SEC Filing | BrightSpring Health Services

View:

Download DOC

Download PDF

Download XLS

Download XBRL

8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

      Date of Report (Date of earliest event reported): July 31, 2026

     

BrightSpring Health Services, Inc.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-41938	82-2956404
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

805 N. Whittington Parkway
Louisville, Kentucky		40222
(Address of Principal Executive Offices)		(Zip Code)

      Registrant’s Telephone Number, Including Area Code: 502 394-2100

     

      Not Applicable

     

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	BTSG	The Nasdaq Stock Market LLC
6.75% Tangible Equity Units	BTSGU	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On July 31, 2026, BrightSpring Health Services, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference in this Item 2.02.

The information furnished under this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated by specific reference in any such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.


Exhibit Number		Description
99.1		Press Release of BrightSpring Health Services, Inc., dated July 31, 2026.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


			BRIGHTSPRING HEALTH SERVICES, INC.

Date:	July 31, 2026	By:	/s/ Jennifer Phipps
		Name: Title:	Jennifer Phipps Executive Vice President and Chief Financial Officer

EX-99.1

BrightSpring Health Services, Inc. Reports Second Quarter 2026 Financial Results and Increases Full Year 2026 Guidance

LOUISVILLE, Ky., July 31, 2026 — BrightSpring Health Services, Inc. (“BrightSpring” or the “Company”) (NASDAQ: BTSG), a leading provider of home and community-based health services for complex populations, today announced financial results for the second quarter ended June 30, 2026, and increased full year 2026 Revenue and Adjusted EBITDA1 guidance.

Second Quarter 2026 Financial Highlights

(note: On March 30, 2026, BrightSpring completed the divestiture of the Community Living business and as such, all financial results provided pertain to continuing operations)

•

Net revenue of $3,873 million, up 23.0% compared to $3,148 million in the second quarter of 2025

•

Gross profit of $493 million, up 31.5% compared to $375 million in the second quarter of 2025

•

Net income of $87 million compared to $9 million in the second quarter of 2025

•

Adjusted EBITDA1 of $206 million, up 44.2% compared to $143 million in the second quarter of 2025

•

Leverage of 2.15x as of June 30, 2026, compared to leverage of 2.27x on March 31, 2026

•

$300.0M paydown and concurrent modification of the First Lien Facility, including interest rate refinancings that resulted in interest savings

•

Completion of an underwritten secondary offering of common stock by affiliates of Kohlberg Kravis Roberts & Co. L.P. and certain members of management in June 2026, and a concurrent $60.0 million repurchase of 1,026,465 shares of common stock from the underwriter

"We are pleased with the Company’s second quarter results that reflect our quality focus, service level performance, and dedication to the patients we serve," said Jon Rousseau, Chairman, President, and Chief Executive Officer of BrightSpring. "We remain grounded in disciplined operational execution and delivering high-quality and effective care. Our service lines have significant long-term opportunity to better address the needs of all healthcare stakeholders, and we remain committed to innovation and leadership in our industry to impact more patients in the future."

1Adjusted EBITDA is a non-GAAP financial measure. Please see “Non-GAAP Financial Information” at the end of this press release for a reconciliation of Adjusted EBITDA to net income from continuing operations, the most directly comparable financial measure prepared in accordance with GAAP.

Key Financials3


	Three Months Ended			Six Months Ended
	June 30, (Unaudited)			June 30, (Unaudited)
	2026	2025	%	2026	2025	%
($ in millions)
Pharmacy Solutions Revenue	$ 3,407	$ 2,790	22%	$ 6,579	$ 5,322	24%
Provider Services Revenue	466	358	30%	908	704	29%
Total Revenue	$ 3,873	$ 3,148	23%	$ 7,487	$ 6,026	24%


	Three Months Ended			Six Months Ended
	June 30, (Unaudited)			June 30, (Unaudited)
	2026	2025	%	2026	2025	%
($ in millions)
Pharmacy Solutions segment EBITDA	$ 180	$ 125	44%	$ 349	$ 240	45%
Provider Services segment EBITDA	75	56	33%	141	108	31%
Total Segment Adjusted EBITDA	$ 255	$ 181	41%	$ 490	$ 348	41%
Corporate Costs	(49)	(39)	n.m.	(95)	(74)	n.m.
Total Company Adjusted EBITDA(1)	$ 206	$ 143	44%	$ 395	$ 274	45%

