8-K
false000183233200018323322026-11-122026-11-12

 

 

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): November 12, 2026

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Aveanna Healthcare Holdings Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-40362

81-4717209

(State or Other Jurisdiction

of Incorporation)

(Commission File

Number)

(IRS Employer

Identification No.)

 

 

 

 

400 Interstate North Parkway SE, Atlanta, Georgia

(Address of Principal Executive Offices)

30339

(Zip Code)

(770)-441-1580

(Registrant’s Telephone Number, Including Area Code)

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 $0.01 per share

 

AVAH

 

The Nasdaq Stock Market LLC

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 November 12, 2026, Aveanna Healthcare Holdings Inc., a Delaware corporation (“we,” “us,” “our” or the “Company”), issued a press release announcing its financial results for the three and nine-month periods ended October 3, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference in this Item 2.02.

 

Item 7.01 Regulation FD Disclosure.

 

The information contained in Item 2.02 of this Current Report on Form 8-K is incorporated by reference in this Item 7.01.

 

The information contained in this Current Report on Form 8-K, including in Exhibit 99.1 attached hereto, is “furnished” and not “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. Such information shall not be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended, except to the extent such other filing specifically incorporates such information by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

Number

Description

99.1

Press Release dated November 12, 2026 announcing the Company’s financial results for the three and nine-month periods ended October 3, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

AVEANNA HEALTHCARE HOLDINGS INC.

Date: November 12, 2026

By:

/s/ Deborah Stewart

Deborah Stewart

Chief Accounting Officer

(Principal Accounting Officer)

 

 


EX-99.1

 

Exhibit 99.1

 

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AVEANNA HEALTHCARE HOLDINGS ANNOUNCES THIRD

QUARTER FINANCIAL RESULTS AND REVISED 2026 GUIDANCE

•
Third Quarter Revenue was $695.5 million, an 11.8% increase over the prior year period
•
Third Quarter Net income was $45.5 million compared to $14.1 million for the prior year period
•
Adjusted EBITDA for Q3 2026 was $100.1 million, a 25.0% increase over the prior year period
•
Increased Full Year 2026 Revenue guidance to greater than $2.695 billion, updated from greater than $2.68 billion
o
Increased Full Year 2026 Adjusted EBITDA guidance to greater than $374 million, updated from greater than $365 million

 

 

Atlanta, Georgia (November 12, 2026) – Aveanna Healthcare Holdings Inc. (NASDAQ: AVAH), a leading, diversified home care platform focused on providing care to medically complex, high-cost patient populations, today announced financial results for the three and nine-month periods ended October 3, 2026.

 

Jeff Shaner, Chief Executive Officer, commented, “Our third quarter and year-to-date results highlight the continued momentum in our Aveanna Strategic Plan and our ability to consistently deliver sustained year-over-year growth. Revenue and Adjusted EBITDA increased 11.8% and 25.0%, respectively, compared to the prior-year period, reflecting our strong organic growth across all three business segments. Our results reinforce the strength of our operating model, the continued success of our Preferred Payor and Government Affairs strategies, and the dedication of our team to deliver exceptional care to patients and families. Given our performance through the first three quarters and confidence in our outlook, we are pleased to raise our 2026 revenue and Adjusted EBITDA guidance.”

 

Three-Month Periods Ended October 3, 2026 and September 27, 2025

 

Revenue was $695.5 million for the three-month period ended October 3, 2026, as compared to $621.9 million for the three-month period ended September 27, 2025, an increase of $73.6 million, or 11.8%. The overall increase in revenue was attributable to a $59.8 million increase in PDS segment revenue, a $9.7 million increase in HHH segment revenue, and a $4.1 million increase in MS segment revenue compared to the third quarter of 2025.

Gross margin was $226.8 million, or 32.6% of revenue, for the three-month period ended October 3, 2026, as compared to $202.8 million, or 32.6% of revenue, for the three-month period ended September 27, 2025, an increase of $23.9 million, or 11.8%.

 

Net income was $45.5 million or 6.5% of revenue, for the three-month period ended October 3, 2026, as compared to net income of $14.1 million, or 2.3% of revenue for the three-month period ended September 27, 2025. Net income per diluted share was $0.20 for the three-month period ended October 3, 2026, as compared to net income per diluted share of $0.06 for the three-month period ended September 27, 2025. Adjusted net income per diluted share was $0.23 for the three-month period ended October 3, 2026, as compared to adjusted net income per diluted share of $0.15 for the three-month period ended September 27, 2025. See "Non-GAAP Financial Measures - Adjusted net income and Adjusted net income per diluted share" below.

 

Adjusted EBITDA was $100.1 million, or 14.4% of revenue, for the three-month period ended October 3, 2026, as compared to $80.1 million, or 12.9% of revenue, for the three-month period ended September 27, 2025, an increase of $20.0 million or 25.0%. See "Non-GAAP Financial Measures - EBITDA and Adjusted EBITDA" below.

