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Accendra Health (NYSE: ACH) posts 2025 loss after P&HS sale shift

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Accendra Health, Inc. reported fourth-quarter and full-year 2025 results that reflect its shift to a standalone home-based care business after completing the sale of its Products & Healthcare Services business on December 31, 2025.

From continuing operations, net revenue rose to $708.967 million in Q4 2025 from $695.023 million a year earlier, with Q4 operating income improving to $20.9 million from a loss of $272.7 million. For 2025, continuing net revenue grew to $2.762 billion from $2.680 billion, and adjusted EBITDA was $374.847 million versus $370.515 million in 2024.

Despite better underlying performance, the company recorded a substantial full-year net loss of $1.1006 billion, driven largely by a $997.960 million loss from discontinued operations and an $80 million transaction breakage fee related to a terminated acquisition. Cash and cash equivalents increased markedly to $281.989 million at December 31, 2025, and net debt declined to $1.768 billion, while total equity moved to a deficit position. Management highlighted strong cash flow, ongoing cost controls and balance sheet optimization as it completes separation from Owens & Minor and focuses on sustainable growth.

Positive

  • Improved core profitability and cash flow: 2025 adjusted EBITDA from continuing operations rose to $374.847 million from $370.515 million, and free cash flow was $98.265 million, indicating healthier underlying earnings and cash generation despite headline losses.
  • Stronger liquidity and lower net debt: Cash and cash equivalents increased to $281.989 million at December 31, 2025, while net debt declined to $1.767887 billion from $1.813687 billion, providing more financial flexibility post-divestiture.

Negative

  • Very large 2025 net loss: The company reported a full-year net loss of $1.100642 billion, including a $997.960 million loss from discontinued operations and an $80 million transaction breakage fee, materially weakening reported profitability.
  • Shift to equity deficit position: Total equity moved to a deficit of $460.978 million at December 31, 2025, reflecting cumulative losses and leaving the capital structure more fragile even as net debt modestly declined.

Insights

Major portfolio reshaping drives a huge 2025 loss but steadier core earnings and liquidity.

Accendra Health has effectively transformed into a focused home-based care platform after selling its Products & Healthcare Services business on December 31, 2025. Core operations look more stable: 2025 continuing net revenue reached $2.762 billion and adjusted EBITDA was $374.847 million, slightly above 2024.

The headline is the full-year net loss of $1.100642 billion, driven by a $997.960 million loss from discontinued operations and an $80 million transaction breakage fee tied to a terminated Rotech acquisition. These items, while largely non-recurring, leave the company in a total equity deficit of $460.978 million at December 31, 2025.

On the balance sheet, cash climbed to $281.989 million and net debt fell to $1.767887 billion, down from $1.813687 billion a year earlier, signaling some de‑risking despite still-heavy leverage. Investors will likely focus on how 2026 guidance for adjusted EBITDA and free cash flow, together with ongoing cost controls and exit and realignment efforts, translate into sustained deleveraging and a path back to positive reported earnings in upcoming periods.

0000075252false00000752522026-02-192026-02-19

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 19, 2026

Accendra Health, Inc.

(Exact name of registrant as specified in its charter)

Virginia

001-09810

54-1701843

(State or other jurisdiction of

(Commission

(I.R.S. Employer

incorporation or organization)

File Number)

Identification No.)

10900 Nuckols Road, Suite 400,

Glen Allen, Virginia

23060

(Address of principal executive

offices)

(Zip Code)

Post Office Box 27626,

Richmond, Virginia

23261-7626

(Mailing address of principal

executive offices)

(Zip Code)

Registrant’s telephone number, including area code (804) 277-4304

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, $2 par value per share

ACH

New York Stock Exchange

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 (see General Instruction A.2.below):

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))

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 2.02Results of Operations and Financial Condition.

On February 19, 2026, Accendra Health, Inc. (the “Company”) issued a press release regarding its financial results for the fourth quarter and year ended December 31, 2025. The Company is furnishing the press release attached hereto as Exhibit 99.1 pursuant to Item 2.02 of Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 7.01Regulation FD Disclosure.

On February 19, 2026, the Company posted an earnings presentation on the Investor Relations section of its website. The Company is furnishing the earnings presentation attached hereto as Exhibits 99.2 pursuant to Item 7.01 of Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01, including Exhibit 99.2, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits.

99.1

  ​ ​ ​

Press Release issued by the Company on February 19, 2026, announcing fourth quarter and fiscal year 2025 results (furnished pursuant to Item 2.02)

99.2

Earnings Presentation dated February 19, 2026 (furnished pursuant to Item 7.01)

104

Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document)

SIGNATURE

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 thereunto duly authorized.

ACCENDRA HEALTH, INC.

Date: February 19, 2026

By:

/s/ Heath H. Galloway

Name:

 

Heath H. Galloway

Title:

Executive Vice President, General Counsel and Corporate Secretary

Exhibit 99.1

Accendra Health Reports Fourth Quarter 2025 Financial Results

Completed Sale of Products & Healthcare Services Business On December 31, 2025

Strong Cash Flow and Debt Reduction In Quarter

RICHMOND, VA – February 19, 2026 – Accendra Health, Inc. (NYSE: ACH) today reported financial results for the fourth quarter ended December 31, 2025. Unless otherwise noted, the results herein reflect the Company’s continuing operations, which primarily represent what was previously the Patient Direct segment and certain functional operations.