*n.m.: not meaningful

Business Metrics


	Three Months Ended			Six Months Ended
	June 30, (Unaudited)			June 30, (Unaudited)
	2026	2025	%	2026	2025	%
Pharmacy Solutions
Prescriptions dispensed	10,844,038	10,851,773	(0%)	21,573,914	21,729,067	(1%)
Revenue per script ($)	314.20	257.11	22%	304.93	244.94	25%
Gross Profit per script ($)	27.50	21.54	28%	27.76	20.14	38%
Provider Services
Home Health Care average daily census	46,448	30,085	54%	46,258	30,163	53%
Rehab Care persons served	7,755	7,119	9%	7,688	6,909	11%
Personal Care persons served	16,357	16,138	1%	16,219	16,001	1%

1Adjusted EBITDA is a non-GAAP financial measure. Please see “Non-GAAP Financial Information” and the end of this press release for a reconciliation of Adjusted EBITDA to net income from continuing operations, the most directly comparable financial measure prepared in accordance with GAAP.

3Financial tables may not foot due to rounding.

Full Year 2026 Financial Guidance

For the full year 2026, BrightSpring is increasing Revenue and Adjusted EBITDA guidance, which excludes the Community Living business and the effects of any future closed acquisitions. All growth rates are shown as compared to the full year 2025 Revenue and Adjusted EBITDA results, excluding the Community Living business:

•

Revenues of $15,100 million to $15,425 million, or 17.0% to 19.5% growth

Pharmacy Segment Revenue of $13,200 million to $13,500 million, or 15.3% to 17.9% growth

Provider Segment Revenue of $1,900 million to $1,925 million, or 29.7% to 31.4% growth

•

Total Adjusted EBITDA4 of $820 million to $845 million, or 32.8% to 36.8% growth

•

The Amedisys and LHC branches acquisition is expected to contribute approximately $35 million in Adjusted EBITDA in 2026

4A reconciliation of the foregoing guidance for the non-GAAP metric of Adjusted EBITDA to GAAP net income from continuing operations cannot be provided without unreasonable effort because of the inherent difficulty of accurately forecasting the occurrence and financial impact of the various adjusting items necessary for such reconciliation that have not yet occurred, are out of our control, or cannot be reasonably predicted. For the same reasons, the Company is unable to assess the probable significance of the unavailable information, which could have a material impact on its future GAAP financial results.

Webcast and Conference Call Details

The Company will host a conference call today, July 31st at 8:30 a.m. Eastern Time. Investors interested in listening to the conference call are required to register online.

A live and archived webcast of the event will be available on the “Events & Presentations” section of the BrightSpring website at https://ir.brightspringhealth.com/. The Company has posted supplemental information on the second quarter 2026 results that it will reference during the conference call. The supplemental information can be found under the “Events & Presentations” on the Company’s investor relations page.

About BrightSpring Health Services

BrightSpring Health Services provides complementary home- and community-based health solutions for medically complex populations in need of specialized and/or chronic care. Through the Company’s service lines, including pharmacy, home health care, and rehabilitation, we provide comprehensive and more integrated care and clinical solutions in all 50 states to over 485,000 customers, clients and patients daily. BrightSpring has consistently demonstrated strong and industry-leading quality metrics across its services lines, while improving the health and quality of life for high-need individuals and reducing overall healthcare system costs.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect our current views with respect to, among other things, our operations and financial performance. Forward-looking statements include all statements that are not historical facts. These forward-looking statements may relate to matters which include, but are not limited to, industries, business strategy, goals and expectations concerning our market position, future operations, margins, profitability, capital expenditures, liquidity and capital resources and other financial and operating information. In some cases, we have used words such as “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “will,” “seek,” “foreseeable,” “target,” “guidance,” the negative version of these words, or similar terms and phrases to identify these forward-looking statements.

