ModivCare Inc.

Good day, everyone, and welcome to Motive's fourth quarter and full year 2024 financial results conference call. At this time, all participants are in a listen-only mode. A question and answer session will follow the formal presentation. Please note the conference call is being recorded. Today's speakers will be Heath Sampson, Motive's President and Chief Executive Officer, and Barbara Gutierrez, Motive's Chief Financial Officer. Before we get started, I'd like to remind everyone that during today's call, management will be making forward-looking statements under the Private Security Litigation Reform Act. These statements involve risks and uncertainties and other factors that may cause the actual results or events to differ materially from expectations. Information regarding these factors is contained in today's press release and in the company's filing with the SEC. We'll also discuss non-GAAP financial measures to provide additional information to investors. A definition of these non-GAAP financial measures and the applicable reconciliation to their most direct comparable GAAP financial measures is included in our press release and Form 8K. A replay of this conference call will be available approximately one hour after today's call concludes and will be posted on our website, motivecare.com. This afternoon, Heath Sampson will begin with opening remarks. Barbara Gutierrez will review our financial results and guidance. Then we'll open the call for questions. With that, I'll turn the call over to Heath.

Thank you, Operator, and thank you all for joining us today to review our fourth quarter and full year 2024 results. I'm joined today by Barb Gutierrez, our Chief Financial Officer. Today, I'll begin by outlining the current state of our business and reviewing our Q4 and full year 2024 performance. Then I'll walk through the recent steps to strengthen our capital position before diving into key updates and value drivers across our business segments. After that, I'll turn the call over to Barb, who will provide details on our capital raise, full year performance, and Q4 results before we open the call for questions. 2024 was a perfect storm for payer services companies focused on Medicaid and Medicare Advantage. This industry faced unprecedented disruption from Medicaid redetermination, increased healthcare utilization, and MA reimbursement cuts. Challenges that clouded visibility, disrupted cash flow, and created significant financial strain across the sector. The impact on our performance and working capital was severe, requiring us to navigate painful pressures pushed down from our clients, leading to unpredictable revenue shifts and overall market volatility. These external disruptions were challenging, but we have successfully navigated through them by reducing costs significantly and also strengthening long-term partnerships with our clients. and all this turmoil is now behind us. At the same time, we built a strong foundation. Our three differentiated segments are fully integrated, operationally optimized, and competitively positioned within the healthcare ecosystem. That foundation is set and our path forward is clear. We will further strengthen our balance sheet by monetizing select platforms that are now ready to thrive leveraging our proven competitive position and strong market demand. As we execute our strategy, we will reduce debt, sharpen focus, and solidify our market-leading position, unlocking and driving stakeholder value and equity value. Specific to the financial results, our fourth quarter demonstrated progress with revenue of $702.8 million, bringing our full-year revenue to $2.8 billion. Our adjusted EBITDA for Q4 was $40.4 million, totaling $161.1 million for the full year. Our priorities for 2025 are clear. First, we will continue strengthening our technology-enabled platforms across NEMT, personal care, and monitoring. Second, we will execute strategic financial initiatives and divest platforms to ensure our capital structure supports long-term growth and value creation. Before I dive into the segments, I want to discuss recent steps we've taken to strengthen our capital position. As we approach the end of 2024, it was critical for us to proactively address cash flow and working capital timing risks, specifically as we navigated the accelerating market turmoil. Strengthening our capital position became a key priority and we worked diligently to reach an agreement across our capital structure and lending group. We received strong support from our existing debt holders and shareholders who recognize the value of our strategic transformation and the underlying enterprise value of each segment. As part of this effort, We secured an incremental 75 million term loan and 30 million in new second lien notes, providing financial flexibility to drive operational improvements and execute on our strategic priorities. While the 30 million in new second lien notes require shareholder approval on March 13th of this year, we are confident that we will obtain the approval and believe this investment will further stabilize our financial position. To further accelerate our transformation, we appointed Chad Sandler as Chief Transformation Officer. Chad brings deep experience in large-scale transformations, and his expertise is already proving invaluable as we drive execution and position Motive Care for long-term success. As we work to prioritize strengthening our platforms and business, Motive Care has appointed Alec Cunningham and David Mounts-Gonzalez to our Board of Directors effective March 7, 2025. Alex's appointment relates to the Board's previously announced plan to add three new independent directors as part of our contractual obligation with our lenders, with the first appointment being Aaron Russell, whose appointment was announced in February. As