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CareCloud (Nasdaq: CCLD) grows Q2 2026 revenue 16% as profit eases

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

CareCloud, Inc. reported Q2 2026 revenue of $31.9 million, up from $27.4 million in Q2 2025, marking its ninth consecutive quarter of positive GAAP net income. GAAP net income was $1.1 million versus $2.9 million a year ago, and GAAP EPS was $0.00 versus $0.04. Adjusted EBITDA was $5.9 million compared with $6.5 million. Year-to-date, revenue reached $63.2 million versus $55.0 million, with GAAP net income of $2.0 million versus $4.9 million and adjusted EBITDA of $11.3 million versus $12.1 million.

The company completed the acquisition of Empower Healthcare & Compliance Partners, entering the compliance and audit-defense market for its network of more than 40,000 providers, and fully redeemed all Series B Preferred Stock on May 15, 2026. During the first half, it received $39.7 million in term-loan proceeds and $9.0 million from its line of credit and used $38.2 million to redeem the Series B, contributing to interest expense of $0.8 million versus $0.1 million in the prior-year quarter.

Cash increased to $13.4 million from $3.1 million at December 31, 2025, while total liabilities were $76.4 million and shareholders’ equity $17.4 million. Free cash flow for the first half of 2026 was $8.1 million versus $9.1 million a year earlier. Management reaffirmed full-year 2026 guidance for revenue of $128–$132 million, adjusted EBITDA of $29–$31 million, and GAAP EPS of $0.20–$0.23.

Positive

  • Revenue growth with continued profitability: Q2 2026 revenue rose to $31.9 million from $27.4 million (16% growth), and the company delivered its ninth consecutive quarter of positive GAAP net income.
  • Reaffirmed 2026 outlook: Management maintained full-year 2026 guidance for $128–$132 million revenue, $29–$31 million adjusted EBITDA, and GAAP EPS of $0.20–$0.23, signaling confidence in the current plan.
  • Strategic expansion via acquisition: The purchase of Empower Healthcare & Compliance Partners adds compliance and audit-defense capabilities across a network of more than 40,000 providers, broadening the solutions portfolio.

Negative

  • Profitability pressure: Q2 GAAP net income declined to $1.1 million from $2.9 million, with GAAP EPS at $0.00 versus $0.04; year-to-date GAAP net income fell to $2.0 million from $4.9 million, and adjusted EBITDA also decreased.
  • Higher leverage and interest burden: New term loans and credit line usage and the Series B redemption increased total liabilities to $76.4 million from $28.1 million and reduced shareholders’ equity to $17.4 million, while quarterly interest expense rose to $0.8 million from $0.1 million.
  • Free cash flow down year-on-year: Free cash flow for the first half of 2026 was $8.1 million, compared with $9.1 million in the prior-year period, reflecting lower cash generation after investments and higher financing costs.

Insights

Analyzing...

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Revenue $31.9 million Compared with $27.4 million in Q2 2025
Q2 2026 GAAP net income $1.1 million Down from $2.9 million in Q2 2025
Q2 2026 Adjusted EBITDA $5.9 million Compared with $6.5 million in Q2 2025
2026 revenue guidance $128–$132 million Full-year 2026 outlook reaffirmed
Total liabilities at June 30, 2026 $76,447 thousand Compared with $28,092 thousand at December 31, 2025
Shareholders’ equity at June 30, 2026 $17,402 thousand Compared with $59,506 thousand at December 31, 2025
Six-month 2026 free cash flow $8.1 million Compared with $9.1 million in the six months ended June 30, 2025
Adjusted EBITDA financial
"Adjusted EBITDA of $5.9 million, compared to $6.5 million in Q2 2025"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
free cash flow financial
"Net cash provided by operating activities to free cash flow"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
contingent consideration financial
"Contingent consideration (current portion) 400 ... Contingent consideration 290"
Contingent consideration is an additional payment agreed when one company buys another that will be paid later only if specific future targets are met, such as revenue, profit, or regulatory milestones. It matters to investors because it shifts risk between buyer and seller and affects the acquiring company's future cash flow and reported value — like promising a bonus after results are proven.
Series B Preferred Stock financial
"Completed the redemption of all outstanding Series B Preferred Stock on May 15, 2026"
Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.
operating lease right-of-use assets financial
"Operating lease right-of-use assets 4,864 ... 3,106"
An operating lease right-of-use (ROU) asset is an accounting entry that shows the value of a leased item you have the legal right to use—like a building, vehicle, or equipment—recorded on a company’s balance sheet along with the corresponding lease obligation. Investors care because it adds to reported assets and liabilities, changing measures like leverage and return on assets much like bringing a long-term rental onto the company’s financial snapshot, which can affect credit terms and valuation.
Revenue $31.9 million (Q2 2026); $63.2 million (six months) From $27.4 million in Q2 2025 and $55.0 million in the prior-year six-month period
GAAP net income $1.1 million (Q2 2026); $2.0 million (six months) From $2.9 million in Q2 2025 and $4.9 million in the prior-year six-month period
Adjusted EBITDA $5.9 million (Q2 2026); $11.3 million (six months) From $6.5 million in Q2 2025 and $12.1 million in the prior-year six-month period
GAAP EPS $0.00 (Q2 2026); ($0.01) (six months) From $0.04 in Q2 2025 and $0.02 in the prior-year six-month period
Guidance