The forward-looking statements are based on management’s current expectations and are not historical facts or guarantees of future performance. The forward-looking statements relate to the future and are therefore subject to various risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or quantify. Our expectations, beliefs, and projections are expressed in good faith and we believe there is a reasonable basis for them. However, there can be no assurance that management’s expectations, beliefs, and projections will result or be achieved. Actual results may differ materially from these expectations due to changes in global, regional, or local economic, business, competitive, market, regulatory, and other factors,

many of which are beyond our control. We believe that these factors include but are not limited to the following:

•

our operation in a highly competitive industry;

•

our inability to maintain relationships with existing patient referral sources or establish new referral sources;

•

changes to Medicare and Medicaid rates or methods governing Medicare and Medicaid payments for our services;

•

cost containment initiatives of third-party payors, including post-payment audits;

•

the implementation of alternative payment models and the transition of Medicaid and Medicare beneficiaries to managed care organizations may limit our market share and could adversely affect our revenues;

•

changes in the case mix of patients, as well as payor mix and payment methodologies, and decisions and operations of third-party organizations;

•

our reliance on federal and state spending, budget decisions, and continuous governmental operations which may fluctuate under different political conditions;

•

changes in drug utilization and/or pricing, PBM contracts, and Medicare Part D/Medicaid reimbursement, which may negatively impact our profitability;

•

changes in our relationships with pharmaceutical suppliers, including changes in drug availability or pricing;

•

reliance on the continual recruitment and retention of nurses, pharmacists, therapists, caregivers, direct support professionals, and other qualified personnel, including senior management;

•

compliance with or changes to federal, state, and local laws and regulations that govern our employment practices, including minimum wage, living wage, and paid time-off requirements;

•

fluctuation of our results of operations on a quarterly basis;

•

harm caused by labor relation matters;

•

limitations in our ability to control reimbursement rates received for our services if we are unable to maintain or reduce our costs to provide such services;

•

delays in collection or non-collection of our accounts receivable, particularly during the business integration process;

•

failure to manage our growth effectively, which may inhibit our ability to execute our business plan, maintain high levels of service and satisfaction or adequately address competitive challenges;

•

our ability to identify, successfully complete and manage acquisitions, joint ventures, divestitures and other significant transactions and strategic initiatives;

•

our ability to continue to provide consistently high quality of care;

•

maintenance of our corporate reputation or the emergence of adverse publicity, including negative information on social media or changes in public perception of our services;

•

contract continuance, expansion and renewal with our existing customers, including renewals at lower fee levels, customers declining to purchase additional services from us, or reduction in the services received from us pursuant to those contracts;

•

effective investment in, implementation of improvements to and proper maintenance of the uninterrupted operation and data integrity of our information technology and other business systems;

•

security breaches, loss of data, and other disruptions, which could compromise sensitive business or patient information; cause a loss of confidential patient data, employee data or personal information; or prevent access to critical information and thereby expose us to liability, litigation, and federal and state governmental inquiries and damage our reputation and brand;

•

risks related to credit card payments and other payment methods;

•

potential substantial malpractice or other similar claims;

•

various risks related to governmental inquiries, regulatory actions, and whistleblower and other lawsuits, which may not be entirely covered by insurance;

•

our current insurance program, which may expose us to unexpected costs, particularly if we incur losses not covered by our insurance or if claims or losses differ from our estimates;

•

factors outside of our control, including those listed, which have required and could in the future require us to record an asset impairment of goodwill;

•

a pandemic, epidemic, or outbreak of an infectious disease;

•

inclement weather, natural disasters, acts of terrorism, riots, civil insurrection or social unrest, looting, protests, strikes, or street demonstrations;

•

our inability to adequately protect our intellectual property rights;

•

risks related to our compliance with our regulatory framework;

•

the significant interests of KKR Stockholder may conflict with our stockholders’ interests in the future;

•

our substantial indebtedness;

•

significant changes in tax or trade policies, tariffs, or trade relations between the United States and other countries, such as the imposition of unilateral tariffs on imported products, including impacts on imported drug products, which could result in supply chain disruptions and significant increases in costs; and

•

fluctuations in the amount and frequency of repurchases of our common stock.

The forward-looking statements included in this press release are made only as of the date of this press release, and we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as required by law. These factors should not be construed as exhaustive, and should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, our actual results may vary in material respects from those projected in these forward-looking statements. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. Our forward- looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, investments, or other strategic transactions we may make.

For additional information on these and other factors that could cause BrightSpring’s actual results to differ materially from expected results, please see our filings with the Securities and Exchange Commission (the “SEC”), which are accessible on the SEC’s website at www.sec.gov.

Non-GAAP Financial Measures

This press release contains “non-GAAP financial measures,” including “EBITDA,” “Adjusted EBITDA,” and “Adjusted EPS,” which are financial measures that either exclude or include amounts that are not excluded or included in the most directly comparable measures calculated and presented in accordance with accounting principles generally accepted in the United States, or GAAP.