“We ended the fourth quarter with the completion of the sale of the Products & Healthcare Services (P&HS) business on December 31, 2025, and we are extremely excited to embark on the next chapter of our business as Accendra Health.  The next several months will be a period of transition as we work towards completing the separation from Owens & Minor, thereby unlocking the strength of Accendra Health. As we look ahead, we are entering 2026 as a leaner, more nimble company that is well positioned to drive sustainable growth and long-term value creation.” said Edward A. Pesicka, President & Chief Executive Officer, Accendra Health.

“In addition, as we move forward, we will be focused on improving the strength of our financial position through cost controls, improved cash flow generation, and balance sheet optimization. In the years ahead, we look forward to showcasing Accendra’s continuation of higher quality of earnings, low working capital requirements, and more stable and consistent cash flow generation leading to greater value for all stakeholders” Pesicka concluded.

Full Year 2025 Continuing Operations Key Highlights:

Net revenue of $2.8 billion, representing 3% growth vs. prior year
Operating cash flow of $154 million
Successful completion of sale of Products & Healthcare Services business, Owens & Minor

Fourth Quarter Results(1)

YTD

YTD

($ in millions, except per share data)

  ​ ​ ​

4Q25

  ​ ​ ​

4Q24

  ​ ​ ​

2025

  ​ ​ ​

2024

Revenue

$

709.0

$

695.0

$

2,762.0

$

2,680.1

Loss from continuing operations, net of tax, GAAP

$

(9.4)

$

(331.9)

$

(102.7)

$

(350.7)

Adj. net income from continuing operations, Non-GAAP

$

16.7

$

25.0

$

80.3

$

75.1

Adj. EBITDA, Non-GAAP

$

90.0

$

102.5

$

374.8

$

370.5

Free cash flow, Non-GAAP

$

18.3

$

30.1

$

98.3

$

96.4

Loss from continuing operations, net of tax per common share, GAAP

$

(0.12)

$

(4.30)

$

(1.34)

$

(4.57)

Adj. net income from continuing operations per share, Non-GAAP

$

0.21

$

0.32

$

1.01

$

0.96

(1)Reconciliations of the differences between the non-GAAP financial measures presented in this release and their most directly comparable GAAP financial measures are included in the tables below.

1


2026 Continuing Operations Financial Outlook

The Company provided financial guidance for 2026; summarized below:

Revenue ranging between $2.55 billion and $2.65 billion
Adjusted EBITDA ranging between $335 million to $355 million
Free cash flow of $90 million to $110 million, defined as:
Adjusted EBITDA (non-GAAP)
Plus non-cash convert to sale write off expense
Minus patient service equipment capital expenditures
Minus interest paid

Although the Company provides guidance for free cash flow and adjusted EBITDA (which are non-GAAP financial measures), it is not able to forecast the most directly comparable measures calculated and presented in accordance with GAAP without unreasonable effort. Certain elements of the composition of the GAAP amounts are not predictable, making it impracticable for the Company to forecast. Such elements include, but are not limited to, restructuring and acquisition charges which could have a significant and unpredictable impact on our GAAP results. As a result, no GAAP guidance or reconciliation of the Company’s free cash flow or adjusted EBITDA guidance is provided. The outlook is based on certain assumptions, including, but not limited to market conditions, consumer demand, supply chain stability, interest rates, and other factors that are subject to the risk factors discussed in the Company’s filings with the SEC.

Investor Conference Call for Fourth Quarter 2025 Financial Results

Accendra Health will host a conference call for investors and analysts on Thursday, February 19, 2026, at 5:00 p.m. E.T. Participants may access the call via the toll-free dial-in number at 1-888-300-2035, or the toll dial-in number at 1-646-517-7437. The conference ID access code is 1058917. All interested stakeholders are encouraged to access the simultaneous live webcast by visiting the Investor Relations page of the Accendra Health website available at investors.accendrahealth.com/events-and-presentations/. A replay of the webcast can be accessed following the presentation at the link provided above.

Safe Harbor

This release is intended to be disclosure through methods reasonably designed to provide broad, non-exclusionary distribution to the public in compliance with the SEC’s Fair Disclosure Regulation. This release contains certain “forward looking” statements made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, the statements in this release regarding our future prospects and performance, including our expectations with respect to our financial performance, our 2026 financial results, our expectations regarding the performance of our business following the completion of the sale of the Products & Healthcare Services business, our cost saving initiatives, future indebtedness and growth, industry trends, as well as statements related to our expectations regarding the performance of our business, including our ability to address macro and market conditions. Forward-looking statements involve known and unknown risks and uncertainties that may cause our actual results in future periods to differ materially from those projected or contemplated in the forward-looking statements. Investors should refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, expected to be filed with the SEC on or around February 20, 2026, including the section captioned “Item 1A. Risk Factors,” as applicable, and subsequent quarterly reports on Form 10-Q and current reports on Form 8-K filed with or furnished to the SEC, for a discussion of certain known risk factors that could cause the Company’s actual results to differ materially from its current estimates. These filings are available at www.accendrahealth.com. Given these risks and uncertainties, the Company can give no assurance that any forward-looking statements will, in fact, transpire and, therefore, cautions investors not to place undue reliance on them. The Company specifically disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

2


About Accendra Health

Accendra Health, Inc. (NYSE: ACH) is a leading nationwide provider of products, technology and services that support health beyond the hospital for millions of people each year. We connect patients, providers, and insurers, delivering innovative solutions that help promote better health outcomes and improve quality of life for people living with chronic, complex health conditions. Backed by the industry-leading expertise of our Apria and Byram brands, Accendra Health is reimagining the future of home-based care. To learn more about our broad portfolio of essentials for diabetes, sleep health, wound care, respiratory care, urology and ostomy, visit www.accendrahealth.com.