For 2026, revenue $128–$132 million, adjusted EBITDA $29–$31 million, GAAP EPS $0.20–$0.23.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did CareCloud (CCLD) perform financially in Q2 2026?

CareCloud reported Q2 2026 revenue of $31.9 million, up from $27.4 million in Q2 2025. GAAP net income was $1.1 million versus $2.9 million a year earlier, and GAAP EPS was $0.00 compared with $0.04, while adjusted EBITDA was $5.9 million.

What is CareCloud (CCLD)'s full-year 2026 financial guidance?

For 2026, CareCloud reaffirmed guidance for revenue of $128–$132 million, adjusted EBITDA of $29–$31 million, and GAAP EPS of $0.20–$0.23. This outlook assumes continued client relationships, project timing, and execution of integration and expense-management initiatives.

How did CareCloud (CCLD)'s profitability change year-to-date 2026?

For the first six months of 2026, CareCloud generated GAAP net income of $2.0 million, down from $4.9 million in the prior-year period. Adjusted EBITDA was $11.3 million versus $12.1 million, and GAAP EPS was ($0.01) versus $0.02, reflecting higher expenses and interest.

What major capital structure changes did CareCloud (CCLD) make in 2026?

CareCloud fully redeemed all Series B Preferred Stock on May 15, 2026, using $38.2 million of cash. It received $39.7 million in term-loan proceeds and $9.0 million from its line of credit, increasing liabilities and interest expense.

What strategic acquisition did CareCloud (CCLD) complete in Q2 2026?

CareCloud acquired Empower Healthcare & Compliance Partners, entering the compliance and audit-defense market. This adds regulatory, compliance, and audit-defense expertise to its portfolio and supports cross-selling to its network of more than 40,000 providers.

How strong was CareCloud (CCLD)'s cash flow and liquidity in early 2026?

For the first half of 2026, CareCloud generated free cash flow of $8.1 million, down from $9.1 million a year earlier. Cash increased to $13.4 million at June 30, 2026 from $3.1 million at December 31, 2025, aided by new financing.
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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): August 6, 2026

 

CARECLOUD, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-36529   22-3832302
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

7 Clyde Road, Somerset, New Jersey, 08873
(Address of principal executive offices, zip code)

 

(732) 873-5133

(Registrant’s telephone number, including area code)

 

Not Applicable
(Former name or former address, if changed since last report)

 

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

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.001 per share   CCLD   Nasdaq Global Market

 

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 6, 2026, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The information furnished pursuant to Item 2.02 of this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 7.01 Regulation FD Disclosure.

 

On August 6, 2026, the Registrant provided slides to accompany its earnings presentation, a copy of which is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

 

The information furnished pursuant to Item 7.01 of this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1 Press release dated August 6, 2026.
   
99.2 Slide presentation dated August 6, 2026.
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

2

 

 

SIGNATURE(S)

 

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.

 

    CareCloud, Inc.
     
Date: August 6, 2026 By:  /s/ Norman Roth
      Norman Roth
      Interim Chief Financial Officer and Corporate Controller

 

3

 

 

Exhibit 99.1

 

CareCloud Reports Second Quarter 2026 Results

Revenue Grows 16%; Ninth Consecutive Quarter of Positive GAAP Net Income

 

 

SOMERSET, N.J., August 6, 2026 (GLOBE NEWSWIRE)—CareCloud, Inc. (Nasdaq: CCLD), a leader in AI-powered healthcare technology and revenue cycle management solutions for medical practices and health systems nationwide, today announced financial results for the quarter ended June 30, 2026 and reaffirmed its full-year guidance.

