DocGo Inc.
08/17/2026 | Press release | Distributed by Public on 08/17/2026 14:35
Quarterly Report for Quarter Ending June 30, 2026 (Form 10-Q)
Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited Condensed Consolidated Financial Statements and the accompanying notes included elsewhere in this Quarterly Report on Form 10-Q. The discussion and analysis below contain certain forward-looking statements about our business and operations that are subject to the risks, uncertainties and other factors described in the section entitled "Risk Factors" included in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025, and as may be updated in this and other subsequent Quarterly Reports on Form 10-Q. These risks, uncertainties and other factors could cause our actual results or outcomes to differ materially from those expressed in, or implied by, the forward-looking statements. Please refer to the section below entitled "Cautionary Note Regarding Forward-Looking Statements."
Certain figures included in this section, such as interest rates and other percentages, have been rounded for ease of presentation. Percentage figures included in this section have, in some cases, been calculated on the basis of such rounded figures. For this reason, percentage amounts in this section may vary slightly from those obtained by performing the same calculations using the figures in our unaudited Condensed Consolidated Financial Statements or in the associated text. Certain other amounts that appear in this section may similarly not sum due to rounding.
Cautionary Note Regarding Forward-Looking Statements
This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), regarding, among other things, the plans, strategies, outcomes and prospects, both business and financial, of the Company. These statements are based on the beliefs and assumptions of our management. Although the Company believes that its plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, the Company cannot assure you that it will achieve or realize these plans, intentions, outcomes, results or expectations. Accordingly, you should not place undue reliance on such statements. All statements other than statements of historical fact are forward-looking. Forward-looking statements include, but are not limited to, statements concerning our possible or assumed future actions; business strategies, plans and goals; future events; future results of operations, including revenues, expenses or performance; financing needs; business trends; objectives and intentions with respect to future operations, services and products, including our geographic expansion; the provision of services under existing contracts, including winding down of migrant-related services; M&A activity; impairments; workforce growth; leadership transitions; cash position and liquidity; our share repurchase program; expected impacts of macroeconomic factors, including inflationary pressures and the interest rate environment; our competitive position and opportunities, including our ability to realize the benefits from our operating model and conditions in the healthcare services market; our ability to control costs and maintain or improve gross margins and profitability; cost-containment measures; legislative and regulatory actions; the impact of legal proceedings and compliance risk; the impact on our business and reputation in the event of information technology system failures, network disruptions, cybersecurity incidents or losses or unauthorized access to, or release of, confidential information; the ability of the Company to comply with laws and regulations regarding data privacy and protection; and any statements or assumptions underlying the foregoing. In some cases, these statements may be preceded by, followed by or include the words "believes," "estimates," "expects," "projects," "forecasts," "may," "might," "will," "should," "could," "can," "would," "design," "potential," "seeks," "plans," "scheduled," "anticipates," "intends" or the negative of these terms or similar expressions.
Forward-looking statements are inherently subject to substantial risks, uncertainties and assumptions, many of which are beyond our control, and which may cause our actual results or outcomes, or the timing of our results or outcomes, to differ materially from those contained in our forward-looking statements, including, but not limited to the following: impacts related to the wind down of migrant-related services; our ability to continue as a going concern; our ability to maintain our listing on Nasdaq; our ability to pursue strategic initiatives to deliver on shareholder value; our ability to expand our programs with insurance partners, hospital systems, municipalities and other strategic partners; our ability to successfully implement our business strategy, including delivering value to shareholders via buybacks and funding new strategic relationships; our ability to establish, maintain and grow customer relationships; our ability to execute projects to the satisfaction of our customers; our ability to grow demand for our care gap closure programs; our ability to maintain or grow our cash balances; our reliance on and ability to maintain our contractual relationships with our healthcare provider partners and other strategic partners; our ability to compete effectively in a highly competitive industry, including conditions in the healthcare transportation and mobile health services markets; our ability to maintain existing contracts; our reliance on government contracts, including changes in government spending on healthcare and other social services; recent revenue growth derived from a small number of large customers; our ability to effectively manage our growth; our financial performance and future prospects; our ability to deliver on our business strategies or models, plans and goals; our ability to expand geographically; our M&A activity and success of our acquisition strategy; our ability to successfully
integrate Hicuity and realize the expected synergies from the Merger; our ability to retain our workforce and management personnel and successfully manage leadership transitions; the availability of healthcare professionals and other personnel; changes in the cost of labor; our ability to collect on customer receivables; risks associated with our share repurchase program, including whether our lenders allow us to make share repurchases; overall macroeconomic and geopolitical conditions, including the interest rate environment, the inflationary environment, the potential recessionary environment, regional conflict and tensions, financial institution instability and the ongoing or any future shutdown of the U.S. federal government; the ability of our suppliers to meet our needs; our ability to obtain or maintain operating licenses; potential changes in federal, state or local government policies or priorities; expected impacts of geopolitical instability; our competitive position and opportunities, including our ability to realize the benefits from our operating model; our ability to improve gross margins; our ability to implement and deliver on cost-containment measures and ongoing cost rationalization initiatives; legislative and regulatory actions; the impact of legal proceedings and compliance risk; volatility of our stock price; the impact on our business and reputation in the event of information technology system failures, network disruptions, cyber incidents or losses or unauthorized access to, or release of, confidential information; our ability to comply with laws and regulations regarding data privacy and protection and other risk factors that are described herein, as well as the risks discussed in Item 1A "Risk Factors" of Part I in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and that are otherwise described or updated from time to time in our filings with the SEC.
Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Quarterly Report on Form 10-Q.
In addition, statements that "we believe" and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based on information available to us as of the date of this Quarterly Report on Form 10-Q, and, while we believe that information provides a reasonable basis for these statements, that information may be limited or incomplete. Our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all relevant information. These statements are inherently uncertain, and investors are cautioned not to unduly rely on these statements.
The forward-looking statements made in this Quarterly Report on Form 10-Q are based on events or circumstances as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as and to the extent required by law. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures or investments.
Overview
The Company is a mobile healthcare services company that uses proprietary dispatch and communication technology to help provide quality mobile, in-person medical treatment directly to patients in the comfort of their homes, workplaces and other non-traditional locations, as well as medical transportation in major metropolitan cities in the United States and the United Kingdom.
The Company derives revenue primarily from two operating segments:
•Mobile Health Services: The services offered by this segment include a wide variety of healthcare services performed at homes, offices and other locations and event services such as on-site healthcare support at sporting events and concerts. This segment also provides solutions to large, typically underserved population groups, typically through arrangements with municipalities, which include both physical and mental healthcare services. The services offered by this segment include virtual care and diagnostics, remote patient monitoring, phlebotomy, addressing gaps in care and primary care physician services.
•Transportation Services: The services offered by this segment encompass both emergency response and non-emergency transport services. Non-emergency transport services include ambulance transports and wheelchair transports. Net revenue from Transportation Services is derived from the transportation of patients based on billings to third party payors and healthcare facilities.
For the three months ended June 30, 2026, the Company recorded a net loss of $18.0 million, compared to a net loss of $13.3 million for the three months ended June 30, 2025.
For the six months ended June 30, 2026, the Company recorded a net loss of $34.7 million, compared to a net loss of $24.3 million in the six months ended June 30, 2025. See "Results of Operations" for the Company's evaluation of these results.
Factors Affecting Our Results of Operations
Our operating results and financial performance are influenced by a variety of factors, including, among others, our ability to establish, maintain and grow customer relationships; our ability to execute projects to the satisfaction of our customers; conditions in the healthcare transportation and mobile health services markets; changes in government spending on healthcare and other social services, including as a result of changes in the U.S. administration and administrative priorities; availability of healthcare professionals and other personnel; changes in the cost of labor; our competitive environment; overall macroeconomic and geopolitical conditions, including the interest rate environment, the inflationary environment, the potential recessionary environment, regional conflict and tensions, financial institution instability and the prospect of a shutdown of the U.S. federal government; production schedules of our suppliers; our ability to obtain or maintain operating licenses; and the success of our acquisition strategy. Some of these key factors are briefly discussed below. Future revenue growth and improvement in operating results will be largely contingent on our ability to penetrate new markets and further penetrate existing markets, which is subject to a number of uncertainties, many of which are beyond our control.
Healthcare Services Market
The Mobile Health Services market is dependent on several factors, including increased patient acceptance of services that are provided outside of traditional healthcare facilities, such as in homes, businesses or other designated locations; healthcare coverage of the various Mobile Health Services; and, to a lesser extent, continued desire on the part of government and municipal entities to fund programs to assist currently underserved patient segments via "population health" programs.