a significant shareholder, David's appointment brings valuable perspective directly aligned with the broader interests of shareholders and the company. These appointments build on a recent track record of adding key areas of expertise to the board that will drive motive care strategy and execution. Mr. Cunningham is a proven public and private company CEO with significant payer experience with Medicaid, Medicare, and other public-funded healthcare programs, who has delivered excellent operational results in development and turnaround situations. He has unique talent and deep expertise in the policies and operations of government-sponsored health insurance programs and risk-bearing providing organizations. As the former CEO of WellCare Health Plans, he has strong expertise in managed care and operation transformation. Mr. Mounce-Gonzalez's appointment to the board represents a collaborative step forward with shareholder interests. aligning closely with shared goals of enhancing operational efficiency, technology innovation, and disciplined financial management. His deep expertise in AI, analytics, and strategic cost optimization will support the company in driving operational efficiency and long-term value creation. He is a general partner of AI Catalyst Fund, a significant shareholder in our company, which invests in public companies to enhance their use of artificial intelligence and advanced technology through strategic engagement. He's an experienced chief executive and public company director, having served as CEO of Inmar Intelligence, a data-driven commerce and analytics platform from 2010 to 2022, including as chairman from 2014 to 2022. Previously, he held senior leadership roles at Domino's Pizza as EVP of supply chain and CFO, driving innovation in technology, product, and logistics. And at UPS, where he held multiple executive positions, including international county manager, corporate controller, and SVP of UPS Capital. Alex and David's perspectives and expertise will provide immense value. including helping to improve the company's service quality and outcomes, enhance our competitive cost structure, and deliver prudent, profitable growth. We are excited to have them both on board. MotiveCare is committed to a continuous refreshment process designed to provide board membership that is comprised of directors with a range of skills and experiences that complement the company's strategy and execution. We have engaged advisors and established the strategic alternatives committee on the board to ensure a discipline and strategic approach to our divestiture process. After the seismic shifts of 2024 and the significant progress in our transformation, now is the optimal time to monetize select segments and unlock value. And for the first time, we have launched this process. Extensive discussions with third parties, have reinforced the strong market demand and competitive positioning of our monitoring platform, which is the most advanced in our divestiture process. With cutting edge technology and clinical capabilities, a highly attractive member base and recurring revenue streams, interest from potential buyers is strong and deep. We are executing strategically while maintaining measured speed ensuring we maximize value creation for all stakeholders. Beyond monitoring, we are unlocking significant value in our personal care services segment and non-emergency medical transportation platforms, as well as through our equity investment in Matrix Medical. PCS is also uniquely positioned with a centralized, standardized operating model and a single technology platform. making it highly scalable and attractive for potential monetization. This structure enhances efficiency, compliance, and service quality, reinforced in strategic value within the healthcare system. Meanwhile, our NAMT platform and Matrix Medical Investment continue to be growth drivers, benefiting from strong market demand, operational improvements, and our proven competitive position. Each of these businesses represents a compelling opportunity for long-term value creation, and I will provide further insight into their strengths and future potential later in this presentation. Turning now to the review of our business segments. To set the stage for our NEMT segment, no area felt the unprecedented external pressures of 2024 more acutely. While we met our operational goals, Medicaid redetermination had a significant impact reducing our membership and revenue base and driving industry-wide volatility. Despite these challenges, we executed effectively, advanced competitive transformation initiatives and took decisive action. The volatility and uncertainty are behind us and we are poised to further expand as the largest and most advanced NEMT platform. We are executing across the entire NEMT value stream. From a transform go to market strategy that continues to drive sales wins and strengthen our client relationships to high tech and high touch solutions that enhance member satisfaction while reducing transportation and operating costs. For example, in the fourth quarter, our transportation and call center per trip expenses remained near record lows, demonstrating the effectiveness of our automation and AI powered trip assignment technology. As noted earlier, our payer clients faced extraordinary external pressures in 2024, and those challenges inevitably reverberated through us. While we continue to add new contracts and expand relationships, the financial strain on our clients resulted in the attrition of select contracts. Unfortunately, two significant contract losses accounted for a net business loss of approximately $200 million in annual revenue for 2025. These losses were situational, driven by market turmoil rather than our competitive position or performance. In fact, we were performing strong in both. They