8-K - ASTH - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington,

DC 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): March 10, 2025

ASTRANA HEALTH, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-37392	95-4472349
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

1668 S. Garfield Avenue, 2nd Floor, Alhambra, California 91801

(Address of Principal Executive Offices) (Zip Code)

(626) 282-0288

Registrant’s Telephone Number, Including Area Code

(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, $0.001 par value per share	ASTH	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 7.01	Regulation FD Disclosure.

On March 10, 2025, Astrana Health, Inc. (the “Company”) updated its corporate presentation that it intends to use in connection with presentations at conferences and meetings. The slides from the Company’s corporate presentation are attached as Exhibit 99.1 to this Current Report on Form 8-K and are incorporated herein by reference. The Company does not undertake to update the information contained in the attached presentation materials.

The information contained in this Current Report on Form 8-K, including the exhibit referenced herein, is being furnished and 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 of that section. Such information shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing. The furnishing of this information will not be deemed an admission as to the materiality of any information contained herein.

Item 9.01	Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Investor Presentation (March 2025).
104	Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. These statements include words such as “forecast,” “guidance,” “projects,” “estimates,” “anticipates,” “believes,” “expects,” “intends,” “may,” “plans,” “seeks,” “should,” or “will,” or the negative of these words or similar words. Forward-looking statements involve certain risks and uncertainties, and actual results may differ materially from those discussed in each such statement. A number of important factors could cause actual results to differ materially from those included within or contemplated by the forward-looking statements, including the factors described in the Company’s filings with the Securities and Exchange Commission, including the Company’s last Annual Report on Form 10-K and subsequent quarterly reports on Form 10-Q. The Company does not undertake any responsibility to update any of these factors or to announce publicly any revisions to any of the forward-looking statements contained in this or any other document, whether as a result of new information, future events, or otherwise.

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.

	ASTRANA HEALTH, INC.
Date: March 10, 2025	By:	/s/ Brandon K. Sim
	Name:	Brandon K. Sim
	Title:	Chief Executive Officer and President

Exhibit 99.1

Investor Presentation<br>March 2025
2<br>Forward Looking Statements<br>This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act and Section 21E of the Exchange Act.<br>Forward-looking statements include any statements about the Company's business, financial condition, operating results, plans, objectives, expectations and intentions, expansion plans, estimates of our<br>total addressable market, our ability to successfully complete and realize the benefits of anticipated acquisitions, including statements regarding the pending acquisition of certain businesses and assets<br>of Prospect Medical Holdings, Inc., which may not be completed in a timely manner, or at all, the potential impact of the Chapter 11 filing by Prospect Medical Holdings, Inc. on the transaction, the debt<br>financing for the transaction and the Company’s ability to decrease its net leverage in the future, integration of acquired companies and any projections of earnings, revenue, EBITDA, Adjusted EBITDA or<br>other financial items, such as the Company's projected capitation and future liquidity, and may be identified by the use of forward-looking terms such as “anticipate,” “could,” “can,” “may,” “might,”<br> “potential,” “predict,” “should,” “estimate,” “expect,” “project,” “believe,” “plan,” “envision,” “intend,” “continue,” “target,” “seek,” “will,” “would,” and the negative of such terms, other variations on such<br>terms or other similar or comparable words, phrases or terminology. Forward-looking statements reflect current views with respect to future events and financial performance and therefore cannot be<br>guaranteed. Such statements are based on the current expectations and certain assumptions of the Company’s management, and some or all of such expectations and assumptions may not materialize or<br>may vary significantly from actual results. Actual results may also vary materially from forward-looking statements due to risks, uncertainties and other factors, known and unknown, including the risk<br>factors described from time to time in the Company’s reports to the U.S. Securities and Exchange Commission (the “SEC”), including without limitation the risk factors discussed in the Company's last<br>Annual Report on Form 10-K, and subsequent Quarterly Reports on Form 10-Q.<br>Because the factors referred to above could cause actual results or outcomes to differ materially from those expressed or implied in any forward-looking statements, you should not place undue reliance<br>on any such forward-looking statements. Any forward-looking statements speak only as of the date of this presentation and, unless legally required, the Company does not undertake any obligation to<br>update any forward-looking statement, as a result of new information, future events or otherwise.<br>This presentation may contain statistics and other data that in some cases has been obtained from or compiled from information made available by third-party service providers. The Company makes no<br>representation or warranty, express or implied, with respect to the accuracy, reasonableness or completeness of such information.<br>Use of Non-GAAP Financial Measures<br>This presentation contains the non-GAAP financial measures EBITDA and Adjusted EBITDA, of which the most directly comparable financial measure presented in accordance with U.S. generally<br>accepted accounting principles (“GAAP”) is net income. These measures are not in accordance with, or alternatives to, GAAP, and may be calculated differently from similar non-GAAP financial measures<br>used by other companies. The Company uses Adjusted EBITDA as a supplemental performance measure of our operations, for financial and operational decision-making, and as a supplemental means of<br>evaluating period-to-period comparisons on a consistent basis. Adjusted EBITDA is calculated as earnings before interest, taxes, depreciation, and amortization, excluding income or loss from equity<br>method investments, non-recurring and non-cash transactions, stock-based compensation, and APC excluded assets costs. Beginning in the third quarter ended September 30, 2022, the Company has<br>revised the calculation for Adjusted EBITDA to exclude provider bonus payments and losses from recently acquired IPAs, which it believes to be more reflective of its business.<br>The Company believes the presentation of these non-GAAP financial measures provides investors with relevant and useful information, as it allows investors to evaluate the operating performance of the<br>business activities without having to account for differences recognized because of non-core or non-recurring financial information. When GAAP financial measures are viewed in conjunction with non-GAAP financial measures, investors are provided with a more meaningful understanding of the Company’s ongoing operating performance. In addition, these non-GAAP financial measures are among<br>those indicators the Company uses as a basis for evaluating operational performance, allocating resources, and planning and forecasting future periods. Non-GAAP financial measures are not intended to<br>be considered in isolation, or as a substitute for, GAAP financial measures. Other companies may calculate both EBITDA and Adjusted EBITDA differently, limiting the usefulness of these measures for<br>comparative purposes. To the extent this Presentation contains historical or future non-GAAP financial measures, the Company has provided corresponding GAAP financial measures for comparative<br>purposes, except as otherwise noted below. The reconciliation between certain GAAP and non-GAAP measures is provided in the Appendix.<br>The Company has not provided a quantitative reconciliation of applicable non-GAAP measures, such as the projected adjusted EBITDA in 2025 and for future years, to the most comparable GAAP<br>measure, such as net income, on a forward-looking basis within this presentation because the Company is unable, without unreasonable efforts, to provide reconciling information with respect to certain<br>line items that cannot be calculated. These items, which could materially affect the computation of forward-looking GAAP net income, are inherently uncertain and depend on various factors, some of<br>which are outside of the Company’s control.