3


Accendra Health, Inc.

Consolidated Statements of Operations (unaudited)

(dollars in thousands, except per share data)

Three Months Ended December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2024

Net revenue

$

708,967

$

695,023

Operating costs and expenses:

Cost of net revenue

385,709

362,032

Selling, general and administrative expenses

271,499

269,891

Goodwill impairment charge

307,112

Transaction breakage fee

Acquisition-related charges and intangible amortization

29,229

18,943

Exit and realignment charges, net

1,621

9,744

Total operating costs and expenses

688,058

967,722

Operating income (loss)

 

20,909

 

(272,699)

Interest expense, net

27,931

27,617

Other expense, net

949

1,721

Loss from continuing operations before income taxes

 

(7,971)

 

(302,037)

Income tax provision

 

1,472

 

29,824

Loss from continuing operations, net of tax

(9,443)

(331,861)

(Loss) income from discontinued operations, net of tax

(46,883)

35,744

Net loss

$

(56,326)

$

(296,117)

Basic loss per common share

Loss from continuing operations, net of tax

$

(0.12)

$

(4.30)

(Loss) income from discontinued operations, net of tax

(0.61)

0.46

Net loss

$

(0.73)

$

(3.84)

Diluted loss per common share

 

  ​

 

  ​

Loss from continuing operations, net of tax

$

(0.12)

$

(4.30)

(Loss) income from discontinued operations, net of tax

(0.61)

0.46

Net loss

$

(0.73)

$

(3.84)

4


Accendra Health, Inc.

Consolidated Statements of Operations (unaudited)

(dollars in thousands, except per share data)

Years Ended December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2024

Net revenue

$

2,762,032

$

2,680,112

Operating costs and expenses:

Cost of net revenue

1,472,733

1,399,732

Selling, general and administrative expenses

1,067,560

1,082,344

Goodwill impairment charge

307,112

Transaction breakage fee

80,000

Acquisition-related charges and intangible amortization

95,832

61,848

Exit and realignment charges, net

18,447

46,806

Total operating costs and expenses

2,734,572

2,897,842

Operating income (loss)

 

27,460

 

(217,730)

Interest expense, net

107,183

107,566

Transaction financing fees, net

18,288

Other expense, net

3,942

4,589

Loss from continuing operations before income taxes

 

(101,953)

 

(329,885)

Income tax provision

 

729

 

20,850

Loss from continuing operations, net of tax

(102,682)

(350,735)

Loss from discontinued operations, net of tax

(997,960)

(11,951)

Net loss

$

(1,100,642)

$

(362,686)

Basic loss per common share

Loss from continuing operations, net of tax

$

(1.34)

$

(4.57)

Loss from discontinued operations, net of tax

(12.97)

(0.16)

Net loss

$

(14.31)

$

(4.73)

Diluted loss per common share

 

  ​

 

  ​

Loss from continuing operations, net of tax

$

(1.34)

$

(4.57)

Loss from discontinued operations, net of tax

(12.97)

(0.16)

Net loss

$

(14.31)

$

(4.73)

5


Accendra Health, Inc.

Condensed Consolidated Balance Sheets (unaudited)

(dollars in thousands)

  ​ ​ ​

  ​ ​ ​

December 31, 2025

  ​ ​ ​

December 31, 2024

Assets

  ​

  ​

Current assets

  ​

  ​

Cash and cash equivalents

$

281,989

$

27,572

Accounts receivable, net

 

95,907

 

218,270

Inventories, net

 

74,435

 

67,581

Other current assets

 

95,540

 

82,240

Current assets held for sale - discontinued operations

1,625,354

Total current assets

 

547,871

 

2,021,017

Patient service equipment and other fixed assets, net

 

256,161

 

249,283

Operating lease assets

 

109,099

 

126,928

Goodwill

 

1,228,140

 

1,228,140

Intangible assets, net

 

136,465

 

210,056

Other assets, net

 

174,025

 

89,539

Noncurrent assets held for sale - discontinued operations

731,193

Total assets

$

2,451,761

$

4,656,156

Liabilities and (deficit) equity

 

  ​

 

  ​

Current liabilities

 

  ​

 

  ​

Accounts payable

$

363,565

$

359,927

Accrued payroll and related liabilities

 

69,426

 

73,678

Current portion of long-term debt

250,000

42,866

Other current liabilities

 

264,084

 

294,685

Current liabilities held for sale - discontinued operations

1,080,896

Total current liabilities

 

947,075

 

1,852,052

Long-term debt, excluding current portion

 

1,799,876

 

1,798,393

Operating lease liabilities, excluding current portion

 

70,317

 

89,466

Deferred income taxes, net

 

 

19,436

Other liabilities

 

95,471

 

72,551

Noncurrent liabilities held for sale - discontinued operations

237,894

Total liabilities

 

2,912,739

 

4,069,792

Total (deficit) equity

 

(460,978)

 

586,364

Total liabilities and (deficit) equity

$

2,451,761

$

4,656,156

6


Accendra Health, Inc.

