MD 8-K
Pediatrix Medical Group, Inc. (MD)
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): |
(Exact name of Registrant as Specified in Its Charter)
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(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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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 August 4, 2026, Pediatrix Medical Group, Inc., a Florida corporation (the “Company”), issued a press release announcing the results of its operations for the three and six months ended June 30, 2026 (the “Second Quarter Release”). A copy of the Second Quarter Release is attached hereto as Exhibit 99.1 and is hereby incorporated in this Current Report by reference. The information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement or other document filed by the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
d) Exhibits.
Exhibit Index
99.1— Press Release of Pediatrix Medical Group, Inc. dated August 4, 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.
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Pediatrix Medical Group, Inc. |
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Date: |
August 4, 2026 |
By: |
/s/ Kasandra H. Rossi |
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Kasandra H. Rossi |
FOR MORE INFORMATION:
Kasandra H. Rossi
Executive Vice President, Chief Financial Officer & Treasurer
954-692-7163
FOR IMMEDIATE RELEASE
Pediatrix Medical Group Reports Second Quarter Results
FORT LAUDERDALE, Fla., August 4, 2026 - Pediatrix Medical Group, Inc. (NYSE: MD), a leading provider of physician services, today reported earnings of $0.49 per share for the three months ended June 30, 2026. On a non-GAAP basis, Pediatrix reported Adjusted EPS of $0.63.
For the 2026 second quarter, Pediatrix reported the following results:
“Our strong results this quarter were in line with our expectations and reflect continued favorable trends in the performance of recent acquisitions and same-unit reimbursement metrics,” said Mark S. Ordan, Chief Executive Officer of Pediatrix Medical Group. “With a coveted, strong balance sheet, we believe we have exceptional financial flexibility to fund organic growth initiatives while remaining well-positioned to pursue potential high-value strategic opportunities.”
Operating Results– Three Months Ended June 30, 2026
Pediatrix’s net revenue for the three months ended June 30, 2026 was $487.8 million, compared to $468.8 million for the prior-year period. This increase of $19.0 million, or 4.0%, reflects growth in non-same unit activity of 2.1 percent, driven by recent acquisitions, partially offset by practice dispositions, and growth in same-unit revenue of 1.9 percent.
Same-unit revenue from net reimbursement-related factors increased by 4.0 percent for the 2026 second quarter as compared to the prior-year period. This increase primarily reflects improved cash collections, a favorable shift in payor mix and higher patient acuity, primarily in neonatology. The percentage of services reimbursed by commercial and other non-government payors increased by 135 basis points compared to the prior-year period.
Same-unit revenue attributable to patient volume decreased by 2.1 percent for the 2026 second quarter as compared to the prior-year period. Shown below are year-over-year percentage changes in certain same-unit volume statistics for the three and six months ended June 30, 2026. (Note: figures in the below table reflect contributions only to net patient service revenue and exclude other contributions to total same-unit revenue, including contract and administrative fees.)
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Three Months |
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Six Months |
Hospital-based patient services |
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(2.8)% |
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(2.2)% |
Office-based patient services |
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(1.2)% |
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(2.4)% |
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Neonatology services (within hospital-based services): |
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Neonatal intensive care unit (NICU) days |
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(3.2)% |
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(2.0)% |
For the 2026 second quarter, practice salaries and benefits expense was $336.1 million, compared to $323.5 million for the prior-year period. This increase primarily reflects increases in same-unit clinical salaries and malpractice expense.
For the 2026 second quarter, general and administrative expenses were $61.3 million, as compared to $55.7 million for the prior-year period. This increase primarily reflects an increase in compensation expense related to executive transition related costs as well as an increase in cash collection expense, partially offset by a decrease in information technology-related expenses.
For the 2026 second quarter, transformational and restructuring related expenses were $8.5 million, compared to $3.8 million for the prior-year period. The expenses in 2026 were primarily related to revenue cycle management transition activities, and the expenses in 2025 were primarily related to position eliminations and revenue cycle management transition activities.
Adjusted EBITDA, which is defined as earnings before interest, taxes, depreciation and amortization and transformational and restructuring related expenses, was $76.4 million for the 2026 second quarter, compared to $73.2 million for the prior-year period. The increase in Adjusted EBITDA was primarily due to net favorable impacts from recent acquisitions, partially offset by a decrease in same-unit results due to higher expenses as compared to revenue growth.
Depreciation and amortization expense was $5.8 million for the second quarter of 2026, compared to $5.3 million for the same period in 2025. The increase was primarily related to capital expenditures and amortization of intangible assets from recent acquisitions.
Interest expense was $8.2 million for the second quarter of 2026, compared to $9.1 million for the second quarter of 2025, reflecting a reduction in interest expense from modestly lower interest rates and borrowings.