---
3<br>Care Enablement<br>Full-stack technology and solutions platform, empowering providers to<br>deliver the best possible care to all patients in their communities<br>Care Delivery<br>Flexible footprint of owned primary care and multi-specialty clinics with<br>employed providers who deliver personalized care<br>Astrana Health is a healthcare platform that organizes and<br>empowers providers to drive accessible, high-quality, and<br>high-value care for all patients through a provider-centric,<br>technology-driven approach via its three business segments 12,000+<br>Astrana Health providers1<br>1.1 million<br>Members in value-based care<br>32+<br>Markets<br>20+<br>Payer partners<br>$170.4M<br>FY '24 Adj. EBITDA<br>$2.03B<br>FY '24 Revenue<br>Note: For more information, see “Reconciliation of Net Income to EBITDA and Adjusted EBITDA” and “Use of Non-GAAP Financial Measures“ slides for more information<br>1. Includes contracted and employed providers in our provider network, across all specialties, and including both Consolidated and Managed providers<br>2. Astrana Health figures based on analysis of Jan-Sep 2024 internal data from all Medicare Advantage members and compared against relevant benchmark<br>3. FY 2024<br>Financial Strength3<br>A platform with…<br>Demonstrable Clinical Outcomes<br>Scale<br>45%<br>Fewer hospital admissions2<br>Astrana Accelerates Healthcare Transformation At Scale<br>Care Partners<br>Affiliated and employed provider network, empowered to take risk<br>across all health plan lines of business to deliver integrated care
---
4<br>The status quo for healthcare in the United States is broken<br>SAN MARINO<br>SOUTH<br>SAN GABRIEL<br>6<br>0<br>6<br>0 6<br>0<br>134<br>10<br>710<br>PASADENA<br>SOUTH PASADENA<br>ALHAMBRA<br>Poor<br>provider and patient<br>satisfaction<br>Insufficient<br> & costly access to quality care<br>Limited<br>technology & coordinated care<br>MONTEREY PARK<br>Primary care Specialists Hospitals<br>Example geography: San Gabriel Valley
---
5<br>Astrana transforms the status quo into…<br>Accessible, High-quality, Coordinated<br>Care Partners<br>Payer Delegation<br>Solutions<br>+ ~20 Other<br> Payers<br>Affiliate Providers<br>Primary care Ancillary services<br>Multi-specialty Outpatient clinics<br>Primary care Ancillary services<br>Multi-specialty Outpatient clinics<br>Care Delivery<br>Care Enablement<br>Data Infrastructure &<br>Provider Solutions<br>Clinical & Care<br>Coordination Solutions<br>Example Network: Astrana in San Gabriel Valley1<br>Through our business segments, we build critical density in markets to ensure access to quality<br>care<br>Risk-bearing organization<br>(Care Partners)<br>SAN MARINO<br>SOUTH<br>SAN GABRIEL<br>6<br>0<br>6<br>0 6<br>0<br>134<br>10<br>710<br>PASADENA<br>SOUTH PASADENA<br>Primary care Specialists Hospitals Care Delivery<br>ALHAMBRA<br>MONTEREY PARK<br>Risk-bearing organization (Care Partners)<br>1. Providers shown are in Astrana Care Partners network and/or Care Delivery<br> …care delivery networks
---
6<br>Astrana’s risk-bearing model is better for members, providers, and payers<br>Status Quo Payment Model Astrana Health Delegated Financial Model<br>Primary care Multi-specialty Hospital<br>Members<br>stay in the Astrana ecosystem across payers<br>and LOB1<br>, allowing Astrana to invest in our<br>members’ longitudinal health<br>Providers<br>in the Astrana ecosystem partner with us<br>across their entire panel across all payer types<br>and LOB, receive care coordination and<br>management support, and experience reduced<br>admin. burden<br>Payers<br>partner with Astrana to help bend the cost<br>curve, reduce MCR2 volatility, achieve higher<br>quality, and grow differentially<br>Astrana provider group Hospital<br>Care Partners<br>+ ~20 Other<br> Payers<br>FFS Payments % of premium FFS & VBC arrangements<br>+ ~20 Other<br> Payers<br>1 2 3<br>Benefits Under the Astrana Health Delegated Model<br>1. Line of business<br>2. Medical Cost Ratio
---
7<br>Our model uniquely enables us to build longitudinal relationships with<br>patients across their lives, regardless of payer or insurance type<br>1.1 Million<br>Total Value-based Lives<br>Diverse<br>Patient<br>Demographics3<br>98%<br>Average Annual<br>Provider Retention2<br>Robust Provider<br>Retention<br>11.1<br>Average Provider Tenure of<br>Care Partners Providers<br>Experienced<br>Providers<br>Hispanic /<br>Latino<br>Black / African<br>American<br>AAPI1<br>White /<br>Caucasian<br>Other<br>Astrana Health serves members across their lifetimes…<br>Source: U.S. Census Bureau, CMS<br>1. Asian American and Pacific Islander<br>2. Based on Care Partners provider network<br>3. Astrana population data as of 2022<br>48%<br>21%<br>12%<br>6%<br>13%<br>64% 29% 6%<br>1%<br>Medicare Medicaid Commercial Other Third Parties<br>Revenue By Payer Type5<br> … and across their insurance context<br>24% 36% 23% 10% 7%<br> < 18 yrs 18 - 45 yrs 45 - 65 yrs 65 - 85 yrs 85+ yrs<br>Membership by Age Group4<br>Revenue By Payer5<br>34% 13% 10% 9% 34%<br>Payer A Payer B Payer C Payer D Others<br>4. Astrana membership data as of 2024<br>5. YTD Revenue as of December 31, 2024<br>6. Members by risk arrangement represent Care Partners membership only as of January 1, 2025<br>33% 67%<br>Full Risk Partial Risk<br>Membership by Risk Arrangement6