Consolidated Statements of Cash Flows (unaudited)

(dollars in thousands)

Three Months Ended December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2024

Operating activities:

 

  ​

 

Net loss

$

(56,326)

$

(296,117)

Loss (income) from discontinued operations, net of tax

46,883

(35,744)

Adjustments to reconcile net loss to cash (used for) provided by operating activities:

 

  ​

 

Depreciation and amortization

 

64,536

 

42,525

Goodwill impairment charge

307,112

Share-based compensation expense

 

3,748

 

4,528

Loss on extinguishment of debt

 

 

790

Deferred income tax benefit

 

(845)

 

(18,701)

Changes in operating lease right-of-use assets and lease liabilities

 

(3,800)

 

(516)

Gain from sale and dispositions of patient service equipment

 

(10,889)

 

(7,023)

Changes in operating assets and liabilities:

 

Accounts receivable, net

 

106,824

 

14,004

Inventories

 

(10,588)

 

7,215

Accounts payable

 

26,762

 

(34,762)

Net change in other assets and liabilities

(34,374)

13,890

Other, net

2,840

1,845

Cash (used for) provided by operating activities from discontinued operations

(66,585)

71,955

Cash provided by operating activities

 

68,186

 

71,001

Investing activities:

 

 

  ​

Proceeds from P&HS sale

342,351

Cash sold with P&HS sale

(18,091)

Additions to patient service equipment ($45 million and $47 million) and other fixed assets

 

(45,414)

(50,123)

Proceeds from sale of patient service equipment

 

24,599

 

18,667

Additions to computer software

 

(3,061)

 

(3,132)

Other, net

 

 

465

Cash used for investing activities from discontinued operations

(15,380)

(18,181)

Cash provided by (used for) investing activities

 

285,004

 

(52,304)

Financing activities:

 

 

  ​

Borrowings under amended Receivables Financing Agreement

 

 

179,400

Repayments under amended Receivables Financing Agreement

 

 

(179,400)

Borrowings under Revolving Credit Facility

472,300

635,800

Repayments under Revolving Credit Facility

(539,500)

(635,800)

Repayments of debt

 

 

(32,750)

Repurchase of common stock

(3,523)

Other, net

 

259

 

1,719

Cash used for financing activities from discontinued operations

(47,032)

(12,065)

Cash used for financing activities

 

(117,496)

 

(43,096)

Effect of exchange rate changes on cash, cash equivalents and restricted cash

 

129

 

(1,309)

Net increase (decrease) in cash, cash equivalents and restricted cash

 

235,823

 

(25,708)

Cash, cash equivalents and restricted cash at beginning of period ¹

 

46,166

 

75,090

Cash, cash equivalents and restricted cash at end of period

$

281,989

$

49,382

Supplemental disclosure of cash flow information:

 

 

  ​

Income taxes paid (received), net

$

3,687

$

(2,057)

Interest paid

$

38,572

$

37,269

Noncash investing activity:

 

 

  ​

Unpaid purchases of patient service equipment and other fixed assets at end of period

$

74,119

$

84,562


(1)This amount includes cash from discontinued operations of $13 million as of September 30, 2025. There was no restricted cash as of December 31, 2025 or September 30, 2025.

7


Accendra Health, Inc.

Consolidated Statements of Cash Flows (unaudited)

(dollars in thousands)

Years Ended December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2024

Operating activities:

Net loss

$

(1,100,642)

$

(362,686)

Loss from discontinued operations, net of tax

997,960

11,951

Adjustments to reconcile net loss to cash (used for) provided by operating activities:

 

  ​

 

  ​

Depreciation and amortization

 

214,524

 

181,281

Goodwill impairment charge

307,112

Share-based compensation expense

 

12,873

 

16,638

Loss (gain) on extinguishment of debt

 

 

1,101

Deferred income tax benefit

 

(17,887)

 

(8,042)

Changes in operating lease right-of-use assets and lease liabilities

 

735

 

1,472

Gain from sale and dispositions of patient service equipment

 

(27,274)

 

(35,355)

Changes in operating assets and liabilities:

 

 

  ​

Accounts receivable, net

 

122,363

 

(3,677)

Inventories

 

(6,854)

 

(4,591)

Accounts payable

 

6,478

 

66,894

Net change in other assets and liabilities

 

(56,779)

 

(36,026)

Other, net

 

8,999

 

7,614

Cash (used for) provided by operating activities from discontinued operations

(256,286)

17,809

Cash (used for) provided by operating activities

 

(101,790)

 

161,495

Investing activities:

 

 

  ​

Proceeds from P&HS sale

 

342,351

 

Cash sold with P&HS sale

(18,091)

 

Additions to patient service equipment ($189 million and $167 million) and other fixed assets

 

(190,956)

 

(170,286)

Proceeds from sale of patient service equipment

 

77,968

 

69,926

Additions to computer software

(10,369)

(12,379)

Other, net

 

(1,910)

 

14,703

Cash used for investing activities from discontinued operations

(54,570)

(18,497)

Cash provided by (used for) investing activities

 

144,423

 

(116,533)

Financing activities:

 

 

  ​

Borrowings under amended Receivables Financing Agreement

 

 

1,465,800

Repayments under amended Receivables Financing Agreement

 

 

(1,465,800)

Borrowings under Revolving Credit Facility

2,914,784

635,800

Repayments under Revolving Credit Facility

(2,711,284)

(635,800)

Repayments of debt

 

 

(244,197)

Repurchase of common stock

 

(10,179)

 

Other, net

 

(3,116)

 

(5,826)

Cash used for financing activities from discontinued operations

(2,127)

(17,580)

Cash provided by (used for) financing activities

 

188,078

 

(267,603)

Effect of exchange rate changes on cash, cash equivalents and restricted cash

 

1,896

 

(901)

Net increase (decrease) in cash, cash equivalents and restricted cash

 

232,607

 

(223,542)

Cash, cash equivalents and restricted cash at beginning of period

 

49,382

 

272,924

Cash, cash equivalents and restricted cash at end of period(1)

$

281,989

$

49,382

Supplemental disclosure of cash flow information:

 

 

  ​

Income taxes paid, net

$

12,471

$

5,553

Interest paid

$

134,710

$

141,547

Noncash investing activity:

 

 

  ​

Unpaid purchases of patient service equipment and other fixed assets at end of period

$

74,119

$

84,562

(1)This amount includes cash from discontinued operations of $22 million as of December 31, 2024. There was no restricted cash as of December 31, 2025 and December 31, 2024.

