8-K
DocGo Inc. (DCGO)
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
Dateof Report (Date of earliest event reported): November 6, 2022
DOCGO
INC.
(Exactname of registrant as specified in its charter)
| Delaware | 001-39618 | 85-2515483 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (CommissionFile Number) | (IRS Employer Identification No.) |
| 35 West 35th Street, Floor 6, New York, New York (Address of principal executive offices) | 10001 (Zip Code) | |
| --- | --- |
(844)443-6246
(Registrant’stelephone number, including area code)
N/A
(Formername or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement<br> 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<br><br> <br>Symbol(s) | Name of each exchange on<br><br> <br>which registered |
|---|---|---|
| Common stock, par value $0.0001 per share | DCGO | 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 November 7, 2022, DocGo Inc. (the “Company”) issued a press release that announced earnings results for the quarter ended September 30, 2022. The press release also announces the decision of Stan Vashovsky, the Company’s Chief Executive Officer and Chairman, to retire from the Company, effective as of December 31, 2022, as discussed in Item 5.02 below. This press release is furnished as Exhibit 99.1 to this report.
The information in Item 2.02 of this report and the exhibit attached hereto is being furnished and shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such filing.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
|---|
On November 6, 2022, Stan Vashovsky notified the Board of Directors of the Company (the “Board”) that he intends to retire from the Company and step down as the Company’s Chief Executive Officer, director and Chairman of the Board, effective as of December 31, 2022 (the “Effective Time”). In connection with Mr. Vashovsky’s retirement, the Board appointed Anthony Capone, the Company’s current President, to succeed Mr. Vashovsky as the Chief Executive Officer of the Company, effective upon the Effective Time. Mr. Capone will no longer serve as the Company’s President as of such time. Mr. Vashovsky will continue to consult with the Company through 2023 pursuant to a transition agreement expected to be entered between Mr. Vashovsky and the Company, the terms of which agreement shall be disclosed following such time.
Mr. Capone, age 35, has served as the Company’s President since November 2021. Mr. Capone previously held various positions at Ambulnz, Inc. between 2017 and 2021, including those of President, Chief Technology Officer and Chief Product Officer. Prior to Ambulnz, Mr. Capone served as the Chief Executive Officer, Chief Technology Officer and Head of Sales at Fundbase, an investment platform, from 2015 to 2017. From 2011 to 2013, Mr. Capone served as the lead software engineer at Constant Contact, Inc., an online marketing company. Mr. Capone earned his undergraduate degree from the State University of New York College at Potsdam and his M.S. in Computer Science from Clarkson University.
There are no transactions involving Mr. Capone and the Company that require disclosure under Item 404(a) of Regulation S-K. In addition, there are no arrangements or understandings between Mr. Capone and any other person pursuant to which he was selected to serve as an officer of the Company.
In addition, the Board also appointed Ira Smedra, an independent Class I director of the Board, to succeed Mr. Vashovsky as Chairman of the Board, effective upon the Effective Time.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d)Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press release of DocGo Inc. dated November 7, 2022 |
| 104 | Cover<br> Page Interactive Data File (formatted as Inline XBRL) |
1
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.
| DOCGO INC. | ||
|---|---|---|
| By: | /s/<br> Andre Oberholzer | |
| Name: | Andre Oberholzer | |
| Title: | Chief Financial Officer |
Date: November 7, 2022
2
Exhibit 99.1
DocGo Announces Strong Third Quarter 2022 Results
Q3 Revenue of $104.3 Million Up 22% Year-Over-Year;Company Raises Full-Year 2022 Revenue and Adjusted EBITDA Guidance
Co-founder and CEO Stan Vashovsky announceshis retirement effective December 31st; DocGo President Anthony Capone named new CEO; Mr. Vashovsky will consult with the Company through2023 to assist with the transition
Company to host investor conference call andwebcast today, November 7^th^, at 5:00 pm ET
NEW YORK, NY, November 7, 2022 - DocGo Inc. (Nasdaq: DCGO), a leading provider of last-mile mobile health services, today announced financial and operating results for the third quarter ending September 30, 2022.