---
8<br>Astrana care team contacts Leslie to<br>schedule her Annual Wellness Visit<br>Leslie visits an AstranaCare clinic, where<br>her PCP explains the need for a cardiology<br>visit given her most recent lab results<br>Leslie’s PCP submits a prior authorization<br>for an in-network cardiology visit, which is<br>auto-approved within moments by<br>Astrana’s UM/CM4 platform; AstranaCare<br>team helps Leslie schedule with an affiliate<br>cardiologist<br>Leslie see the cardiologist in her<br>neighborhood; Leslie’s PCP sees the<br>relevant medical records in the Astrana<br>provider portal and incorporates into<br>Leslie’s care plan<br>Source: Centers for Medicare and Medicaid Services; Note: Excludes CHS patients; All names, images, and situations presented are for illustrative purposes only<br>1. Astrana Health figures based on analysis of Jan-Sep 2024 internal data from all Medicare Advantage members and compared against relevant benchmark<br>2. Astrana Health figures based on analysis of Jan-Jun 2024 internal data from Care Partners Medicare patients and compared against CMS Medicare Advantage benchmark<br>3. Care Partners equipped with automated prior authorizations; Excludes CHS providers<br>4. Utilization management/ Care management<br> …which makes care more accessible for patients and improves outcomes<br>14%<br>Shorter inpatient length of stay vs benchmark2<br>45%<br>Fewer hospital admissions than benchmark1<br>70%<br>Of prior authorizations auto-approved, driving increased<br>access for patients with instantaneous approvals3
---
9<br>Our model powers strong financial results in all utilization environments<br>Clear visibility into continued 25%+ growth over the medium term<br>Note: For more information, see “Reconciliation of Net Income to EBITDA and Adjusted EBITDA”, “Updated Guidance Reconciliation of Net Income to EBITDA and Adjusted EBITDA”, and “Use of Non-GAAP Financial Measures“ slides for more information<br>1. 2020-2021 Adj. EBITDA benefitted from tailwinds of lower utilization during the COVID-19 pandemic. Return to pre-pandemic utilization in 2022 and 2023<br>2. FY 2025 guidance does not include new markets or contribution from any acquisitions which have not yet closed; does include approximately $15M of planned investments in integration, growth<br>initiatives, and AI initiatives.<br>Revenue ($ in millions)<br>$561 $687 $774<br>$1,144<br>$1,387<br>$2,035<br>2019 2020 2021 2022 2023<br>~29% CAGR<br>2024 2025E<br>$2,500 -<br>$2,700<br>Adj. EBITDA ($ in millions)<br>$54.2<br>$102.8<br>$133.5 $140.0 $146.6<br>$170.4<br>2019 20202 20212 20222 20232 2024<br>~22% CAGR $170-<br>$190<br>2025E3
---
Execution Playbook
---
11<br>The Astrana Playbook<br>1. As of September 30, 2024, excluding ACO<br>2. Lines of Business<br>3. Astrana Health figures based on analysis of Jan-Sep 2024 internal data from all Medicare Advantage members and compared against relevant benchmark<br>4. Excludes Collaborative Health System (CHS) providers<br>5. Care Partners equipped with automated prior authorizations; Excludes CHS providers<br> • Admits/K 45% below benchmark3<br> • Maintaining access to high-quality care and<br>moderating increasing cost trends<br>Outcomes and Cost:Achieving superior patient<br>outcomes and care quality while managing cost<br> • Growth within our existing markets (CA, NV, TX)<br> • Expansion into new geographies (AZ, CT, HI, MD, VA,<br> & more)<br>Growth: Sustainably growing membership to bring<br>better care to more Americans<br> • 1.1M total members in VBC arrangements1<br> • 255K+ full-risk members across Medicare, Medicaid,<br>and Commercial LOBs1,2<br>Risk Progression: Increasing alignment with<br>patient outcomes through responsible risk<br>progression in value-based arrangements<br> • 85% of Care Partners PCP’s active on Astrana point-of-care tool across all LOBs4<br> • 70% of prior authorizations auto-approved5<br>Operating Leverage: Driving operating excellence<br>across our business through our Care Enablement<br>suite
---
