 million, or 11.1%, for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025. This increase in revenue was primarily due to an increase in Data iSight and Surprise Bill Services.
Current wording
Claims intelligence solutions revenues increased by $62.5 million, or 13.2%, for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025. This increase in revenue was primarily due to an increase in Data iSight and Surprise Bill Services.
Previous wording
Network solutions revenues decreased by $3.2 million, or 3.2%, for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025. This decrease in revenue was primarily due to a decrease in the property and casualty market due to non-recurring revenue in the prior period.
Current wording
Network solutions revenues decreased by $6.2 million, or 4.0%, for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025. This decrease in revenue was primarily due to a decrease in the property and casualty market due to non-recurring revenue in the prior period.
Previous wording
Payment and revenue integrity solutions revenue decreased by $1.9 million, or 3.1%, for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025. This decrease in revenue was primarily due to a decrease in Clinical Negotiation.
Current wording
Payment and revenue integrity solutions revenue decreased by $4.7 million, or 5.2%, for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025. This decrease in revenue was primarily due to a decrease in Clinical Negotiation.
Previous wording
Theincrease in costs of services of $15.5 million for thesix months ended June 30, 2026 as compared to thesix months ended June 30, 2025 was primarily due to theincrease in personnel expenses of $10.0 million and other cost of service expenses of $2.9 million.
Current wording
The increase in costs of services of $7.7 million for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025 was primarily due to the increase in personnel expenses of $6.5 million.
Previous wording
The increase in costs of services of $6.8 million for thethree months ended June 30, 2026 as compared to thethree months ended June 30, 2025 was primarily due to the increase in personnel expenses of $6.5 million and other cost of service expenses of $1.7 million, offset by adecrease inaccess and bill review fees of $1.9 million.
Current wording
The increase in costs of services of $23.2 million for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025 was primarily due to increases in personnel expenses of $16.5 million, access and bill review fees of $2.0 million, and other cost of service expenses of $3.7 million.
Previous wording
The increase in general and administrative expenses of $15.1 million for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025 was primarily due to $14.6 million of legal expenses related to certain antitrust matters and other transaction expenses, as well as an increase in consulting professional fees of $2.3 million, increase in transformation costs of$5.4 million, offset by adecrease in personnel expenses of$6.8 million, due to more personnel assigned to capital and transformation projects, and lower stock-based compensation of$1.7 million.
Current wording
The increase in general and administrative expenses of $6.3 million for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025 was primarily due to higher other general and administrative expenses of $15.2 million primarily associated with legal expenses related to antitrust matters and software hosting and related expenses. This was partially offset by a decrease in transformation costs of $5.9 million, personnel expenses of $0.9 million and lower stock-based compensation of $2.0 million.
Previous wording
The increase in general and administrative expenses of $4.3 million for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025 was primarily due to $3.8 million of legal expenses related to certain antitrust matters and other transaction expenses, as well as anincrease in transformation costs of $1.3 million, offset by a decrease in personnel expenses of $1.8 million, due to more personnel assigned to capital and transformation projects.
Current wording
The increase in general and administrative expenses of $21.5 million for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025 was primarily due to higher other general and administrative expenses of $33.1 million primarily associated with legal expenses related to antitrust matters and software hosting and related expenses. This was partially offset by a decrease in personnel expenses of $7.5 million, due to more personnel assigned to capital and transformation projects, and lower stock-based compensation of $3.7 million.
Previous wording
The increase in interest expense of $8.4 million, or 4.4% for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025 was primarily due to the increase in average indebtedness outstanding during the periods as a result of PIK interest charges.
Current wording
The increase in interest expense of $8.1 million, or 2.8% for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025 was primarily due to the increase in average indebtedness outstanding during the periods as a result of PIK interest charges.
Previous wording
As of June 30, 2026 and June 30, 2025, our total debt had an annualized weighted average cash interest rate of 6.85% and 6.95%, respectively, which decreased by 0.10%. As of December 31, 2025, our total debt had a weighted average cash interest rate of 6.92%.
Current wording
As of September 30, 2026 and September 30, 2025, our total debt had an annualized weighted average cash interest rate of 6.84% and 6.95%, respectively, which decreased by 0.11%. As of December 31, 2025, our total debt had a weighted average cash interest rate of 6.92%.