 

Nine-Month Periods Ended October 3, 2026 and September 27, 2025

 

 

1

 


 

Revenue was $2,013.9 million for the nine-month period ended October 3, 2026, as compared to $1,770.7 million for the nine-month period ended September 27, 2025, an increase of $243.2 million, or 13.7%. The overall increase in revenue was attributable to a $203.4 million increase in PDS segment revenue, a $28.5 million increase in HHH segment revenue, and an $11.4 million increase in MS segment revenue compared to the first nine months of 2025.

Gross margin was $650.7 million, or 32.3% of revenue, for the nine-month period ended October 3, 2026, as compared to $597.2 million, or 33.7% of revenue, for the nine-month period ended September 27, 2025, an increase of $53.5 million, or 9.0%.

 

Net income was $127.4 million or 6.3% of revenue for the nine-month period ended October 3, 2026, as compared to net income of $46.3 million or 2.6% of revenue for the nine-month period ended September 27, 2025. Net income per diluted share was $0.57 for the nine-month period ended October 3, 2026, as compared to net income per diluted share of $0.22 for the nine-month period ended September 27, 2025. Adjusted net income per diluted share was $0.63 for the nine-month period ended October 3, 2026, as compared to adjusted net income per diluted share of $0.43 for the nine-month period ended September 27, 2025. See "Non-GAAP Financial Measures - Adjusted net income and Adjusted net income per diluted share" below.

 

Adjusted EBITDA was $279.9 million, or 13.9% of revenue, for the nine-month period ended October 3, 2026, as compared to $235.9 million, or 13.3% of revenue, for the nine-month period ended September 27, 2025, an increase of $44.0 million or 18.7%. See "Non-GAAP Financial Measures - EBITDA and Adjusted EBITDA" below.

 

Liquidity, Cash Flow, and Debt

 

•
As of October 3, 2026, we had cash of $197.8 million and incremental borrowing capacity of $68.7 million under our securitization facility. Our revolver was undrawn, with approximately $225.6 million of borrowing capacity and approximately $24.4 million of outstanding letters of credit.
•
Net cash provided by operating activities was $157.5 million for the nine-month period ended October 3, 2026. Free cash flow was $141.2 million for the nine-month period ended October 3, 2026. See “Non-GAAP Financial Measures - Free cash flow” below.
•
As of October 3, 2026 we had total indebtedness of $1,521.3 million. Our interest rate exposure under our credit facilities is currently hedged with the following instruments:
o
$520.0 million notional amount of interest rate caps that cap our exposure to SOFR at 4.00%, and
o
$880.0 million notional amount of interest rate caps that cap our exposure to SOFR at 2.96%.

 

Matt Buckhalter, Chief Financial Officer, commented “Aveanna's third quarter results continued our strong momentum with solid performance across all three divisions. During the quarter, we delivered revenue of $695.5 million and Adjusted EBITDA of $100.1 million. Year-to-date, we have generated operating cash flow of $157.5 million and free cash flow of $141.2 million, while continuing to reduce net leverage. These results reflect our continued focus on profitable growth, strong cash flow generation, disciplined deleveraging, and put us well on our way toward achieving our long-term targets.”

 

Full Year 2026 Guidance

 

The following is our guidance reflecting our increased expectations for revenue and Adjusted EBITDA for the full fiscal year 2026 (year ending January 2, 2027):

•
Revenue of greater than $2.695 billion, updated from greater than $2.68 billion.

 

Consistent with prior practice, we are not providing guidance on net income at this time due to the volatility of certain required inputs that are not available without unreasonable efforts, including future fair value adjustments associated with our interest rate caps.

•
Adjusted EBITDA of greater than $374 million, updated from greater than $365 million.

 

Non-GAAP Financial Measures

In addition to our results of operations prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), we also evaluate our financial performance using EBITDA, Adjusted EBITDA, Field contribution, Field contribution margin, Adjusted net income or loss, Adjusted net income or loss per diluted share, and Free cash flow. Given our determination of adjustments in arriving at our computations, these non-GAAP measures have limitations as analytical tools and should not be considered in isolation or as substitutes or alternatives to net income or loss, revenue, operating income or loss, cash flows from operating activities, total indebtedness, gross margin, gross margin percentage or any other financial measures calculated in accordance with GAAP. The

2

 


 

reconciliations of these non-GAAP financial measures to their most directly comparable GAAP measures are included in the financial tables below.