EBITDA, Adjusted EBITDA, and Adjusted EPS have been presented in this release as supplemental measures of financial performance that are not required by, or presented in accordance with, GAAP, because we believe they assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Management also believes that these measures are useful to investors in highlighting trends in our operating performance,

while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments. Management uses EBITDA, Adjusted EBITDA, and Adjusted EPS to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, to establish and award discretionary annual incentive compensation, and to compare our performance against that of other peer companies using similar measures.

Management supplements GAAP results with non-GAAP financial measures to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone. EBITDA, Adjusted EBITDA, and Adjusted EPS are non-GAAP measures of our financial performance and should not be considered as an alternative to net income as a measure of financial performance or any other performance measures derived in accordance with GAAP. Additionally, these measures are not intended to be a measure of free cash flow available for management’s discretionary use as they do not consider certain cash requirements such as tax payments, debt service requirements, total capital expenditures, and certain other cash costs that may recur in the future.

Management defines EBITDA as net income from continuing operations before income tax expense, interest expense, net and depreciation and amortization. Management also defines Adjusted EBITDA as EBITDA, further adjusted to exclude non-cash share-based compensation, acquisition, integration and transaction-related costs, and restructuring and divestiture-related and other costs.

The presentations of these measures have limitations as analytical tools and should not be considered in isolation, or as a substitute for analysis of our results as reported under GAAP. Because not all companies use identical calculations, the presentations of these measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company. Please see the end of this press release for reconciliations of non-GAAP financial measures to the most directly comparable financial measure prepared in accordance with GAAP.

BrightSpring Contact:

Investor Relations:

David Deuchler, CFA

SVP, Strategic Finance & Investor Relations

Executive Director, BrightSpring Health Foundation

IR@brightspringhealth.com

917.209.5605

Media Contact:
Leigh White
Vice President, Communications & PR

leigh.white@brightspringhealth.com

502.630.7412

BrightSpring Health Services, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

June 30, 2026 and December 31, 2025

(In thousands, except share and per share data)

(Unaudited)


	June 30, 2026		December 31, 2025
Assets
Current assets:
Cash and cash equivalents	$	550,381	$	88,370
Accounts receivable, net of allowance for credit losses		1,139,420		989,719
Inventories		575,009		815,180
Prepaid expenses and other current assets		205,163		118,592
Current assets held for sale		—		882,189
Total current assets		2,469,973		2,894,050
Property and equipment, net of accumulated depreciation of $438,963 and $404,878 at June 30, 2026 and December 31, 2025, respectively		213,866		204,689
Goodwill		2,535,244		2,545,673
Intangible assets, net of accumulated amortization		514,424		557,555
Operating lease right-of-use assets, net		166,976		171,632
Other assets		85,234		39,712
Total assets	$	5,985,717	$	6,413,311
Liabilities, Redeemable Noncontrolling Interests, and Equity
Current liabilities:
Trade accounts payable	$	1,090,915	$	1,217,946
Accrued expenses		371,701		333,024
Current portion of obligations under operating leases		44,663		42,936
Current portion of obligations under financing leases		6,909		6,794
Current portion of long-term debt		41,445		52,340
Current liabilities held for sale		—		195,994
Total current liabilities		1,555,633		1,849,034
Obligations under operating leases, net of current portion		132,046		135,420
Obligations under financing leases, net of current portion		13,273		14,544
Long-term debt, net of current portion		2,149,315		2,455,204
Deferred income taxes, net		636		6,178
Long-term liabilities		76,612		66,565
Total liabilities		3,927,515		4,526,945
Redeemable noncontrolling interests		9,417		11,227
Shareholders’ equity:
Common stock, $0.01 par value, 1,500,000,000 shares authorized, 197,509,491 and 192,124,125 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively	$	1,975	$	1,921
Preferred stock, $0.01 par value, 250,000,000 authorized, no shares issued and outstanding at June 30, 2026 and December 31, 2025		—		—
Additional paid-in capital		2,004,123		1,954,482
Retained earnings (accumulated deficit)		38,434		(74,647	)
Accumulated other comprehensive income (loss)		4,185		(6,691	)
Total shareholders’ equity		2,048,717		1,875,065
Noncontrolling interest		68		74
Total equity		2,048,785		1,875,139
Total liabilities, redeemable noncontrolling interests, and equity	$	5,985,717	$	6,413,311