 

Second Quarter 2026 Financial Highlights:

 

Revenue of $31.9 million, compared to $27.4 million in Q2 2025
GAAP net income of $1.1 million, compared to $2.9 million in Q2 2025
GAAP EPS of $0.00 per share, compared to $0.04 per share in Q2 2025
Adjusted EBITDA of $5.9 million, compared to $6.5 million in Q2 2025

 

Year-to-date 2026 Highlights:

 

Revenue of $63.2 million, compared to $55.0 million in the same period last year
GAAP net income of $2.0 million, compared to $4.9 million in the same period last year
GAAP EPS of ($0.01) per share, compared to $0.02 per share in the same period last year
Adjusted EBITDA of $11.3 million, compared to $12.1 million in the same period last year

 

Key Second Quarter Accomplishments:

 

Compliance and Audit-Defense Market Entry: Expanded the product portfolio through the acquisition of Empower Healthcare & Compliance Partners, opening a new growth opportunity by bringing trusted compliance, audit-defense, and regulatory expertise to CareCloud’s network of more than 40,000 providers.
Full Redemption of Series B Preferred Stock: Completed the redemption of all outstanding Series B Preferred Stock on May 15, 2026.
Sustained Profitability: Delivered the ninth consecutive quarter of positive GAAP net income.

 

Management Commentary

 

“This quarter we grew revenue 16%, delivered our ninth consecutive quarter of positive GAAP net income, and entered the compliance and audit-defense market through our acquisition of Empower Healthcare. We’re investing deliberately in what we believe defines our next phase of growth — our AI solutions, our expanding capabilities, and the cross-sell opportunity across our more than 40,000 providers.” — Stephen Snyder, Chief Executive Officer, CareCloud

 

“Our AI and acquisition strategies have become a single, unified growth engine. Every platform we bring into CareCloud becomes smarter, faster, and more valuable when we layer in our AI capabilities. We are still in the early innings of unlocking the cross-sell potential across our expanded client base, and we are increasingly seeing customers adopt our AI-enabled offerings.” — A. Hadi Chaudhry, Chief Strategy Officer, CareCloud

 

“As expected, profitability this quarter reflects deliberate investments we are making today — increased R&D spending on our AI-enabled capabilities and increased interest expense from simplifying our capital structure through the Series B redemption — that we believe will deliver returns over time. We expect these investments to enhance scalability, improve operational efficiency, and support long-term margin expansion.” — Norman Roth, Interim Chief Financial Officer and Corporate Controller, CareCloud

 

1

 

 

2026 Outlook

 

The Company is reaffirming its guidance for calendar year 2026.

 

For the Fiscal Year Ending December 31, 2026  Full Year 2026 Guidance 
Revenue  $128 – $132 million 
Adjusted EBITDA  $29 – $31 million 
GAAP Net Income Per Share (EPS)  $0.20 – $0.23 

 

Our expectations regarding future profitability, including adjusted EBITDA and earnings-per-share guidance, are based on management’s current beliefs and assumptions regarding, among other things, the signing and continuation of certain client and vendor relationships, the anticipated timing and scope of client projects, and our timely execution of integration and expense-management initiatives intended to align our cost structure with those objectives.

 

Conference Call Information

 

CareCloud management will host a live conference call today, August 6, 2026, at 8:30 a.m. Eastern Time to discuss second quarter 2026 results and the Company’s 2026 strategy.

 

Webcast: ir.carecloud.com/events

 

Dial-in (Audio Only): 201-389-0920 | Reference: “CareCloud, Inc. Second Quarter 2026 Results Conference Call.”

 

Replay Dial-in: 412-317-6671 | Access Code: 13761329 (available approximately 3 hours after the call).

 

About CareCloud

 

CareCloud brings disciplined innovation to the business of healthcare. Our suite of AI and technology-enabled solutions helps clients increase financial and operational performance, streamline clinical workflows and improve the patient experience. More than 40,000 providers count on CareCloud to help them improve patient care, while reducing administrative burdens and operating costs. Learn more about our products and services, including revenue cycle management (RCM), practice management (PM), electronic health records (EHR), business intelligence, patient experience management (PXM) and digital health, at carecloud.com.

 

Follow CareCloud on LinkedIn, X and Facebook.