The Transportation Services market is highly dependent on patients requiring transportation after surgeries and other medical procedures and treatments. The Company primarily focuses on the non-emergency medical transport market, which includes services that are provided to patients who need assistance getting to and from medical appointments. Key drivers of this market are the increase in chronic conditions and the number of elective surgeries as well as the ongoing aging of the population, as the older demographics tend to be much more frequent consumers of medical transportation services. We believe the market will also grow if hospitals and other healthcare facilities continue to outsource more of their transportation needs to independent providers, such as the Company, allowing these facilities to concentrate their efforts on their core competencies.
Overall Economic Conditions in the Markets in Which We Operate
Economic changes both nationally and locally in our markets may impact our financial performance. Unfavorable changes in demographics, healthcare coverage of Mobile Health Services and Transportation Services, interest rates, inflation rates, the availability of trained and licensed healthcare professionals or ambulance manufacturing; a weakening of the national economy or of any regional or local economy in which we operate; and other factors beyond our control could adversely affect our business.
Our Ability to Control Expenses
We pay close attention to the management of our working capital and operating expenses. Some of our most significant operating expenses are labor costs, medical supplies and vehicle-related costs, such as fuel, maintenance, repair and insurance. Insurance costs include premiums paid for coverage as well as reserves for estimated losses within the Company's insurance policy deductibles and for the lines of insurance where the Company is self-insured, such as auto and workers' compensation. We employ our proprietary technology to help drive improvements in productivity per transport and per shift. We regularly analyze our workforce productivity to help achieve the optimum, cost-efficient labor mix for our locations. This involves managing the mix of company-employed labor and subcontracted labor as well as full-time and part-time employees.
Inflation
The inflation rate in the United States, as measured by the Consumer Price Index, has generally trended down since the middle of 2023. This data is reported monthly, showing year-over-year changes in prices across a basket of goods and
services. The inflation rate declined to 2.7% for the full year 2025, down from 2.9% in 2024, 3.4% in 2023 and 6.5% in 2022. In June 2026, the annual inflation rate decreased to 3.8%, from 4.2% in May, which was the highest reading since April 2023. The increase in recent months has been driven by fuel prices. An increased inflation rate, such as that witnessed between 2021 and the first half of 2023, could have an impact on DocGo's expenses in several areas, including wages, fuel and medical and other supplies. This would have the effect of compressing gross profit margins, as DocGo is generally unable to pass these higher costs on to its customers, particularly in the short term. In addition, opportunities to mitigate the impact of inflation are limited, aside from potentially buying more medical supplies than are currently needed in an effort to reduce the volume of future purchases, in instances where supply prices are anticipated to rise. As inflation has moderated, and in an attempt to stimulate economic growth, the U.S. Federal Reserve implemented three interest rate cuts in September, October and December of 2025, lowering its benchmark rate (the "federal funds rate") to the current level of 3.50-3.75% as of the date of this Quarterly Report on Form 10-Q. Looking out through the rest of 2026, DocGo anticipates that fuel prices will moderate, particularly as the third quarter comes to a close, and that the inflation rate will remain at or near the currently more moderate level, with an annual rate similar to those witnessed in 2024-2025 and the 2010-2020 period, when the annual inflation rate ranged from 0.1% to 3.2%. However, if inflation is above the levels that DocGo anticipates, gross margins could be below plan and as a result, DocGo's business, operating results and cash flows may be adversely affected.
Trip Volumes and Average Trip Price
A "trip" is defined as an instance where the Company completes the transportation of a patient to a specific destination, for which we are able to charge a fee. This metric does not include instances where a trip is ordered and subsequently either canceled (by the customer) or declined (by the Company). As trip volume represents the most basic unit of transportation service provided by the Company, we believe it is a good measure of the level of demand for our Transportation Services and is used by management to monitor and manage the scale of the business.
The average trip price is calculated by dividing the aggregate revenue from the total number of trips by the total number of trips and is an important indicator of the effective rate at which the Company is being compensated for its provision of Transportation Services. The average trip price is influenced by the level of acuity of the trip (for example, basic life support (BLS) versus advanced life support (ALS), as well as by the type of payer (commercial insurance, contracted rate with the facility, private pay, Medicare or Medicaid).
Revenues generated from programs under which the Company is paid a fixed hourly or daily rate for the use of a fully staffed and equipped ambulance do not factor in the trip counts or average trip prices mentioned above. We expect these fixed rate, "leased hour" programs to continue to account for an increasing proportion of the Transportation Services segment's revenues in the future.
Acquisitions
Historically, we have pursued an acquisition strategy to obtain enhanced capabilities, personnel or licenses to offer Mobile Health Services or Transportation Services. Future acquisitions may also include companies that may help drive revenue, profitability, cash flow and stockholder value.
The Company did not complete any acquisitions during the six months ended June 30, 2026. During the six months ended June 30, 2025, the Company completed one acquisition, for $4.2 million.
Investing in R&D and AI
Our research and development ("R&D") efforts include, among other things, the development of innovative software and services as well as the adoption and responsible integration of artificial intelligence ("AI") and machine learning ("ML") capabilities across our products and internal operations, including the development, training, validation, deployment, and ongoing monitoring of ML models and related systems. We also intend to develop integrations with third-party products and services, mobile applications, automation tools to improve workforce productivity and operational efficiency, and other new offerings.
These initiatives may require significant capital and operating expenditures, specialized technical expertise, access to high-quality data, robust computing infrastructure, and effective governance and controls. Our ability to realize anticipated benefits from AI adoption, ML training, and workforce automation depends on, among other things, our ability to executive effectively, maintain model performance and reliability over time, manage the risks associated with bias, errors, data quality, and security, comply with evolving legal and regulatory requirements, and achieve adoption by employees,
customers, and partners. If we fail to innovate, deploy, and scale these capabilities, or if our investments do not produce the expected returns, our market position, operating results, and revenue may be adversely affected.
Regulatory Environment
The Company is subject to federal, state and local regulations, including healthcare and emergency medical services laws and regulations and tax laws and regulations. The Company's current business plan assumes no material change in these laws and regulations. In the event that any such change occurs, compliance with new laws and regulations may significantly affect the Company's operations and cost of doing business.
Government Contracts
In recent years, the Company's government contract work has represented a substantial portion of its overall revenue. While the Company expects government contract work to decline, both in absolute dollar terms and as a percentage of overall consolidated revenue, due primarily to the ending of large migrant-related projects in New York, the Company continues to bid on government contracts and expects some revenue from this sector in the future. However, government contract work is subject to risks and uncertainties. For example, starting in the second quarter of 2023, the Company began providing services to the recent migrant population in New York City and in upstate New York. Some of these services were provided pursuant to a contract with an ending date during the second quarter of 2024. While a portion of that contract was extended through December 31, 2024, other services began to wind down in May 2024. The wind-down of all services under such contract was completed in the fourth quarter of 2024. While the Company continued to provide services under other contracts during 2025, the wind-down of the remaining migrant-related services under other contracts was completed in December 2025, and the Company expects that the revenues from any remaining migrant-related projects will be relatively insignificant in 2026. As such, despite the Company's expectation for revenue growth in other business lines within the Mobile Health Services segment, we expect that overall Mobile Health Services revenues will be lower in 2026 than they were in 2025, given the absence of migrant-related project revenues.
In addition, government contract work subjects the Company to government audits, investigations and proceedings, which could lead to the Company to being barred from government work or subjected to fines if it is determined that a statute, rule, regulation, policy or contractual provision has been violated. Audits can also lead to adjustments to the amount of contract costs that the Company believes are reimbursable or to the ultimate amount the Company may be paid under the agreement. Furthermore, a shift in government policies or priorities, at either the federal, state or local level, surrounding the allocation of public spending to health care-related projects, could have a large impact on the Company's revenues in this area. A loss of or a decline in government contract work, if not offset by revenues from new or other existing customers, could have a material adverse effect on the Company's business, financial condition and results of operations.
Components of Results of Operations
Our business consists of three reportable segments - Mobile Health Services, Transportation Services and Corporate. All revenues and cost of revenues are contained within the Mobile Health Services and Transportation Services segments. Accordingly, revenues and cost of revenues are discussed below on a consolidated level and are also broken down between Mobile Health Services and Transportation Services. Operating expenses are discussed on a consolidated level and broken down among all three segments. The Company evaluates the performance of each of its segments based primarily on its results of operations. Accordingly, other income and expenses not included in results of operations are only included in the discussion of consolidated results of operations. When evaluating results of operations, the Company will typically not take into account certain on-cash elements of results of operations, such as impairments of intangible assets and goodwill. In the Company's view, these items, while part of results of operations, are not a reflection of the underlying performance of the business during the period being evaluated.
Revenues
The Company's revenues consist of services provided by its Mobile Health Services segment and its Transportation Services segment.