Third Quarter Financial Highlights
| ● | Total revenue increased to $104.3 million compared to $85.8 million in Q3 2021, an increase of 22%. |
|---|---|
| ● | Gross margin improved to 31.7% compared to 30.0% in Q3 2021. |
| --- | --- |
| ● | Net income increased to $2.5 million, compared to $0.8 million in Q3 2021, an increase of 213%. Excluding<br>a one-time loss on the remeasurement of warrant liabilities in the third quarter of this year of $1.8 million, net income would have been<br>$4.3 million. |
| --- | --- |
| ● | Adjusted EBITDA^1^ increased to $8.4 million compared to $4.0 million in Q3 2021, an increase<br>of 110%. |
| --- | --- |
| ● | Mobile Health revenue was $76.6 million compared to $67.9 million in Q3 2021, an increase of 12.9% year<br>over year. |
| --- | --- |
| ● | Transportation Services revenue increased to $27.7 million compared to $17.9 million in Q3 2021, an increase<br>of 55%. |
| --- | --- |
| ● | The company estimates that Mass Covid testing-related revenues accounted for mid-single digits on a percentage<br>basis of total revenue during the quarter, compared to approximately 35% of revenue in Q3 2021. The last Mass Covid testing contracts<br>concluded in September of this year. |
| --- | --- |
| ● | Nine-month revenues through September 30, 2022 increased to $331.7 million, compared to $197.4 million<br>in the same period in 2021, an increase of 68%. |
| --- | --- |
| ● | Nine-month net income through September 30, 2022 amounted to $23.6 million, compared to a net loss of<br>$1.1 million in the nine months ended September 30, 2021, an improvement of $24.7 million. |
| --- | --- |
| ● | Nine-month Adjusted EBITDA^1^ through September 30, 2022 increased to $34.5 million, compared<br>to $7.8 million in the same period in 2021, an increase of 342%. |
| --- | --- |
| ● | Total cash and cash equivalents at the end of the period were $179.4 million compared to $179.1 million<br>at fiscal year end 2021. |
| --- | --- |
| ^1^ | Adjusted EBITDA is a non-GAAP financial measure. See “Non-GAAP<br>Financial Measures” below for additional information on this non-GAAP financial measure and a reconciliation to the most comparable<br>GAAP measure. |
|---|
Guidance Update for Fiscal 2022
| ● | Revenue guidance is increased to $430-$440 million, up from a previous range of $425-$435 million. |
|---|---|
| ● | Adjusted EBITDA^2^ guidance is increased to $41-$46 million, up from a previous range of $40-$45 million. |
| --- | --- |
| ● | Guidance increase is based on both continued organic growth and incremental M&A activities. |
| --- | --- |
Select Corporate Highlights
| ● | Expanded its partnership with Gary and Mary West PACE (West PACE) to launch innovative remote patient<br>monitoring (RPM) to enhance care for PACE participants aged 55 and older within the San Diego market. |
|---|---|
| ● | Announced its mobile health services are now available to Cigna commercial customers in New York and New<br>Jersey, beginning October 1, 2022. |
| --- | --- |
| ● | Announced that its UK-based subsidiary, Ambulnz Community Partners, has been awarded three new contracts,<br>continuing to drive growth in Greater Manchester while also expanding services in Lancashire and Merseyside. |
| --- | --- |
| ● | Executed a new contract to provide mobile health services to Horizon Healthcare Services, Inc. (Horizon)<br>members, covering commercial and Medicare members in New Jersey. The arrangement includes Braven Health, a joint venture between Horizon<br>and New Jersey’s two largest health systems (Hackensack Meridian Health and RWJ Barnabas Health), that offers Medicare Advantage<br>plans in N.J. The agreement allows DocGo to potentially reach an additional 3.8 million people. |
| --- | --- |
| ● | Announced and completed the redemption of all outstanding warrants to purchase shares of DocGo’s<br>common stock that were issued as part of the units sold in Motion’s initial public offering (IPO), and that remained outstanding<br>at 5:00 p.m. New York City time on September 16, 2022. |
| --- | --- |
| ● | DocGo was named as a National Association of Emergency Medical Technicians Training Center, for our<br>commitment to developing and sustaining an exceptional EMS training program, and meeting all the requirements as established by the NAEMT. |
| --- | --- |
| ● | Co-founder and Chief Executive Officer Stan Vashovsky will be retiring effective December 31st. Current DocGo President Anthony Capone<br>has been named the company’s new CEO and Mr. Vashovsky will consult with the Company through 2023 to assist with the transition. |
| --- | --- |
Stan Vashovsky, CEO of DocGo, commented, “I am extremely proud of what we have been able to accomplish as a company these past seven years, introducing an entirely novel way of delivering quality care that is beneficial to both patients and payers alike. We are very fortunate to have someone with Anthony’s skill set and track record to take the reigns as CEO next year, and I have every confidence in the continued growth and success of this company.”