 

For additional information, please visit our website at carecloud.com. To listen to video presentations by CareCloud’s management team, read recent press releases and view the latest investor presentation, please visit ir.carecloud.com.

 

Contacts

 

Company Contact:

 

Investor Contact:

     
Norman Roth   Stephen Snyder
Interim Chief Financial Officer and Corporate Controller   Chief Executive Officer
CareCloud, Inc.   CareCloud, Inc.
nroth@carecloud.com   ir@carecloud.com

 

2

 

 

Use of Non-GAAP Financial Measures

 

In our earnings releases, prepared remarks, conference calls, slide presentations and webcasts, we use and discuss non-GAAP financial measures, as defined by SEC Regulation G. The GAAP financial measure most directly comparable to each non-GAAP financial measure used or discussed and a reconciliation of the differences between each non-GAAP financial measure and the comparable GAAP financial measure, are included in this press release after the condensed consolidated financial statements. Our earnings press releases containing such non-GAAP reconciliations can be found in the Investor Relations section of our web site at ir.carecloud.com.

 

Forward-Looking Statements

 

This press release contains various forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements relate to anticipated future events, future results of operations or future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “might,” “will,” “shall,” “should,” “could,” “intends,” “expects,” “plans,” “goals,” “projects,” “anticipates,” “believes,” “seeks,” “estimates,” “forecasts,” “predicts,” “possible,” “potential,” “target,” or “continue” or the negative of these terms or other comparable terminology.

 

Our operations involve risks and uncertainties, many of which are outside our control and any one of which, or a combination of which, could materially affect our results of operations and whether the forward-looking statements ultimately prove to be correct. Forward-looking statements in this press release include, without limitation, statements reflecting management’s expectations for future financial performance and operating expenditures, expected growth, profitability and business outlook, the impact of pandemics on our financial performance and business activities and the expected results from the integration of our acquisitions.

 

These forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are only predictions, are uncertain and involve substantial known and unknown risks, uncertainties and other factors which may cause our (or our industry’s) actual results, levels of activity or performance to be materially different from any future results, levels of activity or performance expressed or implied by these forward-looking statements. New risks and uncertainties emerge from time to time and it is not possible for us to predict all of the risks and uncertainties that could have an impact on the forward-looking statements, including without limitation, risks and uncertainties relating to the Company’s ability to manage growth, migrate newly acquired customers and retain new and existing customers, maintain cost-effective global operations, increase operational efficiency and reduce operating costs, predict and properly adjust to changes in reimbursement and other industry regulations and trends, retain the services of key personnel, develop new technologies, upgrade and adapt legacy and acquired technologies to work with evolving industry standards, compete with other companies’ products and services competitive with ours, manage and keep our information systems secure and other important risks and uncertainties referenced and discussed under the heading titled “Risk Factors” in the Company’s filings with the Securities and Exchange Commission.

 

The statements in this press release are made as of the date of this press release, even if subsequently made available by the Company on its website or otherwise. The Company does not assume any obligations to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.

 

3

 

 

CARECLOUD, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

AS OF JUNE 30, 2026 AND DECEMBER 31, 2025

($ in thousands, except share and per share amounts)

 

 

   June 30, 2026   December 31, 2025 
   (Unaudited)     
ASSETS          
Current assets:          
Cash  $13,395   $3,117 
Restricted cash   -    500 
Accounts receivable - net   14,117    15,062 
Contract asset   3,426    3,664 
Inventory   471    507 
Current assets - related party   16    16 
Prepaid expenses and other current assets   2,758    2,872 
Total current assets   34,183    25,738 
Property and equipment - net   7,259    7,775 
Operating lease right-of-use assets   4,864    3,106 
Intangible assets - net   14,929    18,968 
Goodwill   31,835    31,442 
Other assets   779    569 
TOTAL ASSETS  $93,849   $87,598 
LIABILITIES AND SHAREHOLDERS’ EQUITY          
Current liabilities:          
Accounts payable  $6,071   $6,937 
Accrued compensation   3,846    4,136 
Accrued expenses   5,943    5,970 
Operating lease liability (current portion)   1,573    927 
Deferred revenue (current portion)   4,507    4,148 
Term loans and other (current portion)   10,756    728 
Contingent consideration (current portion)   400    909 
Dividend payable   392    668 
Total current liabilities   33,488    24,423 
Term loans and other   29,223    441 
Borrowings under line of credit   9,000    - 
Contingent consideration   290    232 
Operating lease liability   3,462    2,187 
Deferred revenue   934    809 
Deferred tax liability   50    - 
Total liabilities   76,447    28,092 
COMMITMENTS AND CONTINGENCIES          
SHAREHOLDERS’ EQUITY:          
Preferred stock, $0.001 par value - authorized 7,000,000 shares. Series A, issued and outstanding 984,530 shares at June 30, 2026 and December 31, 2025. Series B, issued and outstanding 0 and 1,511,372 shares at June 30, 2026 and December 31, 2025, respectively.   1    2 
Common stock, $0.001 par value - authorized 85,000,000 shares. Issued 43,234,658 and 43,178,748 shares at June 30, 2026 and December 31, 2025, respectively. Outstanding 42,493,859 and 42,437,949 shares at June 30, 2026 and December 31, 2025, respectively.   43    43 
Additional paid-in capital   75,735    119,936 
Accumulated deficit   (53,788)   (55,832)
Accumulated other comprehensive loss   (3,927)   (3,981)
Less: 740,799 common shares held in treasury, at cost at June 30, 2026 and December 31, 2025   (662)   (662)
Total shareholders’ equity   17,402    59,506 
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY  $93,849   $87,598 