Cost of Revenues
Cost of revenues consists primarily of revenues-generating wages paid to employees, fees paid to subcontractors, medical supplies, vehicle insurance costs (including insurance premiums and costs incurred under the insurance deductibles), maintenance, fuel and facility rent. We expect cost of revenues to continue to rise as we grow our business.
Operating Expenses
General and Administrative Expenses
General and administrative expenses consist primarily of salaries, bad debt expense, insurance expense, consultant fees and professional fees for accounting and related services. We incur additional general and administrative expenses as a result of operating as a public company, including our compliance with SEC rules and regulations, audit activities, additional insurance expenses, investor relations activities and other administrative and professional services. In dollar terms, our general and administrative expenses have declined in recent quarters, along with the decline in our overall revenues, due to the wind-down of the Company's migrant-related projects. However, these costs have increased when measured as a percentage of total revenue, as the decline in general and administrative costs has been smaller than has been the decline in total revenue. Over the remainder of 2026, we expect that general and administrative costs will decline sequentially in both absolute dollars and as a percentage of revenues. Over the longer term, we expect that general and administrative expenses will increase along with headcount as the Company's overall business activity increases, including higher sales and marketing fees.
Depreciation and Amortization
The Company depreciates its assets using the straight-line method over the estimated useful lives of the respective assets. Amortization of intangibles consists of amortization of definite-lived intangible assets over their respective useful lives.
Legal and Regulatory Expenses
Legal and regulatory expenses include legal fees, consulting fees related to healthcare compliance and legal settlements.
Technology and Development Expenses
Technology and development expenses, consist primarily of costs incurred in the design and development of the Company's proprietary technology, third-party software and technologies. We expect technology and development expenses to increase in future periods to support our growth, including our intent to continue investing in the optimization, accuracy and reliability of our dispatch and communication platform and driving efficiency in our operations. These expenses may vary from period to period as a percentage of revenue, depending primarily upon when we choose to make more significant investments, particularly when entering new business lines or customer sales channels. Technology and development expenses will also be driven by investments made into new areas, such as AI.
Sales, Advertising and Marketing Expenses
Our sales, advertising and marketing expenses consist of costs directly associated with our sales and marketing activities, which primarily include sales commissions, marketing programs, trade shows and promotional materials and general branding. We expect our sales, advertising and marketing expenses to continue to increase over time as we increase our marketing activities, expand into new geographic markets and customer verticals, particularly in the Mobile Health segment, and continue to build brand awareness. Within the Transportation Services segment, these expenses are often related to our efforts to attract and retain personnel. Measured as a percentage of revenues, sales, advertising and marketing costs tend to be higher for the Mobile Health segment than in the Transportation Services segment. As we expect that Mobile Health segment to account for a larger proportion of overall revenues going forward, we would anticipate that selling, advertising and marketing expenses could increase as a percentage of overall consolidated revenues.
Interest Expense
Interest expense consists primarily of interest on our outstanding borrowings under our outstanding notes payable and financing obligations, including our Prior Revolving Facility. These expenses are determined by the amounts of debt that are outstanding, as well as market interest rates, which form the basis for the interest expenses relating to our Prior Revolving Facility. Interest expense also includes interest paid under the terms of our finance and operating equipment leases. Interest expense is reported on a net basis, so that interest income earned on the Company's cash and investment balances serves to offset part or all of our interest expense in a particular period.
Results of Operations
Comparison of the Three Months Ended June 30, 2026 and 2025
| Three Months Ended June 30, |
Change $ |
Change % |
|||||||||||||||||||||||||||||||||
| $ in Millions | 2026 | 2025 | |||||||||||||||||||||||||||||||||
| Actual Results | % of Total Revenues | Actual Results | % of Total Revenues | ||||||||||||||||||||||||||||||||
| Revenues, net | $ | 73.4 | 100.0 | % | $ | 80.4 | 100.0 | % | $ | (7.0) | (8.7) | % | |||||||||||||||||||||||
| Expenses: | |||||||||||||||||||||||||||||||||||
| Cost of revenues (exclusive of depreciation and amortization, which is shown separately below) | 51.0 | 69.5 | % | 55.0 | 68.4 | % | (4.0) | (7.3) | % | ||||||||||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||||||||||||||
| General and administrative | 29.7 | 40.5 | % | 31.2 | 38.8 | % | (1.5) | (4.8) | % | ||||||||||||||||||||||||||
| Depreciation and amortization | 2.7 | 3.7 | % | 4.0 | 5.0 | % | (1.3) | (32.5) | % | ||||||||||||||||||||||||||
| Legal and regulatory | 4.0 | 5.4 | % | 4.3 | 5.3 | % | (0.3) | (7.0) | % | ||||||||||||||||||||||||||
| Technology and development | 3.5 | 4.8 | % | 3.0 | 3.7 | % | 0.5 | 16.7 | % | ||||||||||||||||||||||||||
| Sales, advertising and marketing | 0.4 | 0.5 | % | 0.4 | 0.6 | % | - | - | % | ||||||||||||||||||||||||||
| Total expenses | 91.3 | 124.4 | % | 97.9 | 121.8 | % | (6.6) | (6.7) | % | ||||||||||||||||||||||||||
| Loss from operations | (17.9) | (24.4) | % | (17.5) | (21.8) | % | (0.4) | (2.3) | % | ||||||||||||||||||||||||||
| Other (expense) income: | |||||||||||||||||||||||||||||||||||
| Interest expense, net | (0.1) | (0.1) | % | (0.5) | (0.6) | % | 0.4 | 80.0 | % | ||||||||||||||||||||||||||
| Other income (expense) | 0.1 | 0.1 | % | 0.1 | 0.1 | % | - | - | % | ||||||||||||||||||||||||||
| Total other (expense) income | - | - | % | (0.4) | (0.5) | % | 0.4 | 100.0 | % | ||||||||||||||||||||||||||
| Net loss before income tax (provision) benefit | (17.9) | (24.4) | % | (17.9) | (22.3) | % | - | - | % | ||||||||||||||||||||||||||
| (Provision for) benefit from income taxes | (0.1) | (0.1) | % | 4.6 | 5.8 | % | (4.7) | (102.2) | % | ||||||||||||||||||||||||||
| Net loss | (18.0) | (24.5) | % | (13.3) | (16.5) | % | (4.7) | (35.3) | % | ||||||||||||||||||||||||||
| Net loss attributable to noncontrolling interests | (2.2) | (3.0) | % | (2.1) | (2.6) | % | (0.1) | (4.8) | % | ||||||||||||||||||||||||||
| Net loss attributable to stockholders of DocGo Inc. and Subsidiaries | $ | (15.8) | (21.5) | % | $ | (11.2) | (13.9) | % | $ | (4.6) | (41.1) | % | |||||||||||||||||||||||
Revenues
Consolidated
For the three months ended June 30, 2026, total revenues were $73.4 million, a decrease of $7.0 million, or 8.7%, compared to the three months ended June 30, 2025.
Mobile Health Services
For the three months ended June 30, 2026, Mobile Health Services revenues were $21.4 million, a decrease of $9.4 million, or 30.5%, compared to the three months ended June 30, 2025. The decline in revenues was due to the ongoing wind-down of migrant-related services, which had ramped up sharply in the third quarter of 2023 and peaked in the first quarter of 2024. Starting in the second quarter of 2023, the Company began providing services to the recently arrived migrant population in New York City and in upstate New York. These projects, which included both medical and non-medical
services, such as shelter and security, expanded throughout the third and fourth quarters of 2023 and into the first quarter of 2024. However, some of these services were provided pursuant to a contract with an ending date during the second quarter of 2024. A portion of that contract was extended through December 31, 2024, while other services began to wind down in May 2024. The wind-down of all services under such contract was completed in the fourth quarter of 2024. The wind-down of the remaining migrant-related services under other contracts was completed in the fourth quarter of 2025, and the Company expects that the revenues from any remaining migrant-related projects will be relatively insignificant in 2026. As such, despite the Company's expectation for revenue growth in other business lines within the Mobile Health Services segment, we expect that overall Mobile Health Services revenues will be lower in 2026 than they were in 2025, given the absence of migrant-related project revenues. Offsetting the decline in revenues from migrant-related services was the inclusion in the current year period of virtual care revenues from SteadyMD, which was acquired in October 2025.
Transportation Services
For the three months ended June 30, 2026, Transportation Services revenues were $52.0 million, an increase of $2.4 million, or 4.8%, compared to the three months ended June 30, 2025. This increase was due to a 10.8% increase in U.S. trip volumes, to 80,447 trips in the three months ended June 30, 2026, from 72,598 trips for the three months ended June 30, 2025. The average trip price increased to $426 in the three months ended June 30, 2026, from $410 in the three months ended June 30, 2025. The biggest volume gains were witnessed in New York, Texas and Tennessee. These increases in volumes and average trip price in the U.S. were partially offset by declines in the U.K. market.