Anthony Capone, President of DocGo, stated, “By nearly any measure, our performance during the third quarter was significant validation of our unique tech-enabled model and the unmet needs that we are addressing with our mobile health and transportation solutions. We continue to gain share in our key territories, both in the US and UK, while also entering new markets, and I believe we are very well positioned to maintain the momentum that we currently enjoy. We are in a very strong financial position, with $179.4 million of total cash and equivalents as of September 30^th^, plus the recently announced $90 million line of credit that we announced with Citi, which remains undrawn. I anticipate a strong finish to the year and a catalyst-rich 2023 driven by continued strong organic growth and possible opportunistic acquisitions that expand our offering or geographic reach.”
^******^
| ^2^ | Adjusted EBITDA is a non-GAAP financial measure. We have not<br>reconciled Adjusted EBITDA outlook to the most comparable GAAP outlook because it is not possible to do so without unreasonable efforts<br>due to the uncertainty and potential variability of reconciling items, which are dependent on future events and often outside of management’s<br>control and which could be significant. Because such items cannot be reasonably predicted with the level of precision required, we are<br>unable to provide outlook for the comparable GAAP measure (net income). Forward- looking estimates of Adjusted EBITDA are made in a manner<br>consistent with the relevant definitions and assumptions noted herein. |
|---|
2
Conference call and webcast
DocGo management will host a conference call and webcast to discuss the third quarter results today, November 7^th^ at 5:00 pm ET. To access the conference call, please dial 1-855-327-6837 (U.S.) or 1-631-891-4304 (international). Reference conference ID 10020451.
The webcast can be accessed at https://viavid.webcasts.com/starthere.jsp?ei=1575375&tp_key=57a0cdd161 or under “Events” on the “Investors” section of the Company’s website, https://ir.docgo.com/.
A replay of the webcast will be archived on the Company’s investor relations page through November 14th, 2022 at approximately 5:00 pm ET.
About DocGo
DocGo is a leading provider of last-mile mobile health services. DocGo is disrupting the traditional four-wall healthcare system by providing care to patients where and when they need it. DocGo’s innovative technology and dedicated field staff of certified health professionals elevate the quality of patient care and drive business efficiencies for facilities, hospital networks, and health insurance providers. With Mobile Health, DocGo empowers the full promise and potential of telehealth by facilitating healthcare treatment in the comfort of a patient’s home or workplace. Together with DocGo’s integrated Ambulnz medical transport services, DocGo is bridging the gap between physical and virtual care. For more information, please visit www.docgo.com.
Forward-Looking Statements
This announcement contains forward-looking statements (including within the meaning of Section 21E of the U.S. Securities Exchange Act of 1934, as amended, and Section 27A of the U.S. Securities Act of 1933, as amended) concerning DocGo. These statements include, but are not limited to, statements that address our expected future business and financial performance and statements about (i) our plans, objectives and intentions with respect to future operations, services and products, including our transition to non-COVID related services, geographic expansion, new and existing contracts, M&A activity, workforce growth, leadership transition, cash position and share repurchase program, (ii) our competitive position and opportunities, including our ability to realize the benefits from our operating model, and (iii) other statements identified by words such as “may”, “will”, “expect”, “intend”, “plan”, “potential”, “believe”, “seek”, “could”, “estimate”, “judgment”, “targeting”, “should”, “anticipate”, “predict” “project”, “aim”, “goal”, “outlook”, “guidance”, and similar words, phrases or expressions. These forward-looking statements are based on management’s current expectations and beliefs, as well as assumptions made by, and information currently available to, management, and current market trends and conditions. Forward-looking statements inherently involve risks and uncertainties, many of which are beyond our control, and which may cause actual results to differ materially from those contained in our forward-looking statements. Accordingly, you should not place undue reliance on such statements. Particular uncertainties that could materially affect current or future results include possible accounting adjustments made in the process of finalizing reported financial results; any risks associated with global economic conditions and concerns; the effects of global outbreaks of pandemics or contagious diseases or fear of such outbreaks, such as the COVID-19 coronavirus pandemic; competitive pressures; pricing declines; rates of growth in our target markets; our ability to improve gross margins; cost-containment measures; legislative and regulatory actions; the impact of legal proceedings and compliance risks; the impact on our business and reputation in the event of information technology system failures, network disruptions, cyber-attacks, or losses or unauthorized access to, or release of, confidential information; and the ability of the company to comply with laws and regulations regarding data privacy and protection. We undertake no intent or obligation to publicly update or revise any of these forward-looking statements, whether as a result of new information, future events or otherwise.