2
Investment and other income was $4.5 million for the second quarter of 2026, compared to $3.7 million for the prior-year period.
Pediatrix generated net income of $39.8 million, or $0.49 per diluted share, for the 2026 second quarter, based on a weighted average shares outstanding of 81.4 million. This compares with net income of $39.3 million, or $0.46 per diluted share, for the 2025 second quarter, based on a weighted average shares outstanding of 85.5 million. The decrease in weighted average shares outstanding is primarily due to the impact of shares repurchased under the Company’s repurchase program, partially offset by issuances of restricted stock.
For the second quarter of 2026, Pediatrix reported Adjusted EPS of $0.63, compared to $0.53 for the second quarter of 2025. For these periods, Adjusted EPS is defined as diluted income per common and common equivalent share excluding non-cash amortization expense, stock-based compensation expense, transformational and restructuring related expenses, and impacts from discrete tax events.
Operating Results – Six Months Ended June 30, 2026
For the six months ended June 30, 2026, Pediatrix generated revenue of $964.0 million, compared to $927.2 million for the prior-year period. Pediatrix generated net income of $69.4 million, or $0.85 per share, for the six months ended June 30, 2026, based on a weighted average 82.0 million shares outstanding, which compares to net income of $60.0 million, or $0.70 per share, for the six months ended June 30, 2025, based on a weighted average 85.5 million shares outstanding. Adjusted EBITDA for the six months ended June 30, 2026 was $134.6 million, compared to $122.4 million for the prior year. For the six months ended June 30, 2026, Pediatrix reported Adjusted EPS of $1.07, compared to $0.87 for the same period of 2025.
Financial Position and Cash Flow – Continuing Operations
Pediatrix had cash and cash equivalents of $288.9 million at June 30, 2026, compared to $375.2 million at December 31, 2025, and net accounts receivable at June 30, 2026 were $227.6 million.
For the second quarter of 2026, Pediatrix generated cash from continuing operations of $126.3 million, compared to $138.1 million during the second quarter of 2025. Additionally, during the second quarter of 2026, the Company used $42.7 million to fund share repurchases and $1.4 million to fund capital expenditures.
At June 30, 2026, Pediatrix had total debt outstanding of $584 million, consisting of its $400 million in 5.375% Senior Notes due 2030 and $184 million in borrowings under its Term A Loan. At June 30, 2026, the Company had no outstanding borrowings under its $450 million revolving line of credit.
2026 Outlook
Pediatrix reaffirms its full year 2026 outlook for Adjusted EBITDA, as defined above, and anticipates Adjusted EBITDA will be in a range of $280 million to $300 million.
3
Non-GAAP Measures
A reconciliation of Adjusted EBITDA and Adjusted EPS to the most directly comparable GAAP measures for the three and six months ended June 30, 2026 and 2025 is provided in the financial tables of this press release. A reconciliation of projected full year 2026 Adjusted EBITDA to the most directly comparable GAAP financial measures is also provided in the financial tables of this press release.
Earnings Conference Call
Pediatrix will host an investor conference call to discuss the quarterly results at 9 a.m., ET today. The conference call Webcast may be accessed from the Company’s Website, www.pediatrix.com/about/investors. A replay of the conference call will also be available at www.pediatrix.com.
ABOUT PEDIATRIX MEDICAL GROUP
Pediatrix® Medical Group, Inc. (NYSE:MD) is a leading provider of physician services. Pediatrix-affiliated clinicians are committed to providing coordinated, compassionate and clinically excellent services to women, babies and children across the continuum of care, both in hospital settings and office-based practices. Specialties include obstetrics, maternal-fetal medicine and neonatology complemented by multiple pediatric subspecialties. The group’s high-quality, evidence-based care is bolstered by significant investments in research, education, quality-improvement and safety initiatives. The physician-led company was founded in 1979 as a single neonatology practice and today provides its highly specialized and often critical care services through approximately 4,300 affiliated physicians and other clinicians. To learn more about Pediatrix, visit www.pediatrix.com or follow us on Facebook, Instagram, LinkedIn and the Pediatrix blog. Investment information can be found at www.pediatrix.com/investors.