Cost of revenues
For the three months ended June 30, 2026, total cost of revenues (exclusive of depreciation and amortization) decreased by 7.3% compared to the three months ended June 30, 2025, while revenues decreased by approximately 8.7%. Cost of revenues as a percentage of revenues increased to 69.5% in the three months ended June 30, 2026 from 68.4% in the three months ended June 30, 2025.
Total cost of revenues in the three months ended June 30, 2026 decreased by $4.0 million compared to the same period in 2025. This decrease was primarily attributable to a $2.9 million decrease in total compensation, a $0.4 million decline in subcontracted labor costs and a $0.2 decline in lab fees, driven by the Mobile Health Services segment, due to the absence of migrant-related projects during the current year period. There was also a net decrease of $0.5 million, across a variety of cost of revenues categories.
For the Mobile Health Services segment, cost of revenues (exclusive of depreciation and amortization) in the three months ended June 30, 2026 amounted to $15.6 million, down 25.0% from $20.8 million in the three months ended June 30, 2025. Cost of revenues as a percentage of revenues increased to 72.9% from 67.5% in the prior year period, due to the decline in Mobile Health Services revenues from migrant-related projects and the inclusion of lower margin virtual care revenues from the Steady MD business line in the current year period only. These factors outweighed the year-over-year growth in higher margin service lines, such as mobile phlebotomy and remote patient monitoring.
For the Transportation Services segment, cost of revenues (exclusive of depreciation and amortization) in the three months ended June 30, 2026 amounted to $35.4 million, up 3.5% from $34.2 million in the three months ended June 30, 2025. Cost of revenues as a percentage of revenues decreased to 68.1% from 69.0% in the prior year quarter, due to the revenue increase, which outweighed the effect of increased compensation and higher vehicle costs. Total compensation increased by 2.6% year-over-year, reflecting increased field headcount and temporary increases in the effective hourly wage for certain shifts in some of the Company's markets, as the Company aggressively expands its staff in order to reduce its reliance on subcontractors. Costs for subcontractors declined by 17.9% when compared to last year's second quarter, reflecting a planned reduction in the number of ambulance trips that were completed by subcontractors in instances where the Company previously did not have sufficient personnel capacity to provide the requested services. Vehicle costs were driven higher primarily due to increased fuel costs, reflecting higher prices for gasoline throughout the quarter, which have continued into the third quarter.
Operating expenses
For the three months ended June 30, 2026, the Company recorded $40.3 million of operating expenses compared to $42.9 million for the three months ended June 30, 2025, a decrease of 6.1%. As a percentage of revenue, operating expenses increased from 53.4% in the second quarter of 2025 to 54.9% in the second quarter of 2026, reflecting the decrease in revenues described above. The decrease of $2.6 million in operating expenses related primarily to a decline of $0.5 million in total compensation, a $0.6 million decline in subcontractor costs and a $1.3 million decline in depreciation and
amortization, reflecting the writedown of intangible assets in the third and fourth quarters of 2025. There was also a net decline of $0.2 million across a variety of other operating expense categories.
For the Mobile Health Services segment, operating expenses in the three months ended June 30, 2026 were $11.0 million, up 3.8% from $10.6 million in the three months ended June 30, 2025, as the investments made in the Company's nascent care gap closure business and the inclusion of operating expenses from the SteadyMD business which was acquired in October 2025 outweighed the elimination of operating expenses related to the wound-down migrant-related projects. Operating expenses as a percentage of revenues increased to 51.4% in the second quarter of 2026, from 34.4% in the second quarter of 2025, reflecting the significant drop in Mobile Health Services revenues in relation to cessation of migrant-related projects in New York at the end of 2025.
For the Transportation Services segment, operating expenses in the three months ended June 30, 2026 were $16.3 million, up 1.2% from $16.1 million in the three months ended June 30, 2025. Operating expenses as a percentage of revenues decreased slightly, to 31.3% for the three months ended June 30, 2026 from 32.5% in the three months ended June 30, 2025, as the increased revenues outweighed the increased compensation for non-field personnel, to support the ongoing growth of that segment.
For the Corporate segment, which represents primarily shared services that are not contained within the entities included in either the Mobile Health Services or Transportation Services segments, operating expenses in the three months ended June 30, 2026 were $13.0 million, down 19.8% from $16.2 million in the three months ended June 30, 2025, due to reduced corporate headcount, lower subcontractor costs and a 34% decline in professional fees, all relating to the Company's ongoing cost-cutting efforts. Corporate expenses amounted to approximately 17.7% of total consolidated revenues in the second quarter of 2026, compared to 20.1% in the second quarter of 2025, despite the decline in total consolidated revenues, reflecting the impact of these cost-cutting efforts.
Interest expense, net
During the three months ended June 30, 2026, the Company recorded a $0.1 million interest expense, net compared to a $0.5 million interest expense, net in the three months ended June 30, 2025. Interest expenses and related fees on borrowings under the Prior Revolving Facility outweighed interest earned on balances in the Company's interest-bearing accounts in both of the three month periods ended June 30, 2026 and 2025.
Loss on equity method investment
The Company did not record a gain or loss on equity method investment for the three months ended June 30, 2026. During the three months ended June 30, 2025, the Company recorded a loss on equity method investments of $38,817, representing its share of the losses incurred by an entity in which the Company has a minority interest.
Loss on disposal of fixed assets
During the three months ended June 30, 2026, the Company recorded a $39,574 loss on disposal of fixed assets compared to a $48,354 loss on disposal of fixed assets in three months ended June 30, 2025.
Other income (expense)
The Company recorded other income of $0.1 million for three months ended June 30, 2026 and 2025.
(Provision for) benefit from income taxes
During the three months ended June 30, 2026, the Company recorded an income tax provision of $0.1 million, compared to an income tax benefit of $4.6 million in the three months ended June 30, 2025.
Net loss attributable to noncontrolling interests
For the three months ended June 30, 2026, the Company had net loss attributable to noncontrolling interests of approximately $2.2 million, compared to net loss attributable to noncontrolling interests of approximately $2.1 million for the three months ended June 30, 2025.
Comparison of the Six Months Ended June 30, 2026 and 2025
| Six Months Ended June 30, |
Change $ |
Change % |
|||||||||||||||||||||||||||||||||
| $ in Millions | 2026 | 2025 | |||||||||||||||||||||||||||||||||
| Actual Results | % of Total Revenue | Actual Results | % of Total Revenue | ||||||||||||||||||||||||||||||||
| Revenues, net | $ | 149.0 | 100.0 | % | $ | 176.5 | 100.0 | % | $ | (27.5) | (15.6) | % | |||||||||||||||||||||||
| Expenses: | |||||||||||||||||||||||||||||||||||
| Cost of revenues (exclusive of depreciation and amortization, which is shown separately below) | $ | 102.7 | 68.9 | % | $ | 120.2 | 68.1 | % | $ | (17.5) | (14.6) | % | |||||||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||||||||||||||
| General and administrative | $ | 60.6 | 40.7 | % | $ | 64.2 | 36.4 | % | $ | (3.6) | (5.6) | % | |||||||||||||||||||||||
| Depreciation and amortization | $ | 5.3 | 3.6 | % | $ | 7.7 | 4.4 | % | $ | (2.4) | (31.2) | % | |||||||||||||||||||||||
| Legal and regulatory | $ | 9.1 | 6.1 | % | $ | 8.6 | 4.9 | % | $ | 0.5 | 5.8 | % | |||||||||||||||||||||||
| Technology and development | $ | 7.1 | 4.8 | % | $ | 6.6 | 3.7 | % | $ | 0.5 | 7.6 | % | |||||||||||||||||||||||
| Sales, advertising and marketing | $ | 0.8 | 0.5 | % | $ | 0.7 | 0.4 | % | $ | 0.1 | 14.3 | % | |||||||||||||||||||||||
| Total expenses | $ | 185.6 | 124.6 | % | $ | 208.0 | 117.9 | % | $ | (22.4) | (10.8) | % | |||||||||||||||||||||||
| Loss from operations | $ | (36.6) | (24.6) | % | $ | (31.5) | (17.9) | % | $ | (5.1) | (16.2) | % | |||||||||||||||||||||||
| Other (expense) income: | |||||||||||||||||||||||||||||||||||
| Interest expense, net | $ | (0.2) | (0.1) | % | $ | (0.9) | (0.5) | % | $ | 0.7 | 77.8 | % | |||||||||||||||||||||||
| Loss on change in fair value of contingent consideration | $ | (2.8) | (1.9) | % | - | - | % | $ | (2.8) | (100.0) | % | ||||||||||||||||||||||||
| Insurance proceeds | $ | 4.7 | 3.2 | % | $ | - | - | % | $ | 4.7 | 100.0 | % | |||||||||||||||||||||||
| Loss on equity method investment | $ | - | - | % | $ | (0.1) | (0.1) | % | $ | 0.1 | 100.0 | % | |||||||||||||||||||||||
| Loss on disposal of fixed assets | $ | (0.1) | (0.1) | % | $ | - | - | % | $ | (0.1) | (100.0) | % | |||||||||||||||||||||||
| Other income (expense) | $ | 0.4 | 0.3 | % | (0.2) | (0.1) | % | $ | 0.6 | 300.0 | % | ||||||||||||||||||||||||
| Total other (expense) income | $ | 2.0 | 1.3 | % | (1.2) | (0.7) | % | $ | 3.2 | 266.7 | % | ||||||||||||||||||||||||
| Net loss before income tax (provision) benefit | $ | (34.6) | (23.2) | % | $ | (32.7) | (18.5) | % | $ | (1.9) | (5.8) | % | |||||||||||||||||||||||
| (Provision for) benefit from income taxes | $ | (0.1) | (0.1) | % | $ | 8.4 | 4.7 | % | $ | (8.5) | (102.1) | % | |||||||||||||||||||||||
| Net loss | $ | (34.7) | (23.3) | % | $ | (24.3) | (13.8) | % | $ | (10.4) | (42.8) | % | |||||||||||||||||||||||
| Net loss attributable to noncontrolling interests | $ | (4.1) | (2.8) | % | $ | (3.8) | (2.2) | % | $ | (0.3) | (7.9) | % | |||||||||||||||||||||||
| Net loss attributable to stockholders of DocGo Inc. and Subsidiaries | $ | (30.6) | (20.5) | % | $ | (20.5) | (11.6) | % | $ | (10.1) | (49.3) | % | |||||||||||||||||||||||
Revenues
Consolidated
For the six months ended June 30, 2026, total revenues were $149.0 million, a decrease of $27.5 million, or 15.6%, compared to the six months ended June 30, 2025.