8


Accendra Health, Inc.

Net Loss Per Common Share (unaudited)

(dollars in thousands, except per share data)

Three Months Ended December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

Loss from continuing operations, net of tax

$

(9,443)

$

(331,861)

Loss from discontinued operations, net of tax

(46,883)

35,744

Net loss

$

(56,326)

 

$

(296,117)

 

 

Weighted average shares outstanding - basic

76,699

 

77,169

Dilutive shares

Weighted average shares outstanding - diluted

76,699

 

77,169

Basic loss per common share

Loss from continuing operations, net of tax

$

(0.12)

$

(4.30)

(Loss) income from discontinued operations, net of tax

(0.61)

0.46

Net loss

$

(0.73)

$

(3.84)

Diluted loss per common share:

 

Loss from continuing operations, net of tax

$

(0.12)

 

$

(4.30)

(Loss) income from discontinued operations, net of tax

(0.61)

0.46

Net loss

$

(0.73)

$

(3.84)

Share-based awards for the three months ended December 31, 2025 and 2024 of approximately 2.4 million and 1.4 million shares were excluded from the calculation of diluted loss per common share as the effect would be anti-dilutive.

9


Accendra Health, Inc.

Net Loss Per Common Share (unaudited)

(dollars in thousands, except per share data)

Years Ended December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2024

Loss from continuing operations, net of tax

$

(102,682)

$

(350,735)

Loss from discontinued operations, net of tax

(997,960)

(11,951)

Net loss

 

$

(1,100,642)

 

$

(362,686)

 

 

Weighted average shares outstanding - basic

 

76,897

 

76,741

Dilutive shares

Weighted average shares outstanding - diluted

 

76,897

 

76,741

Basic loss per common share

Loss from continuing operations, net of tax

$

(1.34)

$

(4.57)

Loss from discontinued operations, net of tax

(12.97)

(0.16)

Net loss

$

(14.31)

$

(4.73)

Diluted loss per common share:

 

 

Loss from continuing operations, net of tax

 

$

(1.34)

 

$

(4.57)

Loss from discontinued operations, net of tax

(12.97)

(0.16)

Net loss

$

(14.31)

$

(4.73)

Share-based awards for the years ended December 31, 2025 and 2024 of approximately 2.2 million and 1.5 million shares were excluded from the calculation of diluted loss per common share as the effect would be anti-dilutive.

10


Accendra Health, Inc.

GAAP/Non-GAAP Reconciliations (unaudited)

(dollars in thousands, except per share data)

The following table provides a reconciliation of reported operating income (loss), loss from continuing operations, net of tax and loss from continuing operations, net of tax per share to non-GAAP measures used by management.

Three Months Ended December 31, 

Years Ended December 31, 

 

  ​ ​ ​

2025

2024

2025

  ​ ​ ​

2024

 

Operating income (loss), as reported (GAAP)

$

20,909

$

(272,699)

$

27,460

$

(217,730)

Acquisition-related charges and intangible amortization (1)

 

29,229

 

18,943

 

95,832

 

61,848

Transaction breakage fee (2)

80,000

Exit and realignment charges, net (3)

 

1,621

 

9,744

 

18,447

 

46,806

Goodwill impairment charge (6)

307,112

307,112

Litigation and related charges (5)

262

458

2,418

17,119

Operating income, adjusted (non-GAAP) (Adjusted Operating Income)

$

52,021

$

63,558

$

224,157

$

215,155

Operating income (loss) as a percent of net revenue (GAAP)

 

2.95

%  

 

(39.24)

%  

 

0.99

%  

 

(8.12)

%

Adjusted operating income as a percent of net revenue (non-GAAP)

 

7.34

%  

 

9.14

%  

 

8.12

%  

 

8.03

%

Loss from continuing operations, net of tax, as reported (GAAP)

$

(9,443)

$

(331,861)

$

(102,682)

$

(350,735)

Pre-tax adjustments:

 

  ​

 

  ​

 

  ​

 

  ​

Acquisition-related charges and intangible amortization (1)

 

29,229

 

18,943

 

95,832

61,848

Transaction breakage fee (2)

80,000

Exit and realignment charges, net (3)

 

1,621

 

9,744

 

18,447

46,806

Goodwill impairment charge (6)

307,112

307,112

Transaction financing fees, net (4)

18,288

Litigation and related charges (5)

262

458

2,418

17,119

Other (9)

 

424

 

1,221

 

1,696

2,823

Income tax benefit on pre-tax adjustments (11)

 

(5,384)

 

19,408

 

(33,710)

(9,846)

Income from continuing operations, net of tax, adjusted (non-GAAP) (Adjusted Net Income)

$

16,709

$

25,025

$

80,289

$

75,127

Loss from continuing operations, net of tax per common share, as reported (GAAP)

$

(0.12)

$

(4.30)

$

(1.34)

$

(4.57)

After-tax adjustments:

 

  ​

 

  ​

 

  ​

 

  ​

Acquisition-related charges and intangible amortization (1)

 

0.31

 

0.42

 

0.91

 

0.76

Transaction breakage fee (2)

1.04

Exit and realignment charges, net (3)

 

0.02

 

0.22

 

0.18

 

0.55

Goodwill impairment charge (6)

3.95

3.97

Transaction financing fees, net (4)

0.17

Litigation and related charges (5)

0.01

0.03

0.21

Other (9)

0.02

0.02

0.04

Income from continuing operations, net of tax, per common share, adjusted (non-GAAP) (Adjusted EPS)

$

0.21

$

0.32

$

1.01

$

0.96

11


Accendra Health, Inc.