Certain statements and information in this press release may be deemed to contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements may include, but are not limited to, statements relating to the Company’s objectives, plans and strategies, its full year 2026 guidance, future impacts of legal, regulatory, political and macroeconomic developments and all statements, other than statements of historical facts, that address activities, events or developments that we intend, expect, project, believe or anticipate will or may occur in the future. These statements are often characterized by terminology such as “believe,” “hope,” “may,” “anticipate,” “should,” “intend,” “plan,” “will,” “expect,” “estimate,” “project,” “positioned,” “strategy” and similar expressions, and are based on assumptions and assessments made by the Company’s management in light of their experience and their perception of historical trends, current conditions, expected future developments and other factors they believe to be appropriate. Any forward-looking statements in this press release are made as of the date hereof, and the Company undertakes no duty to update or revise any such statements, whether as a result of new information, future events or otherwise. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties. Important factors that could cause actual results, developments, and business decisions to differ
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materially from forward-looking statements are described in the Company’s most recent Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q, including the sections entitled “Risk Factors”, as well as the Company’s current reports on Form 8-K, filed with the Securities and Exchange Commission, and include the following: the impact of the Company’s practice portfolio management plans and whether the Company is able to achieve the expected favorable impact to Adjusted EBITDA therefrom; the effects of economic conditions on the Company’s business; including a slowdown of economic growth, economic downturns, inflationary pressures, elevated unemployment levels and sluggish or uneven economic recovery; the effects of the Medicare Access and CHIP Reauthorization Act of 2015, the Affordable Care Act, the One Big Beautiful Bill Act and potential additional healthcare reform; the Company’s relationships with government-sponsored or funded healthcare programs and with managed care organizations and commercial health insurance payors and any shifts in the Company’s payor mix; the impact of state budgetary constraints and uncertainty over the future of Medicaid; the impact of surprise billing legislation; the Company’s transition to a hybrid revenue cycle management model; the timing and contribution of future acquisitions or organic growth initiatives; the Company’s ability to comply with the terms of debt financing arrangements and the Company’s ability to replace, refinance or extend its current debt financing arrangements; and the effects of the Company’s transformation initiatives, including our renewed focus, and growth strategy for, the Company’s hospital-based and maternal-fetal service lines.
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5
Pediatrix Medical Group, Inc.
Consolidated Statements of Income and Comprehensive Income
(in thousands, except per share data)
(Unaudited)
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Three Months Ended |
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Six Months Ended |
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2026 |
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2025 |
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2026 |
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2025 |
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Net revenue |
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$ |
487,783 |
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$ |
468,844 |
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$ |
963,979 |
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$ |
927,203 |
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Operating expenses: |
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Practice salaries and benefits |
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336,116 |
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323,502 |
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681,860 |
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660,533 |
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Practice supplies and other operating expenses |
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19,197 |
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20,614 |
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36,685 |
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39,300 |
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General and administrative expenses |
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61,291 |
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55,714 |
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121,557 |
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114,318 |
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Depreciation and amortization |
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5,782 |
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5,313 |
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11,901 |
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10,645 |
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Transformational and restructuring related expenses |
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8,475 |
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3,834 |
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13,397 |
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10,439 |
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Total operating expenses |
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430,861 |
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408,977 |
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865,400 |
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835,235 |
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Income from operations |
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56,922 |
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59,867 |
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98,579 |
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91,968 |
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Investment and other income |
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4,548 |
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3,727 |
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9,308 |
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8,464 |
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Interest expense |
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(8,172 |
) |
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(9,130 |
) |
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(16,437 |
) |
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(18,284 |
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Equity in earnings of unconsolidated affiliate |
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702 |
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505 |
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1,394 |
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911 |
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Total non-operating expenses |
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(2,922 |
) |
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(4,898 |
) |
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(5,735 |
) |
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(8,909 |
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Income before income taxes |
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54,000 |
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54,969 |
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92,844 |
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83,059 |
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Income tax provision |
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(14,157 |
) |
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(15,709 |
) |
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(23,429 |
) |
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(23,062 |
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Net income |
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$ |
39,843 |
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$ |
39,260 |
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$ |
69,415 |
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$ |
59,997 |
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Other comprehensive income, net of tax |
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Unrealized holding (loss) gain on investments, net of tax of $145, $140, $297, and $395 |
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(463 |
) |
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429 |
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(996 |
) |
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1,208 |
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Total comprehensive income |
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$ |
39,380 |
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$ |
39,689 |
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$ |
68,419 |
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$ |
61,205 |
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Per common and common equivalent share data (diluted): |
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Net income: |
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$ |
0.49 |
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$ |
0.46 |
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$ |
0.85 |
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$ |
0.70 |
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Weighted average common shares |
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81,412 |
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85,529 |
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82,040 |
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85,517 |
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6
Pediatrix Medical Group, Inc.
Reconciliation of Net Income to Adjusted EBITDA
(in thousands)
(Unaudited)
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Three Months Ended |
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Six Months Ended |
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2026 |
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2025 |
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2026 |
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2025 |
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Net income |
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$ |
39,843 |
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$ |
39,260 |
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$ |
69,415 |
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$ |
59,997 |
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Interest expense |
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8,172 |
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9,130 |
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16,437 |
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18,284 |
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Income tax provision |
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14,157 |
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15,709 |
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23,429 |
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23,062 |
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Depreciation and amortization expense |
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5,782 |
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5,313 |
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11,901 |
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10,645 |
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Transformational and restructuring related expenses |
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8,475 |
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3,834 |
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13,397 |
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10,439 |
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Adjusted EBITDA |
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$ |
76,429 |
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$ |
73,246 |
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$ |
134,579 |
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$ |
122,427 |
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7
Pediatrix Medical Group, Inc.