Mobile Health Services
For the six months ended June 30, 2026, Mobile Health Services revenues were $45.0 million, a decrease of $30.9 million, or 40.7%, compared to the six months ended June 30, 2025. The decline in revenues was due to the ongoing wind-down of migrant-related services, which had ramped up sharply in the third quarter of 2023 and peaked in the first quarter of 2024. Starting in the second quarter of 2023, the Company began providing services to the recently arrived migrant population in New York City and in upstate New York. These projects, which included both medical and non-medical services, such as shelter and security, expanded throughout the third and fourth quarters of 2023 and into the first quarter of 2024. However, some of these services were provided pursuant to a contract with an ending date during the second quarter of 2024. A portion of that contract was extended through December 31, 2024, while other services began to wind down in May 2024. The wind-down of all services under such contract was completed in the fourth quarter of 2024. The wind-down of the remaining migrant-related services under other contracts was completed in the fourth quarter of 2025, and the Company expects that the revenues from any remaining migrant-related projects will be relatively insignificant in 2026. As such, despite the Company's expectation for revenue growth in other business lines within the Mobile Health Services segment, we expect that overall Mobile Health Services revenues will be lower in 2026 than they were in 2025, given the absence of migrant-related project revenues. Offsetting the decline in revenues from migrant-related services was the inclusion in the current year period of virtual care revenues from SteadyMD, which was acquired in October 2025.
Transportation Services
For the six months ended June 30, 2026, Transportation Services revenues were $104.0 million, an increase of $3.5 million, or 3.5%, compared to the six months ended June 30, 2025. This increase was due to a 9.2% increase in U.S. trip volumes, to 160,159 trips in the six months ended June 30, 2026, from 146,728 trips for the six months ended June 30, 2025. The average trip price increased to $417 in the six months ended June 30, 2026, from $394 in the six months ended June 30, 2025. The biggest volume gains were witnessed in New York, Texas and Tennessee. These increases in volumes and average trip price in the U.S. were partially offset by declines in the U.K. market.
Cost of revenues
For the six months ended June 30, 2026, total cost of revenues (exclusive of depreciation and amortization) decreased by 14.6% compared to the six months ended June 30, 2025, while revenues decrease by approximately 15.6%. Cost of revenues as a percentage of revenues increased to 68.9% in the six months ended June 30, 2026 from 68.1% in the six months ended June 30, 2025.
Total cost of revenues in the six months ended June 30, 2026 decreased by $17.5 million compared to the same period in 2025. This decrease was primarily attributable to a $9.6 million decrease in total compensation and a $7.1 million decline in subcontracted labor costs, driven by the Mobile Health Services segment, due to the absence of migrant-related projects during the current year period. There was also a net decline of $0.8 million across several cost of revenues categories.
For the Mobile Health Services segment, cost of revenues (exclusive of depreciation and amortization) in the six months ended June 30, 2026 amounted to $32.0 million, down 38.6% from $52.1 million in the six months ended June 30, 2025. Cost of revenues as a percentage of revenues increased to 71.1% from 68.6% in the prior year period, as the decline in Mobile Health Services revenues from migrant-related projects outweighed the growth in higher margin service lines, such as mobile phlebotomy and remote patient monitoring.
For the Transportation Services segment, cost of revenues (exclusive of depreciation and amortization) in the six months ended June 30, 2026 amounted to $70.7 million, up 3.8% from $68.1 million in the six months ended June 30, 2025. Cost of revenues as a percentage of revenues increased to 68.0% from 67.8% in the prior year quarter, despite the revenue increase, due to increased compensation and higher vehicle costs. Total compensation increased by 5.3% year-over-year, reflecting increased field headcount and temporary increases in the effective hourly wage for certain shifts in some of the Company's markets, as the Company aggressively expands its staff in order to reduce its reliance on subcontractors. Costs for subcontractors declined by 21.1% when compared to last year's first half, reflecting a planned reduction in the number of ambulance trips that were completed by subcontractors in instances where the Company previously did not have sufficient personnel capacity to provide the requested services. Vehicle costs were driven higher primarily due to increased fuel costs, reflecting higher prices for gasoline starting in March, which continued throughout the second quarter.
Operating expenses
For the six months ended June 30, 2026, the Company recorded $82.9 million of operating expenses compared to $87.8 million for the six months ended June 30, 2025, a decrease of 5.6%. As a percentage of revenue, operating expenses
increased from 49.7% in the second quarter of 2025 to 55.6% in the second quarter of 2026, reflecting the decrease in revenues described above. The decrease of $4.9 million in operating expenses related primarily to a decline of $2.0 million in total compensation, a reduction of $1.5 million in subcontractor costs and a $2.4 million decline in depreciation and amortization charges, reflecting write-downs of intangible assets in the second half of 2025, partially offset by $1.0 million increases in legal, regulatory, and technology and development expenses.
For the Mobile Health Services segment, operating expenses in both the six months ended June 30, 2026 and 2025 were $22.1 million, as the elimination of operating expenses related to the wound-down migrant-related projects were offset by investments made in the Company's nascent care gap closure business and the inclusion of operating expenses from the SteadyMD business which was acquired in October 2025. Operating expenses as a percentage of revenues increased to 49.1% in the second quarter of 2026, from 29.1% in the second quarter of 2025, reflecting the significant drop in Mobile Health Services revenues in relation to cessation of migrant-related projects in New York at the end of 2025.
For the Transportation Services segment, operating expenses in the six months ended June 30, 2026 were $33.0 million, up 3.8% from $31.8 million in the six months ended June 30, 2025. Operating expenses as a percentage of revenues increased slightly, to 31.7% for the six months ended June 30, 2026 from 31.6% in the six months ended June 30, 2025, as the increased revenues outweighed the effect of increased compensation for non-field personnel, to support the ongoing growth of that segment.
For the Corporate segment, which represents primarily shared services that are not contained within the entities included in either the Mobile Health Services or Transportation Services segments, operating expenses in the six months ended June 30, 2026 were $27.8 million, down 18.0% from $33.9 million in the six months ended June 30, 2025, due to reduced corporate headcount, lower subcontractor costs and decreased professional fees, relating to the Company's ongoing cost-cutting efforts. Corporate expenses amounted to approximately 18.7% of total consolidated revenues in the second quarter of 2026, compared to 19.2% in the second quarter of 2025, despite the decline in total consolidated revenues, reflecting the impact of these cost-cutting efforts.