GAAP/Non-GAAP Reconciliations (unaudited), continued

(dollars in thousands)

The following tables provide reconciliations of loss from continuing operations, net of tax and total debt to non-GAAP measures used by management.

Three Months Ended December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2024

Loss from continuing operations, net of tax, as reported (GAAP)

$

(9,443)

$

(331,861)

Income tax provision

 

1,472

 

29,824

Interest expense, net

 

27,931

 

27,617

Acquisition-related charges and intangible amortization (1)

29,229

18,943

Exit and realignment charges, net (3)

1,621

9,744

Litigation and related charges (5)

262

458

Goodwill impairment charge (6)

307,112

Other depreciation and amortization (7)

35,307

34,959

Stock compensation (8)

3,217

4,528

Other (9)

 

424

 

1,221

Adjusted EBITDA (non-GAAP)

90,020

102,545

Non-cash convert to sale write off expense (10)

 

11,881

 

11,394

Patient service equipment capital expenditures

 

(45,033)

 

(46,588)

Interest paid

(38,572)

(37,269)

Free cash flow (non-GAAP)

$

18,296

$

30,082

Years Ended December 31, 

2025

2024

Loss from continuing operations, net of tax, as reported (GAAP)

$

(102,682)

$

(350,735)

Income tax provision

 

729

 

20,850

Interest expense, net

 

107,183

 

107,566

Acquisition-related charges and intangible amortization (1)

95,832

61,848

Transaction breakage fee (2)

80,000

Exit and realignment charges, net (3)

18,447

46,806

Transaction financing fees, net (4)

18,288

Litigation and related charges (5)

2,418

17,119

Goodwill impairment charge (6)

307,112

Other depreciation and amortization (7)

140,935

141,545

Stock compensation (8)

12,001

15,581

Other (9)

 

1,696

 

2,823

Adjusted EBITDA (non-GAAP)

374,847

370,515

Non-cash convert to sale write off expense (10)

 

46,951

 

34,105

Patient service equipment capital expenditures

 

(188,823)

 

(166,659)

Interest paid

(134,710)

(141,547)

Free cash flow (non-GAAP)

$

98,265

$

96,414

December 31, 

September 30,

December 31,

2025

2025

2024

Total debt, as reported (GAAP)

$

2,049,876

$

2,115,261

$

1,841,259

Cash and cash equivalents

 

(281,989)

 

(32,837)

 

(27,572)

Net debt (non-GAAP)

$

1,767,887

$

2,082,424

$

1,813,687

12


Accendra Health, Inc.

GAAP/Non-GAAP Reconciliations (unaudited), continued

The following items have been excluded in our non-GAAP financial measures:

(1) Acquisition-related charges and intangible amortization for the years ended December 31, 2025 and 2024 includes $22 million of acquisition-related costs related to the terminated acquisition of Rotech, which consisted primarily of legal and professional fees. Acquisition-related charges and intangible amortization for the three months ended December 31, 2024 includes $11 million of acquisition-related costs. Acquisition-related charges and intangible amortization also includes amortization of intangible assets established during acquisition method of accounting for business combinations. Acquisition-related charges consist primarily of one-time costs related to acquisitions, including transaction costs necessary to consummate acquisitions, which consist of investment banking advisory fees and legal fees, director and officer tail insurance expense, as well as transition costs, such as severance and retention bonuses, IT integration costs and professional fees. These amounts are highly dependent on the size and frequency of acquisitions and are being excluded to allow for a more consistent comparison with forecasted, current and historical results.
(2) Transaction breakage fee includes a cash payment to Rotech of $80 million on June 5, 2025, for the termination of the Rotech Acquisition.
(3) During the three months and year ended December 31, 2025 exit and realignment charges, net were $1.6 million and $18 million. These charges included professional fees associated with strategic initiatives of $0.1 million and $8.4 million, severance associated with strategic realignments of $5.4 million, a $4.8 million gain on sale of patient service equipment in response to the contract termination with a commercial Payor and IT strategic initiatives and other of $0.6 million and $1.5 million. These charges also included $6.8 million related to wind-down costs of Fusion5 during the year ended December 31, 2025. Exit and realignment charges, net were $9.7 million and $47 million for the three months and year ended December 31, 2024 which included professional fees associated with strategic initiatives of $7.4 million and $36 million and IT strategic initiatives and other of $2.4 million and $11 million. These costs are not normal recurring, cash operating expenses necessary for the Company to operate its business on an ongoing basis.
(4) Transaction financing fees, net includes $12 million in net interest paid on the financing issued in connection with previously expected Rotech acquisition and $6.7 million in recognition of related previously deferred debt issuance costs.
(5) Litigation and related charges includes settlement costs and related charges of certain legal matters. These costs do not occur in the ordinary course of our business, are inherently unpredictable in timing and amount.
(6) Goodwill impairment charge relates to a non-cash goodwill impairment charge recognized in the Apria reporting unit during the quarter ended December 31, 2024 resulting from a combination of factors, including fourth quarter 2024 market changes inclusive of a decline in the Company’s stock price and rising interest rates. Additionally, anticipated changes in pricing of a capitated contract within the Apria division also contributed to this charge. This is a non-cash charge and does not occur in the ordinary course of our business and is inherently unpredictable in timing and amount.
(7) Other depreciation and amortization relates to patient service equipment and other fixed assets, excluding such amounts captured within exit and realignment charges, net or acquisition-related charges and intangible amortization.
(8) Stock compensation includes share-based compensation expense related to our share-based compensation plans, excluding such amounts captured within exit and realignment charges, net or acquisition-related charges and intangible amortization. For the year ended December 31, 2025 stock compensation includes a $4.0 million benefit associated with updated expected achievement for our performance share awards. 
(9) For the three months and years ended December 31, 2025 and 2024, other includes interest costs and net actuarial losses related to our frozen noncontributory, unfunded retirement plan for certain retirees in the United States.