stem from clients caught off guard by rising cost pressures. One was a Florida-based plan we've discussed on past calls, and the other was a national payer that scaled back NEMT services due to the financial strain from losses in its Medicare Advantage business. In 2024, we secured approximately $90 million in new business from our managed care organization. I will address state business next. And in just the first two months of this year, we are already outpacing that momentum with a win rate exceeding 90% in the MCO segment over the past two years. Simply put, when we pursue MCO business, especially within Medicaid, We win because our clients recognize our performance, trust our execution, and believe in our ability to drive continued differentiation. With a total addressable market exceeding $6 billion and an annual MCO revenue base of $1 billion entering 2025, our identified active pipeline already surpasses $300 million in annual contract value. Notably, this represents only new business within managed Medicaid and Medicare Advantage. We expect to convert many of these opportunities in 2025 and materially recover from the net 200 million revenue attrition. Finally, we look forward to the contributions of our new director, Alec Cunningham, as historically has been with one of our biggest customers. Alec can help make sure we understand our customers' greatest needs. Now, turning to state Medicaid, where we have been the dominant player for decades. this segment remains a cornerstone of our NEMT business. The state-based total addressable market, a subset of the $6 billion overall NEMT market, is $2 billion, of which we currently hold 39% or $780 million. As a reminder, state contracts are typically larger than MCO contracts, and states prioritize proven performance, local presence, and large-scale capabilities when awarding contracts. In 2024, only one state contract transitioned away from an incumbent, and that was us, winning the remaining regions in a Northeast-based state, a testament to our track record in existing regions and the strong preference for scaled incumbents. Looking ahead to 2025, we expect multiple state contracts to come up for renewal. largely due to state delay RFPs amid market disruptions caused by Medicaid redetermination. Our well-established long-term partnership with state agencies, proven track record in quality and access, and strong commitment to serving diverse populations, communities, small businesses, and healthcare providers position us strongly for the successful retention of our NEMT business. I also want to provide additional detail on our state clients as they emerge from the challenges of 2024. Our largest client will likely take part in our RFPs in 2025, and they remain highly supportive of our services and the commitment we have to their statewide diverse communities. As with many other state clients, we have been collaborating with them on re-underwriting their membership, and we expect a price increase over the next few months. Beyond 2025, we anticipate new state opportunities emerging in 2026, providing a strong pathway to expand our differentiated state-based NEMT footprint and further solidifying our market leadership. We operate the broadest national network, enabling us to serve diverse populations across urban centers and rural communities with specialized care options, including wheelchair accessible vehicles, stretcher transport, and high-touch support for complex cases. Also, as the largest NEMTA user of rideshare services, like our partners Uber and Lyft, we seamlessly integrate flexible, cost-effective options while also leveraging public transit and family-provided transportation when most efficient and preferred. Simply put, we have the largest and most diverse transportation network, a critical differentiator for large MCOs and state agencies seeking scale, flexibility, and reliability. Our technology-driven platform, combined with a hyper-local team presence, also allows us to optimize trip assignments, allocate resources efficiently, and deliver high-touch support when needed. This ensures every trip is assigned to the right mode of transportation, whether rideshare, specialized transport, or community-based solutions. while maintaining cost efficiency and member satisfaction. This strategy is delivering tangible results. We look forward to the contributions of David Gonzalez, who has spent the better part of his career optimizing transportation networks and using technology and AI to drive efficiencies. We have consistently met or exceeded key quality metrics, including on-time performance and missed trip reductions, while also driving down costs. Our cost per trip moved from $42 in Q4 2023 to $40 in Q4 2024, a significant driver allowing us to achieve savings of $35 million in 2024. Beyond transportation, we have digitally transformed member engagement. A significant portion of our membership now uses self-service tools, including our top-rated mobile app. AI-powered callbots, and integrated client facility portals. Additionally, we have seamlessly integrated with client systems, allowing them to manage transportation directly through an API connection to our benefits management platform. This ability is unique and of high value to our clients. Member self-service adoption have reduced our call-to-trip ratio from 42% in Q4 of 23 to 34% in Q4 of 24. By combining automation, self-service, and seamless integration, we are enhancing the member experience, but again, also improving our cost structure. As we all know, our shared risk contracts help protect P&L margins post-COVID, but they also created significant working capital challenges. With sediment cycles extending from six to 18 months, we had to wait for reimbursement after delivering higher trip volumes at inflationary driven costs. While this disconnect is less