Interest expense, net
During the six months ended June 30, 2026, the Company recorded a $0.2 million interest expense, net compared to a $0.9 million interest expense, net in the six months ended June 30, 2025. Interest expenses and related fees on borrowings under the Prior Revolving Facility outweighed interest earned on balances in the Company's interest-bearing accounts in both of the six month periods ended June 30, 2026 and 2025.
Loss on change in fair value of contingent consideration
During the six months ended June 30, 2026, the Company recorded a $2.8 million loss on the change in fair value of contingent consideration, reflecting an improved revenue outlook for the SteadyMD business, which was acquired in October 2025. The Company did not record a change in fair value of contingent consideration during the six months ended June 30, 2025.
Insurance proceeds
During the six months ended June 30, 2026, the Company recorded $4.7 million in other income from insurance proceeds. The Company did not record any insurance proceeds during the six months ended June 30, 2025. The Company was reimbursed in the 2026 period for legal fees that were covered by the Company's insurance policy.
Loss on equity method investment
The Company did not record a gain or loss on equity method investment for the six months ended June 30, 2026. During the six months ended June 30, 2025, the Company recorded a loss on equity method investments of $0.1 million, representing its share of the losses incurred by an entity in which the Company has a minority interest.
Loss on disposal of fixed assets
During the six months ended June 30, 2026, the Company recorded a $0.1 million loss on disposal of fixed assets compared to a $33,215 loss on disposal of fixed assets in six months ended June 30, 2025.
Other income (expense)
During the six months ended June 30, 2026, the Company recorded other income of $0.4 million, compared to other expense of $0.2 million in the six months ended June 30, 2025.
(Provision for) benefit from income taxes
During the six months ended June 30, 2026, the Company recorded an income tax provision of $0.1 million, compared to an income tax benefit of $8.4 million in the six months ended June 30, 2025.
Net loss attributable to noncontrolling interests
For the six months ended June 30, 2026, the Company had net loss attributable to noncontrolling interests of approximately $4.1 million, compared to net loss attributable to noncontrolling interests of approximately $3.8 million for the six months ended June 30, 2025.
Liquidity and Capital Resources
Between the inception of the Company's wholly owned subsidiary Ambulnz and the Business Combination, Ambulnz completed three equity financing transactions as its principal source of liquidity. In November 2021, upon the completion of the Business Combination and the private placement of Common Stock that closed concurrently with the Business Combination, the Company received proceeds of approximately $158.1 million, net of transaction expenses. Generally, the Company has utilized proceeds from the equity financing transactions and the Business Combination to finance operations, invest in assets, make acquisitions and fund accounts receivable. The Company has also funded these activities through operating cash flows. Operating cash flows are not always sufficient to meet immediate obligations arising from current operations. For example, as the business has grown, the Company's expenditures for human capital and supplies have expanded accordingly, and the timing of the payments for payroll and to associated vendors, compared to the timing of receipts of cash from customers, frequently results in the need to use existing cash balances to fund working capital needs. During the year ended December 31, 2025, as the Company collected older invoices from municipal customers for services provided in 2024 and early 2025, operating cash flows were sufficient to outweigh the Company's operating losses. However, as most of these older invoices had been collected by the end of 2025, operating cash flows in 2026 will likely not be sufficient to cover operating losses and working capital demands.
The Company's future working capital needs depend on many factors, including the overall growth of the Company and the various payment terms that are negotiated with customers and vendors. The Company's future capital requirements depend on many factors, including potential acquisitions, the Company's level of investment in technology and ongoing technology development, and rate of growth in existing markets and into new markets. Capital requirements might also be affected by factors outside of the Company's control, such as interest rates, rising inflation and other monetary and fiscal policy changes to the manner in which the Company currently operates. If the Company's growth rate is higher than is currently anticipated, resulting in greater-than-anticipated capital requirements, the Company might need to, or choose to, raise additional capital through debt or equity financings, or through a draw down on the Company's credit line.
On November 1, 2022, the Company entered into the Prior Credit Agreement, which provided for the Prior Revolving Facility in the initial aggregate principal amount of $90.0 million. The Prior Revolving Facility included the ability for the Company to request an increase to the commitment by an additional amount of up to $50.0 million, though no lender (nor the lenders collectively) was obligated to increase its respective commitments. The Prior Revolving Facility was subject to certain financial covenants, such as a net leverage ratio and interest coverage ratio, as defined in the Prior Credit Agreement. On August 1, 2025, the Company repaid the outstanding balances, and there were no amounts outstanding related to the Prior Revolving Facility as of the date of the filing of this Quarterly Report on Form 10-Q.
On August 7, 2025, the Company amended and restated the Prior Credit Agreement. The Credit Agreement provides for the Revolving Facility of up to an aggregate principal amount of $55.0 million, and borrowings thereunder are subject to a borrowing base formula based on eligible receivables as described therein. The Revolving Facility includes the ability for the Company to request an increase to the commitment by an additional amount of up to $20.0 million, though neither Lender nor any other lender is obligated to provide any such additional commitment. Borrowings under the Revolving Facility bear interest at a per annum rate equal to: (i) at the Company's option, (x) the base rate or (y) the adjusted term SOFR rate, plus (ii) the applicable margin. The applicable margin for an adjusted term SOFR loan is 2.00% and the applicable margin for a base rate loan is 1.00%. The Revolving Facility matures on November 1, 2027, the five-year
anniversary of the original closing date of the Prior Credit Agreement. The Credit Agreement is secured by a first-priority lien on substantially all of the Company's present and future personal assets and intangible assets. The Credit Agreement is subject to a certain minimum liquidity financial covenant based on the prior twelve months' cash burn and the Company's available cash balances and borrowing ability under the Credit Agreement. As of December 31, 2025, the Company was no longer in compliance with such covenant under the Credit Agreement. The Company is currently in active discussions with its lender to reach a resolution regarding the covenant non-compliance and to preserve its ability to draw from the Revolving Facility as needed. There can be no assurance that the Company will be successful in reaching a resolution or that the Revolving Facility will remain available; however, these discussions are still progressing as of June 30, 2026.
Considering the foregoing, including historical operating losses, the projected liquidity deficit, and the covenant non-compliance under the Credit Agreement, the Company, together with its Board of Directors, has reviewed and extensively discussed certain plans intended to reduce cash utilization and operating costs, including transitioning a larger portion of bonus compensation from cash to Company stock, intensified collection efforts focused on closing out open municipal receivables from ended contracts, reducing headcount, and delayed spending on certain business growth strategies, as well as utilizing the Revolving Facility, subject to obtaining the necessary waiver from its lender. In addition, the Company is in active discussions with alternative lenders for either a new revolving line of credit or for a term loan. These discussions were ongoing as of June 30, 2026. While these plans carry meaningful inherent risk to operations, the Company's management and the Board of Directors have evaluated these conditions in totality and conclude it is probable that, when implemented, the plans will be sufficient to alleviate substantial doubt about the Company's ability to continue as a going concern for the next twelve months. See Note 2, "Summary of Significant Accounting Policies - Liquidity and Going Concern" for further information.
Capital Resources
Working capital as of June 30, 2026 and December 31, 2025 was as follows:
| $ in Millions |
June 30, 2026 |
December 31, 2025 |
Change $ |
Change % |
|||||||||||||||||||
| Working capital | |||||||||||||||||||||||
| Current assets | $ | 119.8 | $ | 152.4 | $ | (32.6) | (21.4) | % | |||||||||||||||
| Current liabilities | 72.3 | 67.5 | 4.8 | 7.1 | % | ||||||||||||||||||
| Total working capital | $ | 47.5 | $ | 84.9 | $ | (37.4) | (44.1) | % | |||||||||||||||
As of June 30, 2026, available cash totaled $25.2 million, which represented a decrease of $25.8 million compared to December 31, 2025, primarily reflecting the net loss recorded during the six months ended June 30, 2026. As of June 30, 2026, working capital amounted to $47.5 million, which represented a decrease of $37.4 million compared to December 31, 2025, reflecting the decline in cash, accompanied by a decline in accounts receivable, increases in accounts payable and the current portion of contingent consideration. Current assets declined by $32.6 million, due primarily to the decline in cash and accounts receivable as well as a decrease in other current assets.