13


(10) Non-cash convert to sale write off expense includes non-cash charges primarily for equipment converted from rental to sales. This reflects the non-cash write-off of the remaining book value of patient service equipment at the time of sale. The purchase of patient service equipment is captured within capital expenditures and is subsequently charged to our statements of operations through normal depreciation and this non-cash convert to sale write off expense.
(11) These charges have been tax effected by determining the income tax rate depending on the amount of charges incurred in different tax jurisdictions and the deductibility of those charges for income tax purposes.

Use of Non-GAAP Measures

This earnings release contains financial measures that are not calculated in accordance with U.S. generally accepted accounting principles (GAAP). In general, the measures exclude items and charges that (i) management does not believe reflect Accendra Health, Inc.’s (the Company) core business and relate more to strategic, multi-year corporate activities; or (ii) relate to activities or actions that may have occurred over multiple or in prior periods without predictable trends. Management uses these non-GAAP financial measures internally to evaluate the Company’s performance, evaluate the balance sheet, engage in financial and operational planning and determine incentive compensation.

Management provides these non-GAAP financial measures to investors as supplemental metrics to assist readers in assessing the effects of items and events on its financial and operating results and in comparing the Company’s performance to that of its competitors. However, the non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies.

The non-GAAP financial measures disclosed by the Company should not be considered substitutes for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements set forth above should be carefully evaluated.

CONTACT:

Investors

Will Parrish

Vice President, Strategy, Corporate Development, & Investor Relations

Investor.Relations@accendra.com

Media

Darla Turner

media@accendra.com

ACH-CORP

ACH-IR

SOURCE: Accendra Health, Inc.

14


Exhibit 99.2

GRAPHIC

Fourth Quarter 2025 Continuing Operations Supplemental Slides February 19, 2026

GRAPHIC

p. 2 This presentation is intended to be disclosure through methods reasonably designed to provide broad, non-exclusionary distribution to the public in compliance with the SEC’s Fair Disclosure Regulation. This presentation contains certain “forward looking” statements made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, the statements in this presentation regarding our future prospects and performance, including our expectations with respect to our financial performance, our 2026 financial results, our expectations regarding the performance of our business following the completion of the sale of the Products & Healthcare Services business, our cost saving initiatives, future indebtedness and growth, industry trends, as well as statements related to our expectations regarding the performance of our business, including our ability to address macro and market conditions. Forward-looking statements involve known and unknown risks and uncertainties that may cause our actual results in future periods to differ materially from those projected or contemplated in the forward-looking statements. Investors should refer to the Accendra Health, Inc.’s (the Company)’s Annual Report on Form 10-K for the year ended December 31, 2025, expected to be filed with the SEC on or around February 20, 2026, including the section captioned “Item 1A. Risk Factors,” as applicable, and subsequent quarterly reports on Form 10-Q and current reports on Form 8-K filed with or furnished to the SEC, for a discussion of certain known risk factors that could cause the Company’s actual results to differ materially from its current estimates. These filings are available at www.accendrahealth.com. Given these risks and uncertainties, the Company can give no assurance that any forward-looking statements will, in fact, transpire and, therefore, cautions investors not to place undue reliance on them. The Company specifically disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise. This presentation contains financial measures that are not calculated in accordance with U.S. generally accepted accounting principles (GAAP). In general, the measures exclude items and charges that (i) management does not believe reflect the Company’s core business and relate more to strategic, multi-year corporate activities; or (ii) relate to activities or actions that may have occurred over multiple or in prior periods without predictable trends. Management uses these non-GAAP financial measures internally to evaluate the Company’s performance, evaluate the balance sheet, engage in financial and operational planning, and determine incentive compensation. Management provides these non-GAAP financial measures to investors as supplemental metrics to assist readers in assessing the effects of items and events on its financial and operating results and in comparing the Company’s performance to that of its competitors. However, the non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies. The non-GAAP financial measures disclosed by the Company should not be considered substitutes for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements set forth above should be carefully evaluated. Safe Harbor

GRAPHIC

p. 3 2026 Continuing Operations Outlook & Modeling Assumptions Modeling Assumptions(1) Full Year 2026 Outlook Revenue $2.55 - $2.65 billion Adjusted EBITDA (2) $335 - $355 million Interest Expense $115 - $120 million Adjusted Effective Tax Rate 29.0% - 30.0% Diluted Weighted Average Shares Outstanding ~79 million Gross Capital Expenditures $160 - $170 million (3) Free Cash Flow $90 - $110 million (2) 1. Company outlook and modeling assumptions are assumptions used for 2026 adjusted EBITDA guidance, and the Company undertakes no obligation to update such assumptions subsequent to the date of this presentation (February 19, 2026). Please see Form 8-K filed by Accendra Health, Inc. with the SEC on or around February 19, 2026, for additional financial information. 2. Although the Company does provide guidance for adjusted EBITDA and free cash flow (which are non-GAAP financial measures), it is not able to forecast the most directly comparable measures calculated and presented in accordance with GAAP without unreasonable effort. Certain elements of the composition of the GAAP amounts are not predictable, making it impracticable for the Company to forecast. Such elements include, but are not limited to, restructuring and acquisition charges, which could have a significant and unpredictable impact on our GAAP results. As a result, no GAAP guidance or reconciliation of the Company’s adjusted EBITDA guidance or free cash flow guidance is provided. The outlook is based on certain assumptions that are subject to the risk factors discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”). See slide 6 for a reconciliation of historical adjusted EBITDA and free cash flow to the most directly comparable GAAP measure. 3. Does not include proceeds from sale of patient service equipment.