12<br>The Astrana Playbook Adjusted EBITDA<br>$54<br>$1702<br>2019 … 2024 … 2027E<br>$813<br>Astrana has developed a differentiated model to drive<br>continued and sustainable growth<br>Prospect pre-close<br>Prospect pro forma<br>Core Astrana<br>Synergies<br>At least<br>$350<br>Playbook<br>2<br>Playbook<br>($ in millions)<br>Repeatable M&A with synergies<br>to supplement organic growth<br>Fully integrated<br>Outcomes and Cost<br>Growth – Organic and Inorganic<br>Risk Progression<br>Operating Leverage<br>(Certain businesses and<br>assets relating to Prospect<br>Health System)5<br><br>~27% CAGR4<br>~26% CAGR1<br>1. Based on Astrana Health’s 2019 Adj. EBITDA to Astrana’s 2024 Adj. EBITDA of<br>$170M<br>2. FY 2024 Adj. EBITDA $170.4M<br>3. Management’s estimate for the FY 2025<br>4. Based on implied EBITDA growth from $170Mto $350M+ of Adj. EBITDA (incl. Prospect<br>Health)<br>5. Includes certain businesses and assets relating to Prospect Health System (Prospect Health<br>Plan, Prospect Medical Groups, Prospect Medical Systems, RightRx, Foothill Regional<br>Medical Center<br>Growth<br>Note: Assumes the closing of the proposed acquisition of Prospect Health; For more information, see “Reconciliation of Net Income to EBITDA and Adjusted EBITDA”, “Guidance Reconciliation of<br>Net Income to EBITDA and Adjusted EBITDA”, and “Use of Non-GAAP Financial Measures“ slides for more information
---
13<br>Derisking the path forward<br>Risk Derisking Action<br>364-day Bridge Loan Uncertainty • Replaced 364-day bridge with oversubscribed $300M revolver, $250M TLA, and<br>$745M delayed-draw TLA on favorable terms<br>Prospect Holdings Bankruptcy<br> • Received 2024FY audited financials for Prospect Health, carved out from Prospect<br>Medical Holdings, which declared bankruptcy<br> • Prospect Health generated $1.2B revenue and $94M Adj. EBITDA1 in CY 2024<br> • Astrana believes previously shared $81M adj. EBITDA to be the appropriate go-forward baseline in 2025<br>Prospect Integration<br> • We are investing and expensing $15M in our 2025 adj. EBITDA guidance for Prospect<br>integration and technology investments, without including any positive contributions<br>from planned Prospect acquisition<br>Increasing Industry Trend<br> • Beat 2024 guidance despite high cost trend and challenging rate environment while<br>growing 47% year over year<br> • Delivered on 5.3% blended trend in 2024; reserving for mid-single-digit trend in 2025<br>Uncertain Regulatory Environment • Given uncertainty around Medicaid rates, Astrana’s 2025 guidance excludes any<br>renegotiations or additional Medicaid reimbursement<br>M&A / Financing<br>2025 Outlook<br>1. Adj EBITDA consists of net income, adding back interest expense, taxes, depreciation and amortization, less risk pool adjustments
---
14<br>Astrana remains confident in path to medium-term adj. EBITDA guidance<br>of at least $350M in 2027<br>$170.4<br>$20.5 $8.0<br>($7.0) ($12.0)<br>$180.0<br>$27.0<br>$20.0 $0.0<br>$17.5<br>$105.5 $350.0<br>2024A<br>Adj.<br>EBITDA<br>Growth in<br>Core California<br>Markets<br>Improvements<br>in New<br>Markets<br>Rate/ Acuity<br>Mismatch<br>G&A<br>Investments<br>2025F<br>Adj.<br>EBITDA<br>Growth in<br>Core California<br>Markets<br>Improvements<br>in New<br>Markets<br>Rate/ Acuity<br>Mismatch<br>G&A<br>Investments<br>Prospect +<br>Synergies<br>2027F<br>Adj.<br>EBITDA<br>1. Inclusive of full risk conversion<br>2. Improvement in newer markets, including CHS acquisition<br>3. G&A investments inclusive of integration efforts and AI investments<br>1 2<br>3<br>1 2<br>3
---
15<br>California<br>1992 2019 2021-2022 2023<br>Built density in<br>Southern CA<br>San Bernardino 2.2M pop. 1<br>Riverside 2.5M pop. 1<br>MCR Improvement: ~(750)<br>bps2<br>Expanded into<br>Northern CA<br>Bay Area 6.2M pop. 1<br>MCR Improvement: ~(950)<br>bps3<br>Expanded into<br>Central CA<br>Central Valley 6.1M pop. 1<br>Launched in<br>Southern CA<br>Los Angeles 9.7M pop.1<br>MCR Improvement: ~(1,350)<br>bps2<br>14.4M<br>Population Reach<br>20.6M<br>Population Reach<br>26.7M<br>Population Reach<br>Source: U.S. Census Bureau, population data as of 2022; CMS<br>1. County population data as of 2022<br>2. Reflects the MCR improvement from 2019 to 2023<br>3. Reflects MCR improvement from 2021 to 2023<br>4. Represents Care Partners providers added between December 2023 and December 2024<br>2024<br>Deepened CA Alignment<br> • Community Family Care Health Plan and<br>RKK License acquisition<br> • Prime Community Care of Central Valley<br>and BASS Medical Group join Care<br>Partners<br> • Anthem Blue Cross partnership<br> • 6 additional Care Delivery sites<br> • ~2.6k additional Care Partners<br>providers4<br>We’ve demonstrated our ability to provide better care at lower cost in our<br>core market, California<br>Growth<br>~$380B<br>CA TAM Opportunity
---
16<br>Note: For more information, see “Use of Non-GAAP Financial Measures“ slides for more information<br>Source: U.S. Census Bureau; population data as of each respective year; Centers for Medicare and Medicaid Services, Office of the Actuary, National Health Statistics Group<br>1. Collaborative Health System<br>Growth<br>We continue to progress towards profitability in new markets<br>Nevada Texas<br>700+ providers within Care Partners<br>58% growth year over year in Care Delivery visits<br>Run rate approximately $(200k) adj. EBITDA / month<br>Expect to reach run -rate break even in early 2025<br>Clark 2.3M pop.<br>3,400+ providers within Care Partners serving over<br>10,000 Medicare Advantage (MA) lives<br>CHS1 IPAs on Care Enablement platform as of Q1 ‘25<br>On track to reach breakeven in 2025<br>Tarrant 2.2M pop.<br>Harris 4.8M pop.<br>Jefferson 0.25M pop.<br>Entered in Q4 2022 Entered in Q3 2023