 

4

 

 

CARECLOUD, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2026 AND 2025

($ in thousands, except share and per share amounts)

 

 

   Three Months Ended June 30,   Six Months Ended June 30, 
   2026   2025   2026   2025 
NET REVENUE  $31,880   $27,377   $63,150   $55,009 
OPERATING EXPENSES:                    
Direct operating costs   17,457    14,480    34,307    29,944 
Selling and marketing   1,300    1,118    2,714    2,249 
General and administrative   5,370    4,358    10,866    8,690 
Research and development   2,194    1,020    4,610    2,255 
Change in contingent consideration   (34)   -    23    - 
Depreciation and amortization   3,731    3,382    7,768    6,719 
Restructuring costs   -    23    -    137 
Total operating expenses   30,018    24,381    60,288    49,994 
OPERATING INCOME   1,862    2,996    2,862    5,015 
OTHER:                    
Interest income   73    51    83    93 
Interest expense   (815)   (68)   (873)   (126)
Other income (expense) - net   104    (35)   126    (49)
INCOME BEFORE PROVISION FOR INCOME TAXES   1,224    2,944    2,198    4,933 
Income tax provision   102    42    154    83 
NET INCOME  $1,122   $2,902   $2,044   $4,850 
                     
Preferred stock dividend   941    1,365    2,306    4,176 
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS  $181   $1,537   $(262)  $674 
                     
Net income (loss) per common share: basic and diluted  $0.00   $0.04   $(0.01)  $0.02 
Weighted-average common shares used to compute basic and diluted loss per share   42,493,449    42,321,629    42,482,758    33,118,912 

 

5

 

 

CARECLOUD, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

FOR THE SIX MONTHS ENDED JUNE 30, 2026 AND 2025

($ in thousands)

 

 

   2026   2025 
OPERATING ACTIVITIES:          
Net income  $2,044   $4,850 
Adjustments to reconcile net income to net cash provided by operating activities:          
Depreciation and amortization   7,858    6,855 
Lease amortization   896    901 
Provision for expected credit losses   118    169 
Provision for deferred income taxes   50    - 
Foreign exchange loss   15    1 
Interest accretion   208    219 
Change in contingent consideration   23    - 
Stock-based compensation expense   128    219 
Changes in operating assets and liabilities:          
Accounts receivable   827    (958)
Contract asset   238    411 
Inventory   36    51 
Other assets   73    (838)
Accounts payable and other liabilities   (2,146)   377 
Deferred revenue   316    264 
Net cash provided by operating activities   10,684    12,521 
INVESTING ACTIVITIES:          
Purchases of property and equipment   (937)   (1,786)
Capitalized software and other intangible assets   (1,620)   (1,677)
Payment for acquisitions   (681)   (40)
Net cash used in investing activities   (3,238)   (3,503)
FINANCING ACTIVITIES:          
Preferred stock dividends paid   (6,436)   (3,317)
Payment of contingent consideration   (618)   - 
Payment of tax withholding on stock issued to employees   (1)   (22)
Proceeds from term loan   39,739    - 
Repayments of notes payable and term loan   (1,191)   (355)
Redemption of Series B Preferred Stock   (38,169)   - 
Proceeds from line of credit   9,000    - 
Net cash provided by (used in) financing activities   2,324    (3,694)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND RESTRICTED CASH   8    (29)
NET INCREASE IN CASH AND RESTRICTED CASH   9,778    5,295 
CASH AND RESTRICTED CASH - Beginning of the period   3,617    5,145 
CASH - End of the period  $13,395   $10,440 
SUPPLEMENTAL NONCASH INVESTING AND FINANCING ACTIVITIES:          
Conversion of Series A Preferred Stock and accrued dividends to common stock  $-   $2,435 
Dividends declared, not paid  $392   $714 
SUPPLEMENTAL INFORMATION - Cash paid during the period for:          
Income taxes  $158   $144 
Interest  $517   $44 