3
Non-GAAP Financial Measures
The following information provides definition and reconciliation of the non-GAAP financial measure presented in this earnings release to the most directly comparable financial measure calculated and presented in accordance with generally accepted accounting principles (GAAP). The company has provided this non-GAAP financial information, which is not calculated or presented in accordance with GAAP, as information supplemental and in addition to the financial measures presented in this earnings release that are calculated and presented in accordance with GAAP. Such non-GAAP financial measure should not be considered superior to, as a substitute for or alternative to, and should be considered in conjunction with, the GAAP financial measures presented in this earnings release. The non-GAAP financial measure in this earnings release may differ from similarly titled measures used by other companies.
Adjusted EBITDA
Adjusted EBITDA is considered a non-GAAP financial measure under the Securities and Exchange Commission’s (“SEC”) rules because it excludes certain amounts included in net income (loss) calculated in accordance with GAAP. Management believes that Adjusted EBITDA is a meaningful measure to share with investors because it facilitates comparison of the current period performance with that of the comparable prior period. In addition, Adjusted EBITDA affords investors a view of what management considers to be the Company’s core operating performance as well as the ability to make a more informed assessment of such operating performance as compared with that of the prior period.
The table below reflects the reconciliation of Net Income (Loss) to Adjusted EBITDA for the three and nine months ended September 30, 2022 compared to the same periods in 2021 (in millions):
| Q3 | YTD | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2022 | 2021 | 2022 | ||||||||
| Net Income/(loss) (GAAP) | $ | 0.8 | $ | 2.5 | $ | (1.1 | ) | $ | 23.6 | ||
| (+) Net Interest expense/ (income) | $ | 0.2 | $ | (0.3 | ) | $ | 0.5 | $ | (0.3 | ) | |
| (+) Income Tax | $ | 0.6 | $ | 0.4 | $ | 0.6 | $ | 1.2 | |||
| (+) Depreciation & amortization | $ | 2.0 | $ | 3.0 | $ | 5.5 | $ | 7.3 | |||
| (+) Other (income)/expense | $ | 0.0 | $ | 1.7 | $ | 0.0 | $ | (2.7 | ) | ||
| EBITDA | $ | 3.6 | $ | 7.3 | $ | 5.5 | $ | 29.1 | |||
| (+) Non-cash stock compensation | $ | 0.4 | $ | 1.1 | $ | 1.1 | $ | 4.6 | |||
| (+) Non-recurring expense | $ | 0.0 | $ | 0.0 | $ | 1.2 | $ | 0.8 | |||
| Adjusted EBITDA | $ | 4.0 | $ | 8.4 | $ | 7.8 | $ | 34.5 |
4
DocGo Inc. and Subsidiaries
CONDENSEDCONSOLIDATED BALANCE SHEET
| December 31, | |||||
|---|---|---|---|---|---|
| 2021 | |||||
| Audited | |||||
| ASSETS | |||||
| Current<br> assets: | |||||
| Cash<br> and cash equivalents | 169,598,749 | $ | 175,537,221 | ||
| Accounts<br> receivable, net of allowance of 7,376,957 and 7,377,389 as of September 30, 2022 and December 31, 2021, respectively | 79,999,764 | 78,383,614 | |||
| Prepaid<br> expenses and other current assets | 2,394,324 | 2,111,656 | |||
| Total<br> current assets | 251,992,837 | 256,032,491 | |||
| Property<br> and equipment, net | 17,577,830 | 12,733,889 | |||
| Intangibles,<br> net | 20,647,790 | 10,678,049 | |||
| Goodwill | 34,533,363 | 8,686,966 | |||
| Restricted<br> cash | 9,753,575 | 3,568,509 | |||
| Operating<br> lease right-of-use assets | 8,185,547 | 4,195,682 | |||
| Finance<br> lease right-of-use assets | 9,421,196 | 9,307,113 | |||
| Equity<br> method investment | 712,718 | 589,058 | |||