---
17<br>De-risked integration playbook leveraging scalable infrastructure Community Family Care<br>(CFC) overview<br>Astrana has the ability to integrate significant inorganic growth profitably<br>through our scalable clinical and technology infrastructure<br>Growth<br>CFC IPA was an<br>independent<br>physician association<br>(“IPA”) that managed<br>members across all<br>LOBs in the Los<br>Angeles, California<br>area with 200k+<br>members, 250+ PCPs,<br>and 400 specialists<br>CFC Health Plan<br>(“HP”) was a Care<br>Enablement client,<br>with a Restricted Knox<br>Keene (“RKK”) license<br>for Medicaid<br>members<br>Care Partners CFC Revenue ($ in millions) CFC Adj. EBITDA ($ in millions)<br>$101 $119 $155<br>$334<br>2019 2020 2023 2024<br>Integration<br>Playbook<br>$7<br>$13<br>$24<br>$35<br>2019 2020 2023 2024<br>Integration<br>Playbook<br>Pre-Astrana Astrana MSO client Post-acquisition1<br>Source: CFC audited financial statements; Astrana financials<br>1. Post-acquisition period only begins in full after Q1 2024 2. Inclusive of synergies<br>~29% CAGR<br>Astrana closed the CFC IPA &<br>CFC HP acquisition in Q1 2024<br>CFC IPA became Astrana’s MSO<br>client January 2020<br>MSO client Acquisition<br>~28% CAGR<br>2
---
19<br>Pro forma 2024 revenue mix by payer Pro forma geographic footprint 1<br>Commercial<br>11%<br>Medicaid<br>28%<br>Medicare<br>61%<br>Our platform allows us to continue integrating highly complementary<br>inorganic growth<br>Note: Assumes the closing of the proposed acquisition of Prospect Health; Prospect financial and operating stats shown on page are approximations<br>1. Based on Astrana and Prospect FY ‘24 Revenue by payer<br>2. Astrana Health 2024 Guidance as of Q3 2024<br>3. Management’s estimate for the twelve months ending December 31, 2024<br>Growth<br>Astrana Prospect Astrana and Prospect<br>1.1M<br>Members in value-based care<br>arrangements<br>$2.03B<br>2024 Revenue2<br>$170.4M<br>2024 Adj. EBITDA2<br>32 years<br>Operating history<br>610k<br>Members in value-based care<br>arrangements<br>$1.2B<br>2024 Revenue3<br>$94M<br>2024 Adj. EBITDA3<br>37 years<br>Operating history
---
20<br>Astrana and Prospect have synergistic businesses and assets<br>Care Partners Care Delivery Care Enablement<br>Risk-bearing networks (IPA’s,<br>ACO’s, etc.) across all lines of<br>business (Medicaid, Medicare,<br>Commercial) delivering integrated<br>and coordinated care<br>Owned primary and multi-specialty clinics with employed<br>providers delivering accessible<br>and personalized care<br>Full-stack technology and services<br>platform enabling providers to<br>deliver high-quality, valuable care<br>Prospect’s synergistic businesses and assets<br>Prospect Medical Groups<br>In CA, TX, AZ, and RI<br>Prospect Health Plan<br>California-licensed health care service plan<br>Gateway Clinics<br>Primary and multi-specialty care clinics<br>in Anaheim, CA<br>RightRx<br>Pharmacy<br>Growth<br>Note: Assumes the closing of the proposed acquisition of Prospect Health<br>Prospect Medical<br>Systems<br>Management service organization<br>Opportunity for tech-enablement<br>Prospect MSO stands to achieve cost<br>savings through use of Astrana’s<br>technology suite
---
21<br>Prudently transitioning to full-risk contracts to better align incentives<br>around patient outcomes and improve unit economics<br>Projected<br>Full-risk<br>Partial-risk<br>1. Revenue for the quarter ended December 31, 2024<br>2. Revenue by risk arrangement represents capitation revenue only<br>3. Members by risk arrangement represent Care Partners membership only as of January 1, 2025<br>Members by Risk<br>Arrangement3<br>35%<br>47%<br>73% 79%<br>100%<br>65%<br>53%<br>27% 21%<br>2021 2022 2023 2024 2025E<br>33%<br>67%<br>2024<br>Capitated Revenue by Risk Arrangement2<br>Our partial-risk membership presents an embedded opportunity for increased platform value and risk alignment.<br>We succeed in these contracts by continuing to drive positive patient outcomes.<br>Risk Progression<br>1
---
22 1. Astrana Health’s Care Team includes MDs, NPs, PAs, RNs, LVNs, etc.<br>2. SDOH = Social Determinants of Health<br>3. Trends are customizable by specialty, by region, with trends in prior authorization counts, utilization, costs, among other trends<br>Our purpose-built, intelligent, value-based care platform drives scalable<br>and repeatable results across our business<br>Outcomes & Cost<br>Provider Empowerment<br>and Engagement<br>All-in-one point-of-care tool for<br>both providers and practices<br>Check member eligibility<br>Submit & receive auto-approval for prior auths<br>View & act on quality and<br>risk adjustment gaps<br>Collaborate w/ Care Teams1<br>View longitudinal patient<br>records, SDOH2, and<br>population health data<br>Care Management &<br>Patient Outcomes<br>Intelligent patient population<br>risk stratification<br>Focused and purposeful<br>member Care Management<br>Plans to ensure evidence-based solutions and<br>responses<br>250+ full-time employees on<br>our Care Teams1<br>, improving<br>delivery of care and patient<br>outcomes<br>Population Health &<br>Analytics<br>NCQA-certified HEDIS®<br>engine drives actionable<br>insights, closing gaps in care<br>Composable “Command<br>Center” dashboard<br>highlights trends3 and<br>opportunities to improve<br>access and quality<br>Care access analytics<br>highlights provider network<br>opportunities<br>Operating Leverage<br>Scalable platform yields<br>meaningful operating<br>leverage<br>70% prior auths are auto-approved, driving increased<br>access for patients<br>Ability to demonstrably<br>improve operating leverage<br>for third-party Care<br>Enablement clients