Previous wording
Net loss before income taxes for the three months ended June 30, 2026 of $76.6 million generated a benefit for income taxes of $17.4 million. Net loss before income taxes for the three months ended June 30, 2025 of $82.9 million generated a benefit for income taxes of $20.3 million.
Current wording
Net loss before income taxes for the three months ended September 30, 2026 of $80.0 million generated a benefit for income taxes of $18.2 million. Net loss before income taxes for the three months ended September 30, 2025 of $93.4 million generated a benefit for income taxes of $23.6 million.
Previous wording
Net loss before income taxes for the six months ended June 30, 2026 of $169.4 million generated a benefit for income taxes of $36.6 million. Net loss before income taxes for the six months ended June 30, 2025 of $172.8 million generated a benefit for income taxes of $38.8 million.
Current wording
Net loss before income taxes for the nine months ended September 30, 2026 of $249.4 million generated a benefit for income taxes of $54.8 million. Net loss before income taxes for the nine months ended September 30, 2025 of $266.2 million generated a benefit for income taxes of $62.4 million.
Previous wording
The effective tax rate for the six months ended June 30, 2026 differed from the statutory rate primarily due to non-deductible stock-based compensation expense, limitation on executive compensation and state taxes. The effective tax rate for the six months ended June 30, 2025 differed from the statutory rate primarily due to non-deductible stock-based compensation expense, limitations on executive compensation and state taxes.
Current wording
The effective tax rate for the nine months ended September 30, 2026 and 2025 differed from the statutory rate primarily due to non-deductible stock-based compensation expense, limitation on executive compensation and state 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 netloss adjusted for interest expense, interest income, income tax (benefit) expense, depreciation, amortization of intangible assets, and non-income taxes. Non-income taxes includes personal property taxes, real estate taxes, sales and use taxes and franchise taxes which are included in cost of services and general and administrative expenses. 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 legal expenses associated with antitrust matters, loss on disposal of assets, including right-of-use assets, transformation costs, integration expenses, transaction costs related to refinancing transaction, loss on extinguishment of debt, stock-based compensation, including cRSUs, and other expenses. See our 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 netloss adjusted for interest expense, interest income, income tax (benefit) expense, depreciation, amortization of intangible assets, and non-income taxes. Non-income taxes includes personal property taxes, real estate taxes, sales and use taxes and franchise taxes which are included in cost of services and general and administrative expenses. 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 legal expenses associated with antitrust matters, loss on disposal of assets, including right-of-use assets, transformation costs, integration expenses, transaction costs related to refinancing transaction, loss on extinguishment of debt, one-time charitable contribution, stock-based compensation, including cRSUs, and other expenses. See our 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 netloss adjusted for amortization of intangible assets, legal expenses associated with antitrust matters, other expenses, net, transformation costs, integration expenses, transaction costs related to refinancing transaction, loss on disposal of assets, including right-of-use assets, loss on extinguishment of debt, stock-based compensation, including cRSUs, 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 netloss adjusted for amortization of intangible assets, legal expenses associated with antitrust matters, other expenses, net, transformation costs, integration expenses, transaction costs related to refinancing transaction, loss on disposal of assets, including right-of-use assets, loss on extinguishment of debt, one-time charitable contribution, stock-based compensation, including cRSUs, and tax effect of adjustments to arrive at adjusted net income divided by our basic weighted average number of shares outstanding.
Previous wording
As of June 30, 2026, we had a cash balance of$27.7 million, which includes cash and cash equivalents of$14.4 million and restricted cash of$13.3 million. Additionally, we have access to $273.6 million of the total $350.0 million loan availability under the 2025 Revolving Credit Facility.
Current wording
As of September 30, 2026, we had a cash balance of$23.0 million, which includes cash and cash equivalents of$10.1 million and restricted cash of$12.9 million. Additionally, we have access to $248.6 million of the total $350.0 million loan availability under the 2025 Revolving Credit Facility.
Previous wording
As of June 30, 2026, we had $70.0 million outstanding under our 2025 Revolving Credit Facility and $6.4 million of outstanding letters of credit under such facility. Of these outstanding irrevocable letters of credit, we have four which are used to satisfy real estate lease security deposit requirements for our office locations in lieu of cash deposits in an aggregate amount of $4.4 million as of June 30, 2026 and December 31, 2025, respectively. The Company also has an irrevocable letter of credit to satisfy the security requirements of a captive insurance subsidiary in the amount of $2.0 million as of June 30, 2026 and December 31, 2025.