pronounced moving forward, we recognize the need to improve the cash flow conversion timing by shortening settlement to less than three months. Beyond cash flow improvements, we also aim to remove the win-loss dynamic between us and our clients relating to trip volume and utilization risk. As a result, our preferred contract model moving forward is a fee-for-service structure, which minimizes utilization exposure while also significantly reducing settlement times. To ensure alignment on cost, quality, and efficiency, we have also incorporated performance-based incentives into these contracts, reinforcing mutual success for both us and our clients. Importantly, we are taking a measured approach to transition to these contracts, ensuring that we prioritize pricing and margin integrity over speed. We recognize the need for flexibility as client objectives and contract structures vary in a competitive market. We're working with our largest MCO partners and anticipate a continued shift towards this model. To date, we have approximately 25% of our revenue moving to this contract structure. The shift to this shorter cash flow conversion structure will neutralize significant working capital shift or uses of cash that we historically experienced. Again, this is behind us. Our personal care services segment demonstrated steady improvement through 2024, ending the year on a strong note. In the fourth quarter, we achieved adjusted EBITDA of $17.5 million, which included a couple million dollars of state-based quality incentives. In 2024, we transitioned from a decentralized model to a centralized hybrid approach that combined centralized efficiencies with local market expertise. With new PCS leadership, the team delivered more predictable results, supported by a recalibrated business management framework and rate increases that strengthened our financial position. These foundational improvements position us for greater stability and sustained growth in 2025 and beyond. Our PCS business is one of the largest personal care providers in the Northeast. This scale and density combined with a single operating platform and company-wide engagement tools have created a differentiated and scaled platform in an industry that has historically been fragmented. We continue to believe in the long-term value drivers behind serving the nation's chronic and aging population in their preferred low-cost home setting. This is where healthcare goes and will continue to go. While our transformation is still ongoing, we have laid the groundwork for sustainable growth in 25 and beyond. We have direct access to thousands of high risk members. And for our payers and providers, very hard to reach members. Coupled with technology and clinical oversight, personal care is a very valuable service. And this value will only continue to grow. In remote patient monitoring segment, 2024 was a year of strategic investment and integration. Today, our monitoring platform combines a stable, reoccurring revenue stream from our Medicaid LTSS PERS members alongside digital and clinical capabilities. Our PERS business provides a national footprint, best-in-class customer service, and valuable engagement tools that help close gaps of vulnerable and at-risk members. With the launch of our new chronic conditions monitoring and virtual care management services, which include clinical oversight, we closed deals with three national managed care plans. Our investment has allowed us to expand beyond traditional monitoring by developing digital and clinical solutions that deliver the right care at the right time with the right resources. This service allows us to bill as a provider, close gap in care, and expand the scope of services provided to appropriately meet the level of acuity needed based on the member's health condition. Importantly, these innovations allow us to unlock the opportunity available in MLR budgets versus waivers or supplemental benefits. The first customer launched in Q1, and the second is expected to launch in early Q2. Based on the expected outcomes, We believe we will rapidly expand in the launch markets and in addition to the markets served by these managed care plans. Next, I want to address our approach to guidance. Given the ongoing strategic review by the company board and advisors, we have deliberately chosen not to provide formal fiscal 2025 guidance at this time. On one hand, we wanted to stake a clear position. demonstrating how we successfully navigated 2024's challenges and how we are building upon the strong foundation of our scale platform. On the other, we remain laser focused to strategic investments and executing our divestiture processes with discipline to maximize long-term value. With material portfolio changes ahead, introducing guidance now would be premature as we carve out businesses and refine our strategic focus. Instead, our priority is strengthening our platforms in 2025, ensuring we exit the year with a solidified capital structure and a more focused, agile healthcare services company. Before I turn the call over to Barb, I want to summarize four key takeaways. One, we have the liquidity needed to execute our strategy with confidence. Two, we not only navigated an unprecedented period in healthcare, but we emerged stronger, reinforced all three of our businesses. This progress is evident in the underlying drivers and metrics across our segments. And three, we exercised patience and prudent judgment, ensuring we launched a sale process at the optimal time. Now with the stability restored and our platform solidified, we are well positioned to maximize value. And lastly, we will continue execution and deliver results through 2024 and beyond, driving long-term stakeholder value and shareholder value. With that, I'll now turn the call over to Barb, who will walk through our financial results. Barb?