---
23<br>Astrana’s ability to take administrative delegation enables better spend<br>visibility, alignment, and quality<br>Status quo<br>Primary care Multi-specialty Hospital<br>Claims & Admin.<br>Risk-bearing org (admin. delegation)<br>% of premium Claims and Admin<br>Risk-bearing org (No admin. delegation)<br>Primary care Multi-specialty Hospital Primary care Multi-specialty Hospital<br>+ ~20 Other<br> Payers<br>+ ~20 Other<br> Payers<br>+ ~20 Other<br> Payers<br>(Benchmark- TCOC') in arrears Claims & Admin.<br>RBO2 (NO ADMIN. DELEGATION)<br>1. Total cost of care<br>2. Risk-bearing organization<br>DELEGATED RBO2<br>Payer-like administrative services<br>Contracting / Network on provider group paper<br>Credentialing provider network<br>UM within provider ecosystem<br>Claims payment<br>Operating<br>leverage
---
24<br>Group 1, California<br>Our Care Enablement platform creates operating leverage for new clients<br>and Care Partners<br>Operating<br>leverage<br>Source: Astrana Health financials<br>140%<br>Total revenue<br>Year 0 Year 2<br>7%<br>Total G&A<br>Year 0 Year 2<br>Data Infrastructure and Provider<br>Solutions Clinical and Care Coordination Solutions Payer Delegation Solutions<br>Ops<br>Automation<br>VBE1 Suite &<br>Data Lake<br>Point of<br>Care Tools<br>Analytics &<br>Reporting Quality<br>Clinical<br>Programs RPM2<br>UM3 & Care<br>Management<br>Provider<br>Relations<br>Contracting<br> &<br>Credentialin<br>g<br>Revenue<br>Cycle<br>Prior<br>Authorizatio<br>n<br>Group 2, Non-California<br>13%<br>Total revenue<br>Year 0 Within Year 1<br>(21%)<br>Total G&A<br>Year 0 Within Year 1<br>Examples:
---
25<br>Note: For more information, see “Reconciliation of Net Income to EBITDA and Adjusted EBITDA”, “Guidance Reconciliation of Net Income to EBITDA and Adjusted EBITDA”, and “Use of Non-GAAP Financial Measures“ slides for more information<br>1. 2020-2021 Adj. EBITDA benefitted from tailwinds of lower utilization during the COVID-19 pandemic. Return to pre-pandemic utilization in 2022 and 2023<br>Astrana playbook Profitable growth<br>Outcomes and Cost<br>Growth<br>Risk Progression<br>Operating Leverage<br>Clear visibility into continued 25%+ growth over the medium term<br>Execution of our strategy drives profitable growth<br>Revenue ($ in millions) Adj. EBITDA ($ in<br>millions)
---
26<br>Q4 2024<br>Financial Results<br>1. See “Reconciliation of Net Income to EBITDA and Adjusted EBITDA,” “Guidance Reconciliation of Net Income to EBITDA and Adjusted EBITDA” and “Use of Non-GAAP Financial Measures” slides for<br>more information There can be no assurance that actual amounts will not be materially higher or lower than these expectations. See “Forward-Looking Statements” on slide 2<br>2. FY 2025 guidance does not include new markets or contribution from any acquisitions which have not yet closed; does include approximately $15M of planned investments in integration, growth<br>initiatives, and AI initiatives.<br>($ in millions, except for per share information)<br>Actual FY 2024<br>Results<br>FY 2025 Guidance<br>Range2<br>Total Revenue $2,034.5 $2,500 - $2,700<br>Adjusted EBITDA2 $170.4 $170 - $190<br>Revenue $665.2<br>Adjusted EBITDA1 $35.0<br>Recent Financial Updates & FY2025 Guidance
---
27<br>Building the premier, patient-centered healthcare<br>platform for all<br>Note: Assumes the closing of the proposed acquisition of Prospect Health; All financial and membership information shown on page are approximations and are rounded.<br>1. Members in value-based care arrangements<br>2. Financials shown on page based on pro forma 2024 management estimates<br>3. Based on $170 million per Astrana’s Adjusted EBITDA and Prospect’s estimated Adjusted EBITDA of $94 million for calendar year 2024<br>13<br>States<br>1.7M<br>VBC<br>Members1<br>$3.3B<br>2024 PF Revenue2<br>$264M<br>2024 PF Adj.<br>EBITDA2,3<br>20k+<br>Care Partners Care Delivery Care Enablement Providers<br>Outcomes and Cost<br>Achieving superior patient outcomes and care<br>quality while managing cost<br>Growth<br>Sustainably growing membership to bring<br>better care to more Americans<br>Risk Progression<br>Increasing alignment with patient outcomes<br>through responsible risk progression<br>Operating Leverage<br>Driving operating excellence across our<br>business through our Care Enablement suite<br>Growth
---