Current wording
As of September 30, 2026, we had $95.0 million outstanding under our 2025 Revolving Credit Facility and $6.4 million of outstanding letters of credit under such facility. Of these outstanding irrevocable letters of credit, we have four which are used to satisfy real estate lease security deposit requirements for our office locations in lieu of cash deposits in an aggregate amount of $4.4 million as of September 30, 2026 and December 31, 2025, respectively. The Company also has an irrevocable letter of credit to satisfy the security requirements of a captive insurance subsidiary in the amount of $2.0 million as of September 30, 2026 and December 31, 2025.
Previous wording
Cash flows from operating activities increased by $15.7 million, primarily due to favorable changes in deferred income tax, partially offset by unfavorable changes in working capital. Changes in our working capital requirements primarily reflect the timing of collection on trade accounts receivable, net and payment of accounts payable, accrued expenses and liabilities, and accrued interest.
Current wording
Cash flows from operating activities increased by $14.0 million, primarily due to favorable changes in working capital. Changes in our working capital requirements primarily reflect the timing of collection on trade accounts receivable, net and payment of accounts payable, accrued expenses and liabilities, and accrued interest.
Previous wording
Net cash used in investing activities increased by $21.4 million, as compared to the prior-year period, due to increased investments in technologies to support our transformation initiatives.
Current wording
Net cash used in investing activities increased by $42.4 million, as compared to the prior-year period, due to increased investments in technologies to support our transformation initiatives, and proceeds from the sale of investments in the prior period.
Previous wording
Net cash provided by financing activities decreased by $32.6 million as compared to the prior-year period, primarily due to the decrease in net borrowing of $30.0 million on our 2025 Revolving Credit Facility due to continuous efforts in working capital management.
Current wording
Net cash provided by financing activities increased by $2.1 million as compared to the prior-year period, primarily due to the increase in net borrowing of $5.0 million on our 2025 Revolving Credit Facility due to working capital and capital investment needs, partially offset by repurchase of treasury stock of $3.5 million.
Previous wording
The Company is exposed to interest rate risk on its floating rate debt. On September 12, 2023, the Company entered into three interest rate swap agreements with a total notional value of $800.0 million to effectively convert a portion of its floating rate debt to a fixed-rate basis of 4.59% as a weighted-average across the three swaps. The interest rate swap agreements are effective August 31, 2023 and mature on August 31, 2026. The principal objective of these contracts is to reduce the volatility of the cash flows in interest payments associated with the Company's floating rate debt, thus reducing the impact of interest rate changes on future interest payment cash flows. The Company's interest rate swaps are highly effective at offsetting the changes in cash outflows and therefore designated as cash flow hedging instruments. The Refinancing Transaction did not have an impact on these interest swap agreements.
Current wording
The Company is exposed to interest rate risk on its floating rate debt. On September 12, 2023, the Company entered into three interest rate swap agreements with a total notional value of $800.0 million to effectively convert a portion of its floating rate debt to a fixed-rate basis of 4.59% as a weighted-average across the three swaps. The interest rate swap agreements were effective August 31, 2023 and expired on August 31, 2026.
Previous wording
As of June 30, 2026 and December 31, 2025 we were in compliance with all of the debt covenants.
Current wording
As of September 30, 2026 and December 31, 2025 we were in compliance with all debt covenants.
Previous wording
One client individually accounted for 35.0% of revenue for the three months ended June 30, 2026. Two clients individually accounted for 29.2% and 10.4% of revenues for the year ended December 31, 2025. The loss of the business of one or more of our larger clients could have a material adverse effect on our results of operations. For further discussion on our client concentration, please refer to Part I, Item 1A. "Risk Factors" in our 2025 Annual Reporton Form 10-K.
Current wording
One client individually accounted for 38.0% of revenue for the three months ended September 30, 2026. Two clients individually accounted for 29.2% and 10.4% of revenues for the year ended December 31, 2025. The loss of the business of one or more of our larger clients could have a material adverse effect on our results of operations. For further discussion on our client concentration, please refer to Part I, Item 1A. "Risk Factors" in our 2025 Annual Reporton Form 10-K.