| Other<br> assets | 3,095,354 | 3,810,895 | |||
| Total<br> assets | 355,920,210 | $ | 309,602,652 | ||
| LIABILITIES<br> AND STOCKHOLDERS’ EQUITY | |||||
| Current<br> liabilities: | |||||
| Accounts<br> payable | 12,153,337 | $ | 15,833,970 | ||
| Accrued<br> liabilities | 38,558,074 | 35,110,877 | |||
| Line<br> of credit | 1,025,881 | 25,881 | |||
| Notes<br> payable, current | 680,703 | 600,449 | |||
| Due<br> to seller | 9,802,238 | 1,571,419 | |||
| Contingent<br> Consideration | 4,000,000 | 0 | |||
| Operating<br> lease liability, current | 2,059,278 | 1,461,335 | |||
| Finance<br> lease liability, current | 2,858,968 | 3,271,990 | |||
| Total<br> current liabilities | 71,138,479 | 57,875,921 | |||
| Notes<br> payable, non-current | 1,456,105 | 1,302,839 | |||
| Operating<br> lease liability, non-current | 6,406,246 | 2,980,946 | |||
| Finance<br> lease liability, non-current | 6,086,521 | 6,867,420 | |||
| Warrant<br> liabilities | - | 13,518,502 | |||
| Total<br> liabilities | 85,087,351 | 82,545,628 | |||
| Commitments<br> and Contingencies | |||||
| STOCKHOLDERS’<br> EQUITY: | |||||
| Class<br> A common stock (0.0001 par value; 500,000,000 shares authorized as of September 30, 2022 and December 31,2021; 102,824,878<br> and 100,133,953 shares issued and outstanding as of September 30, 2022 and December 31,2021, respectively) | 10,778 | 10,013 | |||
| Additional<br> paid-in-capital | 301,522,213 | 283,161,216 | |||
| Accumulated<br> deficit | (37,036,937 | ) | (63,556,714 | ) | |
| Accumulated<br> other comprehensive loss | (276,213 | ) | (32,501 | ) | |
| Total<br> stockholders’ equity attributable to DocGo Inc. and Subsidiaries | 264,219,841 | 219,582,014 | |||
| Noncontrolling<br> interests | 6,613,018 | 7,475,010 | |||
| Total<br> stockholders’ equity | 270,832,859 | 227,057,024 | |||
| Total<br> liabilities and stockholders’ equity | 355,920,210 | $ | 309,602,652 |
All values are in US Dollars.
5
DocGoInc. and Subsidiaries
UNAUDITEDCONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
| Three<br> Months Ended<br><br> September 30, | Nine<br> Months Ended<br><br> September 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | |||||||||
| Revenue,<br> net | $ | 104,319,894 | $ | 85,838,988 | $ | 331,730,750 | $ | 197,394,379 | ||||
| Expenses: | ||||||||||||
| Cost<br> of revenues (exclusive of depreciation and amortization, which is shown separately below) | 71,254,838 | 60,025,728 | 219,418,873 | 137,080,202 | ||||||||
| Operating<br> expenses: | ||||||||||||
| General<br> and administrative | 22,186,036 | 19,612,243 | 70,684,270 | 47,239,204 | ||||||||
| Depreciation<br> and amortization | 3,014,864 | 2,019,576 | 7,253,656 | 5,514,303 | ||||||||
| Legal<br> and regulatory | 2,200,964 | 813,204 | 6,610,223 | 2,646,573 | ||||||||
| Technology<br> and development | 1,373,146 | 854,618 | 3,663,299 | 1,980,899 | ||||||||
| Sales,<br> advertising and marketing | 90,856 | 994,401 | 2,348,917 | 3,029,182 | ||||||||
| Total<br> expenses | 100,120,704 | 84,319,770 | 309,979,238 | 197,490,363 | ||||||||
| Income<br> (loss) from operations | 4,199,190 | 1,519,218 | 21,751,512 | (95,984 | ) | |||||||
| Other<br> income (expenses): | ||||||||||||
| Interest<br> income (expense), net | 334,221 | (255,711 | ) | 296,891 | (500,849 | ) | ||||||
| Gain/(loss)<br> on remeasurement of warrant liabilities | (1,831,947 | ) | - | 1,137,070 | - | |||||||
| Gain/(loss)<br> on initial equity method investments | 93,371 | - | 99,840 | - | ||||||||