Cash Flows
Cash flows for the six months ended June 30, 2026 and 2025 were as follows:
| Six Months Ended June 30, |
Change $ |
Change % |
|||||||||||||||||||||
| $ in Millions | 2026 | 2025 | |||||||||||||||||||||
| Cash flow summary | |||||||||||||||||||||||
| Net cash (used in) provided by operating activities | $ | (13.9) | $ | 43.2 | $ | (57.1) | (132.2) | % | |||||||||||||||
| Net cash used in investing activities | (2.2) | (27.1) | 24.9 | 91.9 | % | ||||||||||||||||||
| Net cash used in financing activities | (4.1) | (15.9) | 11.8 | 74.2 | % | ||||||||||||||||||
| Effect of exchange rate changes | (0.1) | 1.0 | (1.1) | (110.0) | % | ||||||||||||||||||
| Net (decrease) increase in cash, cash equivalents, restricted cash and restricted cash equivalents | $ | (20.3) | $ | 1.2 | $ | (21.5) | (1791.7) | % | |||||||||||||||
Operating Activities
During the six months ended June 30, 2026, operating activities used $13.9 million of cash, due to a net loss of $34.7 million. Non-cash charges amounted to $16.8 million and included $5.9 million of stock compensation expense, $5.4 million in depreciation of property and equipment and right-of-use assets, $2.8 million in bad debt expense, a loss on change in fair value of contingent consideration of $2.8 million, and a loss on disposal of fixed asset of $0.1 million. These were partially offset by $0.2 million in accretion of discount related to restricted investments. Changes in assets and liabilities resulted in approximately $4.0 million in positive operating cash flow, as a $3.8 million decline in accounts receivable, a $0.1 million decline in prepaid expenses and a $2.8 million increase in accounts payable were partially offset by a $2.5 million decrease in accrued liabilities, a $0.1 million increase in operating lease liabilities and right-of-use assets and a $0.1 million increase in other assets.
During the six months ended June 30, 2025, operating activities provided $43.2 million of cash, despite a net loss of $24.3 million. Non-cash charges amounted to $11.0 million and included $9.7 million of stock compensation expense, $5.0 million in depreciation of property and equipment and right-of-use assets, $2.7 million from amortization of intangible assets, bad debt expense of $2.5 million. These were partially offset by $8.8 million in deferred taxes and $0.1 million in accretion of discount related to restricted investments. Changes in assets and liabilities resulted in approximately $56.5 million in positive operating cash flow, as a $86.2 million decrease in accounts receivable, reflecting collections of invoices from large municipal customers, a $1.0 million decrease in other assets, and a $0.3 million increase operating lease liabilities and right-of-use assets were partially offset by a $7.5 million decrease in accrued liabilities, a $18.2 million decrease in accounts payable, and a $5.3 million increase in prepaid expenses and other current assets.
Investing Activities
During the six months ended June 30, 2026, investing activities used $2.2 million of cash and restricted cash and consisted of the purchase of restricted investments of $7.5 million, the capitalization of software development costs of $1.5 million and the purchase of property and equipment totaling approximately $0.7 million, which were partially offset by $7.5 million in proceeds from the sale and maturity of restricted investments.
During the six months ended June 30, 2025, investing activities used $27.1 million of cash and restricted cash and consisted of the purchase of restricted investments of $22.2 million, the acquisition of a business of $3.6 million, the purchase of property and equipment totaling approximately $2.2 million, and the capitalization of software development costs of $1.6 million, partially offset by $2.3 million in proceeds from the sale of restricted investments and $0.2 million in cash proceeds from the disposal of property and equipment
Financing Activities
During the six months ended June 30, 2026, financing activities used $4.1 million of cash, as the Company made $3.0 million in payments under the terms of finance leases, made $1.0 million in distributions to noncontrolling interests and made $0.1 million in payments due to seller.
During the six months ended June 30, 2025, financing activities used $15.9 million of cash, as the Company spent approximately $10.8 million on its share repurchase program, made $2.7 million in payments under the terms of finance leases, paid $1.3 million in taxes related to shares withheld for employee taxes, made $0.8 million in payments due to seller and made $0.3 million in earnout payments on contingent liabilities.
Future minimum annual maturities of notes payable as of June 30, 2026 are as follows (in thousands):
| Notes Payable | |||||
| 2026, remaining | $ | 23.5 | |||
| 2027 | $ | 50.0 | |||
| 2028 | $ | 54.2 | |||
| 2029 | $ | 58.9 | |||
| 2030 | $ | 20.7 | |||
| Total maturities | $ | 207.3 | |||
| Current portion of notes payable | $ | (48.0) | |||
| Long-term portion of notes payable | $ | 159.3 | |||
Future minimum lease payments under finance leases as of June 30, 2026 are as follows (in millions):
| Finance Leases | |||||
| 2026, remaining | $ | 3.4 | |||
| 2027 | 5.7 | ||||
| 2028 | 4.5 | ||||
| 2029 | 2.8 | ||||
| 2030 | 1.0 | ||||
| 2031 | 0.1 | ||||
| Total future minimum lease payments | 17.5 | ||||
| Less effects of discounting | (1.6) | ||||
| Present value of future minimum lease payments | $ | 15.9 | |||
Future minimum lease payments under operating leases as of June 30, 2026 are as follows (in millions):
|
Operating Leases |
|||||
| 2026, remaining | $ | 2.3 | |||
| 2027 | 3.8 | ||||
| 2028 | 2.8 | ||||
| 2029 | 1.4 | ||||
| 2030 | 0.2 | ||||
| 2031 | 0.1 | ||||
| Thereafter | 0.1 | ||||
| Total future minimum lease payments | 10.7 | ||||
| Less effects of discounting | (0.9) | ||||
| Present value of future minimum lease payments | $ | 9.8 | |||
Critical Accounting Policies
Basis of Presentation
The Company's unaudited Condensed Consolidated Financial Statements are presented in conformity with U.S. GAAP and pursuant to the rules and regulations of the SEC. The unaudited Condensed Consolidated Financial Statements include the accounts and operations of the Company and its subsidiaries. All intercompany accounts and transactions are eliminated upon consolidation. Noncontrolling interests in the unaudited Condensed Consolidated Financial Statements represent the portion of consolidated joint ventures and VIEs in which the Company does not have direct equity ownership.
Principles of Consolidation
In accordance with ASC 810, the Company assesses whether it has a variable interest in legal entities with which it has a financial relationship and, if so, whether or not those entities are VIEs. For those entities that qualify as VIEs, ASC 810 requires the Company to determine if the Company is the primary beneficiary of the VIE, and if so, to consolidate the VIE.
The Company has entered into MSAs with PCs that employ or contract with physicians and other health professionals in order to provide healthcare services to the public. Each such PC is established and operated pursuant to the requirements of its respective domestic jurisdiction governing the practice of medicine. The Company provides each PC with everything the PC needs to operate except for clinicians, for which the PC is responsible. Without the administrative services, software, intellectual property and administrative personnel (among other things) provided by the Company, the PCs could not carry out their businesses. Moreover, the PCs do not have sufficient equity to finance their activities without additional subordinated financial support. Based on the foregoing, these entities are considered VIEs, and an enterprise having a controlling financial interest in a VIE must consolidate the VIE if it is the primary beneficiary, meaning it has (1) the power to direct the activities of the VIE that most significantly impacts the VIE's economic performance (power) and (2) the obligation to absorb losses of the VIE that potentially could be significant to the VIE or the right to receive benefits from the VIE that potentially could be significant to the VIE (benefits). In accordance with corporate practice of medicine restrictions, all clinical treatment decisions are made solely by licensed healthcare professionals engaged by the PCs. Nevertheless, the PCs cannot operate without the Company through the MSAs; therefore, the Company significantly impacts the economic performance of the PCs and funds and absorbs all losses of its PCs. The Company has therefore determined that it is the primary economic beneficiary of the PCs and appropriately consolidates them as VIEs.
Net loss for the Company's VIEs was $2.3 million and $2.4 million for the three months ended June 30, 2026 and 2025, respectively, and $4.1 million and $4.1 million for the six months ended June 30, 2026 and 2025, respectively. Total assets, exclusive of intercompany assets, amounted to $8.7 million and $7.0 million as of June 30, 2026 and December 31, 2025, respectively. Total liabilities, exclusive of intercompany liabilities, were $23.5 million and $17.8 million as of June 30, 2026 and December 31, 2025, respectively. The Company's VIEs' total stockholders' deficit was $14.8 million and $10.7 million as of June 30, 2026 and December 31, 2025, respectively.
Self-Insurance Reserves
The Company self-insures a number of risks, including, but not limited to, workers' compensation, auto liability and certain employee-related healthcare benefits. Standard actuarial procedures and data analysis are used to estimate the liabilities associated with these risks on an undiscounted basis. The recorded liabilities reflect the ultimate cost for claims incurred but not paid and any estimable administrative run-out expenses related to the processing of these outstanding claim payments. On a regular basis, the liabilities are evaluated for appropriateness with claims reserve valuations. To limit exposure to some risks, the Company maintains insurance coverage with varying limits and retentions, including stop-loss insurance coverage for workers' compensation, auto liability and healthcare benefits.
Fair Value of Financial Instruments
ASC 820, Fair Value Measurements, provides guidance on the development and disclosure of fair value measurements. Under this accounting guidance, fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability.