 

6

 

 

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

 

TO COMPARABLE GAAP MEASURES (UNAUDITED)

 

The following is a reconciliation of the non-GAAP financial measures used by us to describe our financial results determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). An explanation of these measures is also included below under the heading “Explanation of Non-GAAP Financial Measures.”

 

While management believes that these non-GAAP financial measures provide useful supplemental information to investors regarding the underlying performance of our business operations, investors are reminded to consider these non-GAAP measures in addition to, and not as a substitute for, financial performance measures prepared in accordance with GAAP. In addition, it should be noted that these non-GAAP financial measures may be different from non-GAAP measures used by other companies, and management may utilize other measures to illustrate performance in the future. Non-GAAP measures have limitations in that they do not reflect all of the amounts associated with our results of operations as determined in accordance with GAAP.

 

Adjusted EBITDA to GAAP Net Income

 

Set forth below is a reconciliation of our “adjusted EBITDA” to our GAAP net income.

 

   Three Months Ended June 30,   Six Months Ended June 30, 
   2026   2025   2026   2025 
   ($ in thousands) 
Net revenue  $31,880   $27,377   $63,150   $55,009 
                     
GAAP net income   1,122    2,902    2,044    4,850 
                     
Provision for income taxes   102    42    154    83 
Net interest expense   742    17    790    33 
Foreign exchange loss / other expense   54    41    86    60 
Stock-based compensation expense   64    111    128    219 
Depreciation and amortization   3,731    3,382    7,768    6,719 
Change in contingent consideration   (34)   -    23    - 
Transaction and integration costs   166    11    324    23 
Restructuring costs   -    23    -    137 
Adjusted EBITDA  $5,947   $6,529   $11,317   $12,124 

 

7

 

 

Non-GAAP Adjusted Operating Income to GAAP Operating Income

 

Set forth below is a reconciliation of our non-GAAP “adjusted operating income” and non-GAAP “adjusted operating margin” to our GAAP operating income and GAAP operating margin.

 

   Three Months Ended June 30,   Six Months Ended June 30, 
   2026   2025   2026   2025 
   ($ in thousands) 
Net revenue  $31,880   $27,377   $63,150   $55,009 
                     
GAAP net income   1,122    2,902    2,044    4,850 
Provision for income taxes   102    42    154    83 
Net interest expense   742    17    790    33 
Other (income) expense - net   (104)   35    (126)   49 
GAAP operating income   1,862    2,996    2,862    5,015 
GAAP operating margin   5.8%   10.9%   4.5%   9.1%
                     
Stock-based compensation expense   64    111    128    219 
Amortization of purchased intangible assets   945    193    1,873    282 
Transaction and integration costs   166    11    324    23 
Change in contingent consideration   (34)   -    23    - 
Restructuring costs   -    23    -    137 
Non-GAAP adjusted operating income  $3,003   $3,334   $5,210   $5,676 
Non-GAAP adjusted operating margin   9.4%   12.2%   8.3%   10.3%

 

Non-GAAP Adjusted Net Income to GAAP Net Income

 

Set forth below is a reconciliation of our non-GAAP “adjusted net income” and non-GAAP “adjusted net income per share” to our GAAP net income and GAAP net income per share.