GRAPHIC

p. 4 Net Revenue Supplemental Information $2,762 $2,600 2025 Actual Large Commercial Payor Volume Growth Collection Rate Improvement Pricing Growth 2026 Outlook Midpoint Millions $2,000 $2,100 $2,200 $2,300 $2,400 $2,500 $2,600 $2,700 $2,800 $2,900 $3,000

GRAPHIC

p. 5 $375 $345 Millions $- $50 $100 $150 $200 $250 $300 $350 $400 $450 $500 Adjusted EBITDA Supplemental Information (1) 1. Although the Company does provide guidance for adjusted EBITDA (which is a non-GAAP financial measures), it is not able to forecast the most directly comparable measure calculated and presented in accordance with GAAP without unreasonable effort. Certain elements of the composition of the GAAP amounts are not predictable, making it impracticable for the Company to forecast. Such elements include, but are not limited to, restructuring and acquisition charges, which could have a significant and unpredictable impact on our GAAP results. As a result, no GAAP guidance or reconciliation of the Company's adjusted EBITDA guidance is provided. The outlook is based on certain assumptions that are subject to the risk factors discussed in the Company's filings with the Securities and Exchange Commission ("SEC"). See slide 6 for a reconciliation of historical adjusted EBITDA and free cash flow to the most directly comparable GAAP measure.

GRAPHIC

p. 6 Reconciliation of 2025 Adjusted EBITDA and Free Cash Flow In millions Year Ended December 31, 2025 Loss from continuing operations, net of tax, as reported (GAAP) (103) $ Income tax provision 1 Interest expense, net 107 Acquisition-related charges and intangible amortization 96 Transaction breakage fee 80 Exit and realignment charges, net 18 Transaction financing fees, net 18 Litigation and related charges 2 Other depreciation and amortization 141 Stock compensation 12 Other 2 Adjusted EBITDA (non-GAAP) 375 Non-cash convert to sale write off expense 47 Patient service equipment capital expenditures (189) Interest paid (135) Free cash flow (non-GAAP) 98 $

GRAPHIC

p. 7 P&HS Sale Proceeds Supplemental Information (1) Includes customary transaction closing adjustments such as cash, debt like items, and working capital. (2) Represents midpoint of $12 million to $15 million current estimated range. In millions Preliminary purchase price 375 $ Preliminary purchase price adjustments (1) (33) December 31, 2025 P&HS proceeds 342 Estimated purchase price adjustment receivable (1)(2) 14 Estimated final purchase price 356 $ December 31, 2025 P&HS proceeds 342 $ Settlement of P&HS AR securitization bank obligation (66) Other cash 6 Cash and cash equivalents 282 $ Reconciliation of P&HS Purchase Price Reconciliation of Cash as of December 31, 2025

FAQ

How did Accendra Health (ACH) perform financially in Q4 2025?

Accendra Health delivered higher Q4 2025 revenue and a return to operating profit. Net revenue from continuing operations reached $708.967 million, versus $695.023 million in Q4 2024, and operating income improved to $20.9 million from a loss of $272.7 million.

What was Accendra Health’s full-year 2025 revenue and profitability?

In 2025, Accendra Health generated $2.762 billion in net revenue from continuing operations and adjusted EBITDA of $374.847 million. However, it reported a full-year net loss of $1.100642 billion, heavily impacted by discontinued operations and special charges.

Why was Accendra Health’s 2025 net loss so large?

The 2025 net loss of $1.100642 billion mainly reflects a $997.960 million loss from discontinued operations and an $80 million transaction breakage fee tied to a terminated acquisition, rather than the performance of continuing operations alone.

How did the sale of the Products & Healthcare Services business affect Accendra Health?

Accendra Health completed the sale of its Products & Healthcare Services business on December 31, 2025, reshaping it into a more focused home-based care company. The deal contributed to large discontinued-operation losses but also generated proceeds and supported higher year-end cash.

What is Accendra Health’s debt and cash position at year-end 2025?

At December 31, 2025, total debt was $2.049876 billion and cash and cash equivalents were $281.989 million. Net debt declined to $1.767887 billion, modestly below the prior year, while management emphasized ongoing balance sheet optimization.

How did Accendra Health’s adjusted earnings metrics change in 2025?

Adjusted net income from continuing operations rose to $80.289 million in 2025 from $75.127 million in 2024. Adjusted EBITDA increased slightly to $374.847 million, and adjusted EPS improved to $1.01 from $0.96, highlighting better underlying performance.

Did Accendra Health provide financial guidance for 2026?

Yes. Accendra Health issued a 2026 financial outlook including guidance for adjusted EBITDA and free cash flow. Management did not provide comparable GAAP guidance, citing unpredictability of items like restructuring and acquisition-related charges that can significantly affect reported results.

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