The accounting guidance classifies fair value measurements in one of the following three categories for disclosure purposes:
Level 1: Quoted prices in active markets for identical assets or liabilities.
Level 2: Inputs other than Level 1 prices for similar assets or liabilities that are directly or indirectly observable in the marketplace.
Level 3: Unobservable inputs which are supported by little or no market activity and values determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation.
Fair value measurements discussed herein are based upon certain market assumptions and pertinent information available to management as of June 30, 2026 and December 31, 2025. For certain financial instruments, including cash, accounts receivable, prepaid expenses, other current assets, restricted cash, accounts payable, accrued expenses, and due to seller, the carrying amounts approximate their fair values as it is short term in nature. The notes payable are presented at their carrying value, which, based on borrowing rates currently available to the Company for loans with similar terms, approximates its fair values.
The Company's cash equivalents, restricted cash equivalents and restricted investments are valued at quoted market prices in active markets for similar assets, which the Company receives from the financial institutions that hold such investments on its behalf. This fair value determination is categorized as Level 1 within the fair value hierarchy.
Level 3 instruments are valued based on unobservable inputs that are supported by little or no market activity and reflect the Company's own assumptions in measuring fair value. Future changes in fair value of the contingent consideration, as a result of changes in significant inputs such as the discount rate and estimated probabilities of financial milestone achievements, could have a material effect on the unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss and unaudited Condensed Consolidated Balance Sheets in the period of the change.
Accounts Receivable
The Company contracts with hospitals, healthcare facilities, businesses, state and local government entities, and insurance providers to provide Mobile Health Services and Transportation Services at specified rates. These rates are either on a per procedure or per transport basis, or on an hourly or daily basis. Accounts receivable consist of billings for healthcare and transportation services provided to patients. Billings typically are either paid or settled on the patient's behalf by health insurance providers, managed care organizations, treatment facilities, government sponsored programs or businesses or patients directly. The Company generally does not require collateral for accounts receivable.
Accounts receivable are net of insurance provider contractual allowances, which are estimated at the time of billing based on contractual terms or other arrangements. The Company maintains an allowance for credit losses for accounts receivable, net which is recorded as an offset to accounts receivable, net and changes in this allowance are recorded within general and administrative expenses in the unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss. The carrying amount of accounts receivable represents the maximum credit risk exposure of these assets. On a quarterly basis, in accordance with Federal Accounting Standards Board ASC 326, Measurement of Credit Losses on Financial Instruments, the Company evaluates the collectability of outstanding accounts receivable balances to determine an allowance for credit loss that reflects its best estimate of the lifetime expected credit losses. Individual uncollectible accounts are written off against the allowance when collection of the individual account does not appear probable.
Under the current expected credit loss impairment model, the Company develops and documents its allowance for credit losses on its trade receivables based on a single portfolio segment. The Company assesses collectability by aggregating and reviewing accounts receivable on a collective basis for customers that share similar risk characteristics. Additionally, when accounts receivable do not share risk characteristics with other accounts receivable, management will evaluate such accounts receivable for expected credit loss on an individual specific identification basis when the Company identifies specific customers with known disputes or collectability issues. Due to the short-term nature of the Company's accounts receivable, the estimate of expected credit loss is based on the aging of accounts using an aging schedule as of period ends. In determining the amount of the allowance for credit losses, the Company considers historical collection history based on past due status, the current aging of receivables, customer-specific credit risk factors including their current financial condition, current market conditions, and probable future economic conditions which inform adjustments to historical loss patterns.
As of January 1, 2026, the Company held a beginning balance in its allowance for credit losses on accounts receivable of $8.3 million. The Company recognized an additional provision for credit losses and write offs of $1.1 million and $(1.1) million, respectively, for the three months ended June 30, 2026, and $2.8 million and $(2.6) million, respectively, for the six months ended June 30, 2026. The Company's balance in its allowance for credit losses amounted to $8.5 million as of June 30, 2026.
Business Combinations
The Company accounts for its business combinations under the provisions of ASC 805-10, which requires that the acquisition method of accounting be used for all business combinations. Assets acquired and liabilities assumed, including noncontrolling interests, are recorded at the date of acquisition at their respective fair values. ASC 805-10 also specifies
criteria that intangible assets acquired in a business combination must meet to be recognized and reported apart from goodwill.
Goodwill represents the excess purchase price over the fair value of the tangible net assets and intangible assets acquired in a business combination. If the business combination provides for contingent consideration, the Company records the contingent consideration at fair value at the acquisition date and any changes in fair value after the acquisition date are accounted for as measurement-period adjustments. Changes in fair value of contingent consideration resulting from events after the acquisition date, such as earn-outs, are recognized as follows: 1) if the contingent consideration is classified as equity, the contingent consideration is not re-measured and its subsequent settlement is accounted for within equity, or 2) if the contingent consideration is classified as a liability, the changes in fair value are recognized in earnings. For transactions that are business combinations, the Company evaluates the existence of goodwill or a gain from a bargain purchase. The Company capitalizes acquisition-related costs and fees associated with asset acquisitions and immediately expenses acquisition-related costs and fees associated with business combinations.
The estimated fair value of net assets to be acquired, including the allocation of the fair value to identifiable assets and liabilities, is determined using established valuation techniques. Management uses assumptions on the basis of historical knowledge of the business and projected financial information of the target. These assumptions may vary based on future events, perceptions of different market participants and other factors outside the control of management, and such variations may be significant to estimated values.
Impairment of Long-Lived Assets
The Company evaluates the recoverability of the recorded amount of long-lived assets, primarily property and equipment and finite-lived intangible assets, whenever events or changes in circumstance indicate that the recorded amount of an asset may not be fully recoverable. An impairment is assessed when the undiscounted expected future cash flows derived from an asset are less than its carrying amount. If an asset is determined to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the asset exceeds its fair value. Assets targeted for disposal are reported at the lower of the carrying amount or fair value less cost to sell.
Goodwill and Indefinite-Lived Intangible Assets
Goodwill represents the excess of the total purchase consideration over the fair value of the identifiable assets acquired and liabilities assumed in a business combination. Goodwill is not amortized but is tested for impairment at the reporting unit level annually on December 31 or more frequently if events or changes in circumstances indicate that it is more likely than not to be impaired. These events include: (i) severe adverse industry or economic trends; (ii) significant company-specific actions, including exiting an activity in conjunction with restructuring of operations; (iii) current, historical or projected deterioration of our financial performance; or (iv) a sustained decrease in the Company's market capitalization, as indicated by the Company's publicly quoted share price, below its net carrying value.
Revenue Recognition
On January 1, 2019, the Company adopted ASC 606.
To determine revenue recognition for contractual arrangements that the Company determines are within the scope of ASC 606, the Company performs the following five steps: (1) identify each contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to performance obligations in the contract; and (5) recognize revenue when (or as) the relevant performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services the Company provides to the customer.
The Company generates revenues from the provision of (1) Mobile Health Services and (2) Transportation Services. For both Mobile Health Services and Transportation Services, the customer simultaneously receives and consumes the benefits provided by the Company as the performance obligations are fulfilled. Therefore, the Company satisfies performance obligations immediately. The Company has utilized the "right to invoice" expedient, which allows an entity to recognize revenue in the amount of consideration to which the entity has the right to invoice when the amount that the Company has the right to invoice corresponds directly to the value transferred to the customer.
The transaction price associated with the Company's contracts with customers is generally determined based on fixed and determinable amounts of consideration as specified in a contract, which includes a fixed base rate and fixed mileage rate. For transportation services arrangements with billings to third party payors and healthcare facilities, this may also include
variable consideration in instances where it is considered probable that a significant reversal of cumulative revenue recognized will not occur. For these services, revenues are recorded net of estimated contractual allowances for claims subject to contracts with responsible paying entities. The Company estimates contractual allowance at the time of billing based on contractual terms, historical collections or other arrangements. The Company also estimates the amount unbilled at month end and recognizes such amounts as revenue, based on available data and customer history. The Company utilizes the expected value method when estimating its variable consideration. The assumptions utilized in estimating variable consideration include the Company's previous experience with similar contracts and history of collection rates on prior trips that have been performed. The Company reevaluates its variable consideration at each reporting period.
Income Taxes
Income taxes are recorded in accordance with ASC 740, which provides for deferred taxes using an asset and liability approach. The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or its tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are provided, if based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit would more likely than not be realized assuming examination by the taxing authority. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. The Company recognizes any interest and penalties accrued related to unrecognized tax benefits as income tax expense.
Please see Note 2, "Summary of Significant Accounting Policies" to the unaudited Condensed Consolidated Financial Statements.
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