Reconciliation of Diluted Net Income per Share
to Adjusted Income per Diluted Share (“Adjusted EPS”)
(in thousands, except per share data)
(Unaudited)
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Three Months Ended |
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2026 |
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2025 |
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Weighted average diluted shares outstanding |
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81,412 |
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85,529 |
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Net income and diluted net income per share |
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$ |
39,843 |
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$ |
0.49 |
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$ |
39,260 |
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$ |
0.46 |
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Adjustments (1): |
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Amortization (net of tax of $554 and $421) |
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1,661 |
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0.02 |
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1,266 |
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0.01 |
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Stock-based compensation (net of tax of $1,214 and $503) |
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3,642 |
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0.05 |
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1,508 |
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0.02 |
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Transformational and restructuring expenses (net of tax of $2,119 and $959) |
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6,356 |
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0.08 |
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2,875 |
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0.03 |
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Net impact from discrete tax events |
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(596 |
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(0.01 |
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|
739 |
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0.01 |
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Adjusted income and diluted EPS |
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$ |
50,906 |
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$ |
0.63 |
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$ |
45,648 |
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$ |
0.53 |
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Six Months Ended |
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2026 |
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2025 |
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Weighted average diluted shares outstanding |
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82,040 |
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85,517 |
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Net income and diluted net income per share |
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$ |
69,415 |
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$ |
0.85 |
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$ |
59,997 |
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$ |
0.70 |
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Adjustments (1): |
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Amortization (net of tax of $1,119 and $851) |
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3,356 |
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0.04 |
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2,556 |
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0.03 |
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Stock-based compensation (net of tax of $2,150 and $1,076) |
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6,450 |
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|
0.08 |
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3,228 |
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|
0.04 |
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Transformational and restructuring expenses (net of tax of $3,349 and $2,610) |
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10,048 |
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0.12 |
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7,829 |
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0.09 |
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Net impact from discrete tax events |
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(1,731 |
) |
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(0.02 |
) |
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|
564 |
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|
0.01 |
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Adjusted income and diluted EPS |
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$ |
87,538 |
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$ |
1.07 |
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$ |
74,174 |
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$ |
0.87 |
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8
Pediatrix Medical Group, Inc.
Balance Sheet Highlights
(in thousands)
(Unaudited)
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As of |
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As of |
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Assets: |
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Cash and cash equivalents |
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$ |
288,879 |
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$ |
375,241 |
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Short-term investments |
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115,319 |
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124,482 |
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Accounts receivable, net |
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227,601 |
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229,665 |
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Other current assets |
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28,342 |
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|
|
34,126 |
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Intangible assets, net |
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14,514 |
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|
16,862 |
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Operating and finance lease right-of-use assets |
|
|
35,190 |
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|
34,330 |
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Goodwill, other assets, property and equipment |
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|
1,420,497 |
|
|
|
1,431,990 |
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Total assets |
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$ |
2,130,342 |
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$ |
2,246,696 |
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Liabilities and shareholders' equity: |
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|
|
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Accounts payable and accrued expenses |
|
$ |
301,837 |
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$ |
419,530 |
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Total debt, including finance leases, net |
|
|
584,243 |
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|
|
597,338 |
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Operating lease liabilities |
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|
35,713 |
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|
|
37,277 |
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Other liabilities |
|
|
327,572 |
|
|
|
326,697 |
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Total liabilities |
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1,249,365 |
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|
1,380,842 |
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Total shareholders' equity |
|
|
880,977 |
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|
|
865,854 |
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Total liabilities and shareholders' equity |
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$ |
2,130,342 |
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$ |
2,246,696 |
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9
Pediatrix Medical Group, Inc.
Reconciliation of Net Income to Forward-Looking Adjusted EBITDA
(in thousands)
(Unaudited)
|
|
Year Ended |
|
|||||
|
|
|
|
|
|
|
||
Net income |
|
$ |
147,600 |
|
|
$ |
162,100 |
|
Interest expense |
|
|
33,100 |
|
|
|
33,100 |
|
Income tax provision |
|
|
54,500 |
|
|
|
60,000 |
|
Depreciation and amortization expense |
|
|
24,400 |
|
|
|
24,400 |
|
Transformational and restructuring related expenses |
|
|
20,400 |
|
|
|
20,400 |
|
Adjusted EBITDA |
|
$ |
280,000 |
|
|
$ |
300,000 |
|
10