| Gain/(loss)<br> on remeasurement of finance leases | - | - | 1,388,273 | - | ||||||||
| Gain<br> from PPP loan forgiveness | - | 142,667 | - | 142,667 | ||||||||
| Gain/(loss)<br> on disposal of fixed assets | 42,667 | - | 42,667 | (27,730 | ) | |||||||
| Other<br> income/(expense) | 30,900 | - | 42,288 | - | ||||||||
| Total<br> other income (expense) | (1,330,788 | ) | (113,044 | ) | 3,007,029 | (385,912 | ) | |||||
| Net<br> income (loss) before income tax benefit (expense) | 2,868,402 | 1,406,174 | 24,758,541 | (481,896 | ) | |||||||
| Income<br> tax benefit (expense) | (401,916 | ) | (604,608 | ) | (1,163,755 | ) | (613,531 | ) | ||||
| Net<br> income (loss) | 2,466,486 | 801,566 | 23,594,786 | (1,095,427 | ) | |||||||
| Net<br> income (loss) attributable to noncontrolling interests | (687,944 | ) | (2,705,954 | ) | (2,924,992 | ) | (1,278,363 | ) | ||||
| Net<br> income (loss) attributable to stockholders of DocGo Inc. and Subsidiaries | 3,154,430 | 3,507,520 | 26,519,778 | 182,936 | ||||||||
| Other<br> comprehensive income (loss) | ||||||||||||
| Foreign<br> currency translation adjustment | 248,283 | 69,193 | 252,854 | 171,846 | ||||||||
| Total<br> comprehensive gain (loss) | $ | 3,402,713 | $ | 3,576,713 | $ | 26,772,632 | $ | 354,782 | ||||
| Net<br> income (loss) per share attributable to DocGo Inc. and Subsidiaries - Basic | $ | 0.03 | $ | 0.06 | $ | 0.26 | $ | 0.01 | ||||
| Weighted-average<br> shares outstanding - Basic | 98,960,538 | 58,388,866 | 100,725,697 | 58,388,866 | ||||||||
| Net<br> income (loss) per share attributable to DocGo Inc. and Subsidiaries - Diluted | $ | 0.03 | $ | 0.04 | $ | 0.24 | $ | - | ||||
| Weighted-average<br> shares outstanding - Diluted | 107,403,135 | 83,701,783 | 109,168,293 | 83,701,783 |
6
DocGo Inc. and Subsidiaries
UNAUDITEDCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
| Nine<br> Months Ended<br><br> September 30, | ||||||
|---|---|---|---|---|---|---|
| 2022 | 2021 | |||||
| CASH<br> FLOWS FROM OPERATING ACTIVITIES: | ||||||
| Net<br> income (loss) | $ | 23,594,786 | $ | (1,095,427 | ) | |
| Adjustments<br> to reconcile net income to net cash provided by operating activities: | ||||||
| Depreciation<br> of property and equipment | 2,592,244 | 1,697,380 | ||||
| Amortization<br> of intangible assets | 2,269,423 | 1,432,983 | ||||
| Amortization<br> of finance lease right-of-use assets | 2,391,989 | 2,383,940 | ||||
| (Gain)<br> Loss on disposal of assets | (42,667 | ) | 27,730 | |||
| Gain<br> from PPP loan forgiveness | - | (142,667 | ) | |||
| Gain<br> from equity method investment | (99,840 | ) | - | |||
| Bad<br> debt expense | 2,702,979 | 2,152,470 | ||||
| Stock<br> based compensation | 4,616,056 | 1,224,580 | ||||
| Gain<br> on remeasurement of finance leases | (1,388,273 | ) | - | |||
| Gain<br> on remeasurement of warrant liabilities | (1,137,070 | ) | - | |||
| Changes<br> in operating assets and liabilities: | ||||||
| Accounts<br> receivable | 2,894,650 | (28,794,602 | ) | |||
| Prepaid<br> expenses and other current assets | (282,668 | ) | (4,531,411 | ) | ||
| Other<br> assets | 882,432 | (1,786,407 | ) | |||
| Accounts<br> payable | (3,983,383 | ) | 9,422,628 | |||
| Accrued<br> liabilities | 2,596,887 | 24,861,804 | ||||
| Net<br> cash provided by operating activities | 37,607,545 | 6,853,001 | ||||
| CASH<br> FLOWS FROM INVESTING ACTIVITIES: | ||||||
| Acquisition<br> of property and equipment | (1,994,161 | ) | (2,824,916 | ) | ||
| Acquisition<br> of intangibles | (1,956,434 | ) | (1,571,959 | ) | ||