 

   Three Months Ended June 30,   Six Months Ended June 30, 
   2026   2025   2026   2025 
   ($ in thousands ) 
GAAP net income  $1,122   $2,902   $2,044   $4,850 
                     
Foreign exchange loss / other expense   54    41    86    60 
Stock-based compensation expense   64    111    128    219 
Amortization of purchased intangible assets   945    193    1,873    282 
Transaction and integration costs   166    11    324    23 
Change in contingent consideration   (34)   -    23    - 
Restructuring costs   -    23    -    137 
Income tax expense related to goodwill   50    -    50    - 
Non-GAAP adjusted net income  $2,367   $3,281   $4,528   $5,571 

 

8

 

 

   Three Months Ended June 30,   Six Months Ended June 30, 
   2026   2025   2026   2025 
GAAP net income (loss) attributable to common shareholders, per share  $0.00   $0.04   $(0.01)  $0.02 
Impact of preferred stock dividend   0.03    0.03    0.06    0.09 
Net income per end-of-period share   0.03    0.07    0.05    0.11 
                     
Foreign exchange loss / other expense   0.00    0.00    0.00    0.00 
Stock-based compensation expense   0.01    0.00    0.01    0.01 
Amortization of purchased intangible assets   0.02    0.00    0.04    0.01 
Transaction and integration costs   0.00    0.00    0.01    0.00 
Change in contingent consideration   0.00    0.00    0.00    - 
Restructuring costs   -    0.00    -    0.00 
Income tax expense related to goodwill   0.00    -    0.00    - 
Non-GAAP adjusted earnings per share  $0.06   $0.07   $0.11   $0.13 
                     
End-of-period common shares   42,493,859    42,322,039    42,493,859    42,322,039 

 

For purposes of determining non-GAAP adjusted earnings per share, the Company used the number of common shares outstanding as of June 30, 2026 and 2025. Non-GAAP adjusted earnings per share does not take into account dividends declared or earned on preferred stock.

 

Net cash provided by operating activities to free cash flow

 

Set forth below is a reconciliation of our non-GAAP “free cash flow” to our GAAP net cash provided by operating activities.

 

   Three Months Ended June 30,   Six Months Ended June 30, 
   2026   2025   2026   2025 
   ($ in thousands) 
Net cash provided by operating activities  $7,073   $7,408   $10,684   $12,521 
                     
Purchases of property and equipment   (525)   (1,162)   (937)   (1,786)
Capitalized software and other intangible assets   (800)   (831)   (1,620)   (1,677)
Free cash flow  $5,748   $5,415   $8,127   $9,058 
                     
Net cash used in investing activities 1  $(2,006)  $(1,993)  $(3,238)  $(3,503)
Net cash provided by (used in) financing activities  $4,474   $(1,762)  $2,324   $(3,694)

 

 

1. Net cash used in investing activities includes payments for acquisitions, purchases of property and equipment and capitalized software and other intangible assets. Purchases of property and equipment and capitalized software and other intangible assets are included in our computation of free cash flow.

 

9

 

 

Explanation of Non-GAAP Financial Measures

 

We report our financial results in accordance with accounting principles generally accepted in the United States of America, or GAAP. However, management believes that, in order to properly understand our short-term and long-term financial and operational trends, investors may wish to consider the impact of certain non-cash or non-recurring items, when used as a supplement to financial performance measures in accordance with GAAP. These items result from facts and circumstances that vary in frequency and impact on continuing operations. Management also uses results of operations before such items to evaluate the operating performance of CareCloud and compare it against past periods, make operating decisions and serve as a basis for strategic planning. These non-GAAP financial measures provide management with additional means to understand and evaluate the operating results and trends in our ongoing business by eliminating certain non-cash expenses and other items that management believes might otherwise make comparisons of our ongoing business with prior periods more difficult, obscure trends in ongoing operations, or reduce management’s ability to make useful forecasts. Management believes that these non-GAAP financial measures provide additional means of evaluating period-over-period operating performance. In addition, management understands that some investors and financial analysts find this information helpful in analyzing our financial and operational performance and comparing this performance to our peers and competitors.

 

Management uses adjusted EBITDA, adjusted operating income, adjusted operating margin, and non-GAAP adjusted net income to provide an understanding of aspects of operating results before the impact of investing and financing charges and income taxes. Adjusted EBITDA may be useful to an investor in evaluating our operating performance and liquidity because this measure excludes non-cash expenses as well as expenses pertaining to investing or financing transactions. Management defines “adjusted EBITDA” as the sum of GAAP net income before provision for income taxes, net interest expense, other (income) expense, stock-based compensation expense, depreciation and amortization, integration costs, transaction costs, and change in contingent consideration.

 

Management defines “non-GAAP adjusted operating income” as the sum of GAAP operating income before stock-based compensation expense, amortization of purchased intangible assets, integration costs, transaction costs, and change in contingent consideration, and “non-GAAP adjusted operating margin” as non-GAAP adjusted operating income divided by net revenue.