Investor Relations<br>Asher Dewhurst<br>(626) 943-6491<br>investors@astranahealth.com
---
29<br>Appendix
---
30<br>Experienced, mission-driven management team with deep clinical<br>knowledge and a proven ability to execute<br>Brandon K. Sim, MS Chan Basho, MBA Dinesh Kumar, MD Jaime Melkonoff, MBA Jeremy Jackson, MD<br>President &<br>Chief Executive Officer<br>Chief Operating &<br>Financial Officer<br>Chief Medical<br>Officer<br>SVP & President,<br>AstranaCare Texas<br>Chief Quality<br>Officer<br>Previous Experience Previous Experience Previous Experience Previous Experience Previous Experience<br>Education Education Education Education Education
---
31<br>Three Months Ended December 31, Twelve Months Ended December 30,<br>$ in thousands except per share data 2024 2023 2024 2023<br>Revenue<br>Capitation, net $ 616,900 $ 309,184 $ 1,856,785 $ $1,215,614<br>Risk pool settlements and incentives 28,660 14,863 86,224 63,468<br>Management fee income 5,550 6,390 13,979 38,677<br>Fee-for-service, net 7,743 18,442 62,331 59,658<br>Other revenue 6,356 4,157 15,221 9,244<br>Total revenue 665,209 353,036 2,034,540 1,386,661<br>Total expenses 664,489 356,906 1,945,190 1,302,048<br>Income (loss) from operations 720 (3,870) 89,350 84,613<br>Net (loss) income $ (7,777) $ (94) $ 49,932 $ 57,849<br>Net (loss) income attributable to noncontrolling interests (826) (12,450) 6,783 (2,868)<br>Net (loss) income attributable to Astrana Health $ (6,951) $ 12,356 $ 43,149 $ 60,717<br>Earnings per share – diluted $ (0.15) $ 0.26 $ 0.90 $ 1.29<br>EBITDA1 $ 11,079 $ 6,657 $ 127,334 $ 109,480<br>Adjusted EBITDA1 $ 35,038 $ 29,014 $ 170,370 $ 146,587<br>1. See “Reconciliation of Net Income to EBITDA and Adjusted EBITDA” and “Use of Non-GAAP Financial Measures” slides for more information.<br>Summary of Selected Financial Results
---
32<br>$ in thousands Care<br>Partners<br>Care<br>Delivery<br>Care<br>Enablement Other Intersegment<br>Elimination<br>Corporate<br>Costs<br>Consolidated<br>Total<br>Total revenues $ 647,678 36,364 45,074 - (63,905) - 665,211<br>% change vs prior year quarter 98% (5%) 35% 88%<br>Cost of services 583,584 29,512 26,806 - (25,170) - 614,732<br>General and administrative expenses1 45,161 6,979 16,736 - (38,241) 19,623 49,758<br>Total expenses 628,245 36,491 43,542 - (63,411) 16,882 664,490<br>Income (loss) from operations $ 18,933 (127) 1,532 - (6)2 (19,623) 721<br>% change vs prior year quarter 1,437% (101%) (304%) (119%)<br>For the three months ended December 31, 2024<br>1. Balance includes general and administrative expenses and depreciation and amortization.<br>2. Income from operations for the intersegment elimination represents rental income from segments renting from other segments. Rental income is presented within other<br>income, which is not presented in the table.<br>Segment Results
---
33<br>$ in millions 12/31/2024 12/31/2023 $ Change<br>Cash and cash equivalents and<br>investments in marketable<br>securities1<br>$290.8 $296.3 $(5.5)<br>Working capital $246.5 $242.8 $3.7<br>Total stockholders’ equity $716.7 $616.7 $100.0<br>1. Excluding restricted cash<br>Balance Sheet Highlights
---
34<br>Three Months Ended December 31, Twelve Months Ended December 31,<br>$ in thousands 2024 2023 2024 2023<br>Net Income $ (7,777) $ (94) $ 49,932 $ 57,849<br>Interest Expense 8,069 5,422 33,097 16,102<br> Interest income (3,221) (4,591) (14,508) (14,208)<br> Provision for income taxes 5,882 1,018 30,886 31,989<br> Depreciation and amortization 8,126 4,902 27,927 17,748<br>EBITDA 11,079 6,657 127,334 109,480<br>Income from equity method investments (1,564) (1,989) (4,451) (5,149)<br>Other, net 10,2884 4,7215 12,9512 6,2283<br>Stock-based compensation 15,235 8,676 34,536 22,040<br>APC excluded assets costs - 10,949 - 13,988<br>Adjusted EBITDA $ 35,038 $ 29,014 $ 170,370 $ 146,587<br>Adjusted EBITDA margin1 5% 8% 8% 11%<br>1.The Company defines Adjusted EBITDA margin as Adjusted EBITDA over total revenue. 2.Other, net for the year ended December 31, 2024 relates to transaction costs incurred for our investments and tax restructuring fees, anticipated<br>recoveries from one time losses relating to third party payer payments associated with the Collaborative Health Systems, LLC (“CHS”) transaction, financial guarantee via a letter of credit that we provided almost three years ago in<br>support of two local provider-led ACOs, reimbursement from a related party of the Company for taxes associated with the December 2023 Excluded Assets Spin-off, non-cash gain on debt extinguishment related to one of our promissory<br>note payables, non-cash realized loss from sale of one of our marketable equity securities, non-cash changes related to change in the fair value of our call option, change in the fair value of our financing obligation to purchase the<br>remaining equity interests in one of our investments, changes in the fair value of our contingent liabilities, and changes in the fair value of the Company's Collar Agreement. 