| Acquisition<br> of businesses | (33,843,373 | ) | (56,496 | ) | ||
| Proceeds<br> from disposal of property and equipment | - | 6,000 | ||||
| Net<br> cash used in investing activities | (37,793,968 | ) | (4,447,371 | ) | ||
| CASH<br> FLOWS FROM FINANCING ACTIVITIES: | ||||||
| Proceeds<br> from revolving credit line | 1,000,000 | 8,000,000 | ||||
| Repayments<br> of notes payable | (585,711 | ) | (374,456 | ) | ||
| Due<br> to seller | (1,007,800 | ) | - | |||
| Noncontrolling<br> interest contributions | 2,063,000 | 333,025 | ||||
| Proceeds<br> from exercise of stock options | 1,880,568 | - | ||||
| Common<br> stock repurchased | (497,759 | ) | - | |||
| Equity<br> costs | (19,570 | ) | - | |||
| Payments<br> on obligations under finance lease | (2,146,857 | ) | (1,830,823 | ) | ||
| Net<br> cash provided by financing activities | 685,871 | 6,127,746 | ||||
| Effect<br> of exchange rate changes on cash and cash equivalents | (252,854 | ) | 171,846 | |||
| Net<br> increase in cash and restricted cash | 246,594 | 8,705,222 | ||||
| Cash<br> and restricted cash at beginning of period | 179,105,730 | 34,457,273 | ||||
| Cash<br> and restricted cash at end of period | $ | 179,352,324 | $ | 43,162,495 |
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DocGoInc. and Subsidiaries
CONSOLIDATEDSTATEMENTS OF CASH FLOWS
| Nine<br> Months Ended<br><br> September 30, | ||||
|---|---|---|---|---|
| 2022 | 2021 | |||
| Supplemental<br> disclosure of cash and non-cash transactions: | ||||
| Cash<br> paid for interest | $ | 102,203 | $ | 39,637 |
| Cash<br> paid for interest on finance lease liabilities | $ | 434,580 | $ | 381,937 |
| Cash<br> paid for income taxes | $ | 1,163,755 | $ | 613,531 |
| Right-of-use<br> assets obtained in exchange for lease liabilities | $ | 4,094,731 | $ | 3,569,276 |
| Fixed<br> assets acquired in exchange for notes payable | $ | 819,231 | $ | 271,194 |
| Acquisition<br> of remaining 20% of Ambulnz UK LTD | $ | - | $ | 228,518 |
| Gain<br> from PPP loan forgiveness | $ | - | $ | 142,667 |
| Share<br> warrant conversion | $ | - | $ | - |
| Reconciliation<br> of cash and restricted cash | ||||
| Cash | $ | 169,598,749 | $ | 39,550,926 |
| Restricted<br> Cash | 9,753,575 | 3,611,569 | ||
| Total<br> cash and restricted cash shown in statement of cash flows | $ | 179,352,324 | $ | 43,162,495 |
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| Three<br> Months Ended<br><br> September 30, | Nine<br> Months Ended<br><br> September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| Revenue Breakdown | 2022 | 2021 | 2022 | 2021 | ||||
| Primary<br> Geographical Markets | ||||||||
| United<br> States | $ | 101,337,899 | $ | 83,286,509 | $ | 322,706,143 | $ | 190,595,217 |
| United<br> Kingdom | 2,981,995 | 2,552,479 | 9,024,607 | 6,799,162 | ||||
| Total<br> revenue | $ | 104,319,894 | $ | 85,838,988 | $ | 331,730,750 | $ | 197,394,379 |
| Major<br> Segments/Service Lines | ||||||||
| Transportation<br> Services | $ | 27,670,109 | $ | 17,916,162 | $ | 77,657,852 | $ | 65,657,141 |
| Mobile<br> Health | 76,649,785 | 67,922,826 | 254,072,898 | 131,737,238 | ||||
| Total<br> revenue | $ | 104,319,894 | $ | 85,838,988 | $ | 331,730,750 | $ | 197,394,379 |
9
Contacts
Media:
Malory Van Guilder
Skyya PR for DocGo
malory@skyya.com
651-335-0585
Investors:
Mike Cole
DocGo
949-444-1341
mike.cole@docgo.com
ir@docgo.com
Steve Halper
LifeSci Advisors
646-876-6455
shalper@lifesciadvisors.com
ir@docgo.com
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