BrightSpring Health Services, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

For the three and six months ended June 30, 2026 and 2025

(In thousands, except per share amounts)

(Unaudited)


	For the Three Months Ended						For the Six Months Ended
	June 30,						June 30,
	2026			2025			2026			2025
Revenues:
Products	$	3,407,173		$	2,790,101		$	6,578,522		$	5,322,272
Services		465,967			357,597			908,339			703,555
Total revenues		3,873,140			3,147,698			7,486,861			6,025,827
Cost of goods		3,108,992			2,556,402			5,979,567			4,884,617
Cost of services		271,402			216,444			532,326			427,989
Gross profit		492,746			374,852			974,968			713,221
Selling, general, and administrative expenses		362,355			326,295			723,128			613,925
Operating income		130,391			48,557			251,840			99,296
Interest expense, net		36,879			38,778			75,494			80,541
Income from continuing operations before income taxes		93,512			9,779			176,346			18,755
Income tax expense		6,908			1,238			15,459			998
Income from continuing operations, net of income taxes		86,604			8,541			160,887			17,757
(Loss) income from discontinued operations, net of income taxes		(2,395	)		19,001			71,932			38,795
Net income		84,209			27,542			232,819			56,552
Net loss attributable to noncontrolling interests included in continuing operations		(81	)		(666	)		(238	)		(1,198	)
Net income attributable to BrightSpring Health Services, Inc. and subsidiaries	$	84,290		$	28,208		$	233,057		$	57,750

Net income per common share:
Basic income (loss) per share attributable to common shareholders:
Continuing operations	$	0.42		$	0.05		$	0.78		$	0.09
Discontinued operations	$	(0.01	)	$	0.09		$	0.35		$	0.20
Net income per share	$	0.41		$	0.14		$	1.13		$	0.29
Diluted income (loss) per share attributable to common shareholders:
Continuing operations	$	0.39		$	0.04		$	0.73		$	0.09
Discontinued operations	$	(0.01	)	$	0.09		$	0.32		$	0.18
Net income per share	$	0.38		$	0.13		$	1.05		$	0.27
Weighted average shares outstanding:
Basic		206,042			201,807			205,381			200,516
Diluted		220,276			216,336			221,191			214,963

BrightSpring Health Services, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

For the three and six months ended June 30, 2026 and 2025

(In thousands)

(Unaudited)


	For the Three Months Ended						For the Six Months Ended
	June 30,						June 30,
	2026			2025			2026			2025
Operating activities:
Net income	$	84,209		$	27,542		$	232,819		$	56,552
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization		41,423			41,839			80,517			84,000
Change in fair value of contingent consideration, net		—			305			—			2,003
Payment of contingent consideration in excess of acquisition date fair value		—			(1,500	)		—			(1,500	)
Provision for credit losses		12,306			32,557			22,865			40,658
Amortization of deferred debt issuance costs		2,948			2,794			5,764			5,543
Share-based compensation		19,493			22,802			23,169			38,483
Deferred income taxes, net		(2,336	)		(139	)		(9,529	)		3,892
Loss (gain) on sale of discontinued operations		1,544			—			(101,868	)		—
Other		1,086			267			1,014			3,186
Change in operating assets and liabilities, net of acquisitions and dispositions:
Accounts receivable		(38,452	)		(33,307	)		(152,577	)		(112,756	)
Prepaid expenses and other current assets		(78,341	)		438			(86,132	)		24,411
Inventories		(14,844	)		(91,827	)		239,989			11,473
Trade accounts payable		(516	)		107,148			(87,503	)		53,277
Accrued expenses		16,921			(52,133	)		27,951			(43,490	)
Other assets and liabilities		(1,525	)		(7,710	)		(29,620	)		(15,058	)
Net cash provided by operating activities	$	43,916		$	49,076		$	166,859		$	150,674
Investing activities:
Purchases of property and equipment	$	(29,032	)	$	(24,425	)	$	(50,576	)	$	(42,057	)
Acquisitions of businesses		—			—			(42,203	)		(6,754	)
Proceeds from sale of discontinued operations		—			—			810,908			—
Other		834			1,182			1,066			1,377
Net cash (used in) provided by investing activities	$	(28,198	)	$	(23,243	)	$	719,195		$	(47,434	)
Financing activities:
Long-term debt repayments		(308,138	)		(11,928	)	$	(320,491	)	$	(23,720	)
Repayments of the Revolving Credit Facility, net		—			—			—			(63,300	)
Payments of debt issuance costs		(3,378	)		—			(3,378	)		—
Repurchases of shares of common stock		(60,000	)		—			(120,000	)		—
Proceeds from shares issued under share-based compensation plan		20,323			8,717			32,415			9,062
Taxes paid related to net share settlement of equity awards		(899	)		(1,749	)		(6,607	)		(4,512	)
Purchase of redeemable noncontrolling interest		(267	)		—			(267	)		(5,100	)
Payments of financing lease obligations		(1,775	)		(3,283	)		(5,822	)		(6,691	)
Net cash used in financing activities	$	(354,134	)	$	(8,243	)	$	(424,150	)	$	(94,261	)
Net (decrease) increase in cash and cash equivalents		(338,416	)		17,590			461,904			8,979
Cash and cash equivalents at beginning of period		888,797			52,642			88,477			61,253
Cash and cash equivalents at end of period	$	550,381		$	70,232		$	550,381		$	70,232
Cash and cash equivalents included in assets held for sale at end of period		—			162			—			162
Cash and cash equivalents included in continuing operations at end of period	$	550,381		$	70,070		$	550,381		$	70,070