3. Other, net for the year ended December 31, 2023 consists of<br>nonrecurring transaction costs and tax restructuring fees incurred, non-cash gains and losses related to the changes in the fair value of our financing obligation to purchase the remaining equity interests, contingent liabilities, and the<br>Company's Collar Agreement relating to interest on the Revolver Loan, and excise tax related to a nonrecurring buyback of the Company’s stock from APC. 4.Other, net for the three months ended December 31, 2024 relates to<br>transaction costs incurred for our investments, to anticipated recoveries from one time losses relating to third party payer payments associated with the CHS transaction, and non-cash change in the fair value of our call option. 5.Other,<br>net for the three months and year ended December 31, 2023 consists of nonrecurring transaction costs and tax restructuring fees incurred, non-cash gains and losses related to the changes in the fair value of our financing obligation to<br>purchase the remaining equity interests, contingent liabilities, and the Company's Collar Agreement, and excise tax related to a nonrecurring buyback of the Company’s stock from APC.<br>Reconciliation of Net Income to EBITDA & Adjusted<br>EBITDA
---
35<br>For the twelve months ended Year Ended<br>$ in millions 2024 2023 2022 2021 2020 2019<br>Net Income $ 49.9 $ 57.8 $ 45.7 $ 46.1 $ 122.1 $ 15.8<br>Interest expense 33.1 16.1 7.9 5.4 9.5 4.7<br>Interest income (14.5) (14.2) (2.0) (1.6) (2.8) (2.0)<br>Provision for income taxes 30.9 32.0 40.9 31.7 56.3 10.0<br>Depreciation and<br>amortization 27.9 17.7 17.5 17.5 18.4 18.3<br>EBITDA1 127.3 109.5 110.1 99.1 203.5 46.8<br>Goodwill impairment - - - - - 2.0<br>Income (loss) from equity<br>method investments (4.5) (5.1) (5.7)6 5.36 (0.3) 6 2.9<br>Gain on sale of equity method<br>investment - - - (2.2) - -<br>Other, net 13.07 6.22 3.33 (1.7) 4 (0.5) 4 -<br>Stock-based compensation 34.5 22.0 16.1 6.7 3.4 0.9<br>APC excluded assets costs - 14.0 16.26 26.46 (103.3) 6 1.5<br>Adjusted EBITDA1 $ 170.4 $ 146.6 $ 140.0 $ 133.5 $ 102.8 $ 54.2<br>Net Revenue $ 2,034.5 $ 1,386.7 $ 1,144.2 $ 773.9 $ 687.2 $ 560.6<br>Adjusted EBITDA Margin5 8% 11% 12% 17% 15% 10%<br>1. See “Use of Non-GAAP Financial Measures” slide for more information; 2. Other, net for the year ended December 31, 2023 consists of nonrecurring transaction costs and tax restructuring fees incurred, non-cash gains and losses related to<br>the changes in the fair value of our financing obligation to purchase the remaining equity interests, contingent liabilities, and the Company's Collar Agreement, and excise tax related to a nonrecurring buyback of the Company’s stock from<br>APC.; 3. Other, net for the year ended December 31, 2022 consists of one-time transaction costs incurred and non-cash gains and losses related to the changes in the fair value of our financing obligation to purchase the remaining equity<br>interests and contingent considerations.; 4. Other, net for the years ended December 31, 2021 and 2020 relate to COVID-19 relief payments recognized in 2021 and 2020; 5. The Company defines Adjusted EBITDA margin as Adjusted EBITDA<br>over total revenue; 6. Certain APC minority interests where APC owns the asset but not the right to the dividends is reclassified from APC excluded asset costs to income from equity method investments; 7. Other, net for the year ended<br>December 31, 2024 relates to transaction costs incurred for our investments and tax restructuring fees, anticipated recoveries from one time losses relating to third party payer payments associated with the Collaborative Health Systems, LLC<br>(“CHS”) transaction, financial guarantee via a letter of credit that we provided almost three years ago in support of two local provider-led ACOs, reimbursement from a related party of the Company for taxes associated with the December<br>2023 Excluded Assets Spin-off, non-cash gain on debt extinguishment related to one of our promissory note payables, non-cash realized loss from sale of one of our marketable equity securities, non-cash changes related to change in the fair<br>value of our call option, change in the fair value of our financing obligation to purchase the remaining equity interests in one of our investments, changes in the fair value of our contingent liabilities, and changes in the fair value of the Company's<br>Collar Agreement<br>Reconciliation of Net Income to EBITDA & Adjusted<br>EBITDA (continued)
---
36<br>Note: See “Use of Non-GAAP Financial Measures” slide for more information.<br>2025 Guidance Range<br>(in thousands, $) Low High<br>Net Income 62,500 73,500<br>Interest expense 16,000 19,000<br>Provision for income taxes 34,000 40,000<br>Depreciation and amortization 32,500 32,500<br>EBITDA 145,000 165,000<br>Loss (income) from equity method<br>investments (5,500) (5,500)<br>Other, net 9,500 9,500<br>Stock-based compensation 21,000 21,000<br>Adj. EBITDA 170,000 190,000<br>Guidance Reconciliation of Net Income to EBITDA &<br>Adjusted EBITDA
---