 

Management defines “non-GAAP adjusted net income” as the sum of GAAP net income before stock-based compensation expense, amortization of purchased intangible assets, other (income) expense, integration costs, transaction costs, change in contingent consideration, any tax impact related to these preceding items and income tax expense related to goodwill, and “non-GAAP adjusted net income per share” as non-GAAP adjusted net income divided by common shares outstanding at the end of the period, including the shares which were issued but are subject to forfeiture and considered contingent consideration.

 

Management considers all of these non-GAAP financial measures to be important indicators of our operational strength and performance of our business and a good measure of our historical operating trends, in particular the extent to which ongoing operations impact our overall financial performance.

 

In addition to items routinely excluded from non-GAAP EBITDA, management excludes or adjusts each of the items identified below from the applicable non-GAAP financial measure referenced above for the reasons set forth with respect to that excluded item:

 

Foreign exchange loss/other expense. Other expense is excluded because foreign currency gains and losses and other non-operating expenses are expenditures that management does not consider part of ongoing operating results when assessing the performance of our business, and also because the total amount of the expense is partially outside of our control. Foreign currency gains and losses are based on global market factors which are unrelated to our performance during the period in which the gains and losses are recorded.

 

Stock-based compensation expense. Stock-based compensation expense is excluded because this is primarily a non-cash expenditure that management does not consider part of ongoing operating results when assessing the performance of our business, and also because the total amount of the expenditure is partially outside of our control because it is based on factors such as stock price, volatility, and interest rates, which may be unrelated to our performance during the period in which the expenses are incurred.

 

10

 

 

Amortization of purchased intangible assets. Purchased intangible assets are amortized over their estimated useful lives and generally cannot be changed or influenced by management after the acquisition. Accordingly, this item is not considered by management in making operating decisions. Management does not believe such charges accurately reflect the performance of our ongoing operations for the period in which such charges are recorded.

 

Contingent consideration. Contingent consideration represents the portion of consideration payable to the seller of some of our acquisitions, the amount of which is based on the achievement of defined performance measures contained in the purchase agreements. Contingent consideration is adjusted to fair value at the end of each reporting period. Management does not believe such charges accurately reflect the performance of our ongoing operations for the period in which such charges are incurred.

 

Transaction costs. Transaction costs are upfront costs related to acquisitions and related transactions, such as brokerage fees, pre-acquisition accounting costs and legal fees, and other upfront costs related to specific transactions. Management believes that such expenses do not have a direct correlation to future business operations, and therefore, these costs are not considered by management in making operating decisions. Management does not believe such charges accurately reflect the performance of our ongoing operations for the period in which such charges are incurred.

 

Integration costs. Integration costs are severance payments for certain employees relating to our acquisitions and exit costs related to terminating leases and other contractual agreements. Accordingly, management believes that such expenses do not have a direct correlation to future business operations, and therefore, these costs are not considered by management in making operating decisions. Management does not believe such charges accurately reflect the performance of our ongoing operations for the period in which such charges are incurred.

 

Restructuring costs. Restructuring costs primarily consist of severance and separation costs associated with the optimization of the Company’s operations and profitability improvements. Management believes that such expenses do not have a direct correlation to future business operations, and therefore, these costs are not considered by management in making operating decisions. Management does not believe such charges accurately reflect the performance of our ongoing operations for the period in which such charges are incurred.

 

Income tax expense related to goodwill. Income tax expense resulting from the amortization of goodwill related to our acquisitions represents a charge to record the tax effect resulting from amortizing goodwill over 15 years for tax purposes. Goodwill is not amortized for GAAP reporting. This expense is not anticipated to result in a cash payment.

 

Free cash flow. Management believes that free cash flow, which measures our ability to generate additional cash from our business operations, is an important financial measure for use in evaluating the Company’s financial performance. Free cash flow should be considered in addition to, rather than as a substitute for, consolidated net operating results as a measure of our performance and net cash provided by operating activities as a measure of our liquidity. Additionally, the Company’s definition of free cash flow is limited, in that it does not represent residual cash flows available for discretionary expenditures, due to the fact that the measure does not deduct the payments required for debt service and other contractual obligations or payments made for business acquisitions. Therefore, we believe it is important to view free cash flow as a measure that provides supplemental information to our condensed consolidated statements of cash flows.

 

11

 

 

Exhibit 99.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Filing Exhibits & Attachments

29 documents