Thank you, Heath, and thank you all for joining this evening's call. During the call, I'll provide additional details on our recent capital raise, highlight our full-year performance, and review our fourth quarter results in a little more detail. Starting with our capital raise. On January 10th, we raised $75 million of additional term loan priced at SOFR plus 750, maturing in January 2026. Subject to shareholder approval on March 13th, 2025, we have secured an incremental $30 million of new second lien notes due in 2029. This capital provides liquidity as we work to normalize working capital in the near term. Additionally, the covenant holiday for Q4 2024 through Q2 2025 offers relief while we complete our strategic review and focus on delevering. Now turning to our full year highlights. As Heath indicated, 2024 was a year of significant and unprecedented challenges. For the full year 2024, revenue was $2.79 billion, a slight increase of just over 1%. PCS full year revenue increased by 4.1%, driven by an increase in organic hours of 1.4% and reimbursement growth of 2.6%, while NEMT and monitoring revenue remained flat. Consolidated adjusted EBITDA was $161.1 million, reflecting a decrease of approximately 20%, primarily driven by a $28 million impact from Medicaid redetermination, a $16 million impact from net NEMT business development activities, a $10 million impact from contract and utilization mix in NEMT, lower PCS and monitoring adjusted EBITDA driven by increased service expense, and investments in product technology and innovation of approximately $8 million. These impacts were partially offset by net operational cost efficiencies of $35 million. Throughout 2024, we have focused on improving efficiencies, reducing costs, and better aligning revenue with expenses. Efforts we believe will lay a strong foundation for delivering results in 2025. Next, a review of our fourth quarter results. In Q4 2024, total revenue was $702.8 million flat compared to Q4 2023. Gains in our PCS business were offset by slight declines in our monitoring and NEMT segments. Consolidated net loss was $23.5 million while adjusted net income was $2.7 million and 19 cents per share. Adjusted EBITDA was $40.4 million or 5.7% of revenue. Our NEMT segment representing 70% of total revenue generated $495 million in revenue relatively flat year-over-year and sequentially. Average monthly members of 29.4 million decreased by approximately 11% year-over-year, but trip volume increased by 8.5% compared to a year ago and 1.3% compared to the third quarter, as healthcare utilization trends continued upward post-pandemic and post-redetermination. These trends resulted in a utilization rate of 10.8% in the quarter, an increase of 37 basis points sequentially, and 192 basis points year over year. Revenue per trip decreased by about 1% sequentially due to trip mix. Growth margin decreased sequentially by 16 basis points to 11.2%. Cost saving initiatives resulted in a reduction of total service expense per trip of approximately 1% sequentially. Purchased service expense per trip decreased by 1% quarter over quarter and 4.3% year over year to $40.42, driven by our multimodal initiative. Payroll and other expense per trip of $5.67 remained at record low levels, 18% lower than the prior year. NEMT reported an adjusted EBITDA of $27.6 million, with a sequential decline of 64 basis points in the adjusted EBITDA margin to 5.6%, primarily driven by utilization effects, while Medicaid redeterminations had minimal sequential impact on membership. For the year, Medicaid redeterminations resulted in a loss of approximately 4 million members and $28 million of adjusted EBITDA, which was in line with our expectations. Our personal care segment represented 27% of total revenue. Revenue increased by 3% year-over-year and decreased by 1% sequentially to $186.6 million, driven by 3.5% growth in revenue per hour slightly offset by a 0.5% decline in the number of total hours. 1% of the revenue per hour increase resulted from a discrete payment of $2 million related to state-based quality incentives. PCS adjusted EBITDA with $17.5 million, or 9.4% of revenue, including the state-based quality incentive payments, which we do not expect to reoccur at similar levels in 2025. Remote patient monitoring represents 3% of total revenue, but 16% of our adjusted EBITDA. Revenue of $19.2 million decreased by about 1% sequentially, primarily due to churn in our MA membership. RPM adjusted EBITDA was $6.8 million with a 35% margin. Turning to the balance sheet. During the fourth quarter, free cash flow was $24.7 million, consisting of net cash provided by operating activities of $30.0 million and capital expenditures of $5.3 million. We ended the year with a net contract receivables position of $95.2 million compared to $63.1 million last quarter and $26.5 million a year ago. In 2024, net working capital generated by contract receivables and contract payables decreased $68.7 million, driven by repayment of contract settlements during the year. As Heath indicated, we're taking a thoughtful and strategic approach to renegotiating our shared risk contracts, balancing pricing terms and the timing of working capital. We ended the year fully drawn on our revolver with a balance of $269 million and with $113 million in cash. As Heath mentioned, due to our current strategic review, we are not providing guidance at this time. However, we want to provide some color on our current views of the key business drivers. For NEMT, we expect contract losses entering 2025 will be partially offset by new wins, which will be weighted towards the back half of the year. We also expect positive movement in contract pricing and further improvements in operating and G&A cost efficiencies. As a reminder, our NEMT quarterly results are highly sensitive to the timing of 2025 pricing activities in the early part of the year, and any shifts in timing may influence the overall financial outcomes. In our PCS business, we expect modest organic hours growth, excluding program changes to the CDPAP business in New York. And in monitoring, we expect modest volume growth driven by Medicaid LTSS referral volumes and growth in clinical programs, offsetting member attrition driven by Medicare Advantage supplemental benefit related changes. As we emerge from the extraordinary challenges of 2024, we have made meaningful and much needed moves to streamline our operations, improve our working capital dynamics, and secure additional capital to better position the company for the long term. I look forward to keeping you posted on our progress in the year ahead. With that, we'll open the call to questions. Operator?