BrightSpring Health Services, Inc. and Subsidiaries

Reconciliation of EBITDA and Adjusted EBITDA

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

The following table reconciles net income from continuing operations to EBITDA and Adjusted EBITDA:


($ in thousands)	For the Three Months Ended				For the Six Months Ended
	June 30,				June 30,
	2026		2025		2026		2025
Net income from continuing operations	$	86,604	$	8,541	$	160,887	$	17,757
Income tax expense		6,908		1,238		15,459		998
Interest expense, net		36,879		38,778		75,494		80,541
Depreciation and amortization		41,423		41,839		80,517		82,671
EBITDA	$	171,814	$	90,396	$	332,357	$	181,967
Non-cash share-based compensation (1)		19,488		19,508		32,604		31,982
Acquisition, integration, and transaction-related costs (2)		6,630		19,828		12,730		29,349
Restructuring and divestiture-related and other costs (3)		7,573		12,785		17,575		30,281
Total adjustments	$	33,691	$	52,121	$	62,909	$	91,612
Adjusted EBITDA	$	205,505	$	142,517	$	395,266	$	273,579

(1)

Represents non-cash share-based compensation to certain members of our management and full-time employees.

(2)

Represents transaction costs incurred in connection with planned, completed, or terminated acquisitions, which include investment banking fees, legal diligence and related documentation costs, finance and accounting diligence and documentation; costs associated with the integration of acquisitions, including any facility consolidation, integration travel, or severance; and costs associated with other planned, completed, or terminated non-routine transactions.

(3)

Represents costs associated with restructuring-related activities, including closure, and related license impairment, and severance expenses associated with certain enterprise-wide or significant business line cost-savings measures.

BrightSpring Health Services, Inc. and Subsidiaries

Reconciliation of Adjusted EPS

For the three and six months ended June 30, 2026 and 2025

(Unaudited)

The following table reconciles diluted EPS to Adjusted EPS:


(shares in thousands)	For the Three Months Ended						For the Six Months Ended
	June 30,						June 30,
	2026			2025			2026			2025
Diluted EPS	$	0.39		$	0.04		$	0.73		$	0.09
Non-cash share-based compensation (1)		0.09			0.09			0.15			0.15
Acquisition, integration, and transaction-related costs (1)		0.03			0.09			0.06			0.14
Restructuring and divestiture-related and other costs (1)		0.03			0.06			0.08			0.14
Income tax impact on adjustments (2)		(0.09	)		(0.06	)		(0.19	)		(0.10	)
Adjusted EPS	$	0.45		$	0.22		$	0.83		$	0.42

Weighted average common shares outstanding used in calculating diluted U.S. GAAP net income per share		220,276			216,336			221,191			214,963
Weighted average common shares outstanding used in calculating diluted Non-GAAP income per share		220,276			216,336			221,191			214,963

(1) This adjustment reflects the per share impact of the adjustment reflected within the definition of Adjusted EBITDA.

(2) The income tax impact of non-GAAP adjustments is calculated using the estimated tax rate for the respective non-GAAP adjustment. For all periods presented, the income tax impact on adjustments is inclusive of a discrete tax benefit related to share-based compensation.