EBITDA and Adjusted EBITDA

EBITDA and Adjusted EBITDA are non-GAAP financial measures and are not intended to replace financial performance measures determined in accordance with GAAP, such as net income or loss. Rather, we present EBITDA and Adjusted EBITDA as supplemental measures of our performance. We define EBITDA as net income or loss before interest expense, net; income tax expense or benefit; and depreciation and amortization. We define Adjusted EBITDA as EBITDA, adjusted for the impact of certain other items that are either non-recurring, infrequent, non-cash, unusual, or items deemed by management to not be indicative of the performance of our core operations, including impairments of goodwill, intangible assets, and other long-lived assets; non-cash, share-based compensation and associated employer payroll taxes; loss on debt extinguishment; fees related to debt modifications; the effect of interest rate derivatives; acquisition-related and integration costs; legal costs and settlements associated with acquisition matters; restructuring costs; other legal matters; and other system transition costs, professional fees and other costs. As non-GAAP financial measures, our computations of EBITDA and Adjusted EBITDA may vary from similarly termed non-GAAP financial measures used by other companies, making comparisons with other companies on the basis of this measure impracticable.

We believe our computations of EBITDA and Adjusted EBITDA are helpful in highlighting trends in our core operating performance. In determining which adjustments are made to arrive at EBITDA and Adjusted EBITDA, we consider both (1) certain non-recurring, infrequent, non-cash or unusual items, which can vary significantly from year to year, as well as (2) certain other items that may be recurring, frequent, or settled in cash but which we do not believe are indicative of our core operating performance. We use EBITDA and Adjusted EBITDA to assess operating performance and make business decisions.

We have incurred substantial acquisition-related costs and integration costs. The underlying acquisition activities take place over a defined timeframe, have distinct project timelines and are incremental to activities and costs that arise in the ordinary course of our business. Therefore, we believe it is important to exclude these costs from our Adjusted EBITDA because it provides us a normalized view of our core, ongoing operations after integrating our acquired companies, which we believe is an important measure in assessing our performance.

Field contribution and Field contribution margin

Field contribution and Field contribution margin are non-GAAP financial measures and are not intended to replace financial performance measures determined in accordance with GAAP, such as gross margin and gross margin percentage. Rather, we present Field contribution and Field contribution margin as supplemental measures of our performance. We define Field contribution as gross margin less branch and regional administrative expenses. Field contribution margin is Field contribution as a percentage of revenue. As non-GAAP financial measures, our computations of Field contribution and Field contribution margin may vary from similarly termed non-GAAP financial measures used by other companies, making comparisons with other companies on the basis of these measures impracticable.

Field contribution and Field contribution margin have limitations as analytical tools and should not be considered in isolation or as substitutes or alternatives to gross margin, gross margin percentage, net income or loss, revenue, operating income or loss, cash flows from operating activities, total indebtedness or any other financial measures calculated in accordance with GAAP.

Management believes Field contribution and Field contribution margin are helpful in highlighting trends in our core operating performance and evaluating trends in our branch and regional results, which can vary from year to year. We use Field contribution and Field contribution margin to make business decisions and assess the operating performance and results delivered by our core field operations, prior to corporate and other costs not directly related to our field operations. These metrics are also important because they guide us in determining whether or not our branch and regional administrative expenses are appropriately sized to support our caregivers and direct patient care operations. Additionally, Field contribution and Field contribution margin determine how effective we are in managing our field supervisory and administrative costs associated with supporting our provision of services and sale of products.

Adjusted net income and Adjusted net income per diluted share

Adjusted net income represents net income as adjusted for the impact of GAAP income tax, goodwill, intangible and other long-lived asset impairment charges, non-cash share-based compensation expense, loss on debt extinguishment, fees related to debt modifications; interest rate derivatives, acquisition-related costs, integration costs, legal costs, restructuring costs, other legal matters, other system transition costs, professional fees and certain other miscellaneous items on a pre-tax basis. Adjusted net income includes a provision for income taxes derived utilizing a combined statutory tax rate. The combined statutory tax rate is our estimate of our long-term tax rate. The most comparable GAAP measure is net income.

3

 


 

Adjusted net income per diluted share represents adjusted net income on a per diluted share basis using the weighted-average number of diluted shares outstanding for the period. The most comparable GAAP measure is net income per share, diluted.

Adjusted net income and adjusted net income per diluted share are important to us because they allow us to assess financial results, exclusive of the items mentioned above that are not operational in nature or comparable to those of our competitors.

Free cash flow

Free cash flow is a liquidity measure that represents operating cash flow, adjusted for the impact of purchases of property, equipment and software, proceeds from issuance of term loans, net of debt issuance costs, principal payments on term loans, notes payable and financing leases, and settlements with swap counterparties. The most comparable GAAP measure is cash flow from operations.

We believe free cash flow is helpful in highlighting the cash generated or used by the Company, after taking into consideration mandatory payments on term loans, notes payable and financing leases, as well as cash needed for non-acquisition related capital expenditures, and cash paid to or received from derivative counterparties.

 

Conference Call

 

Aveanna will host a conference call on Thursday, November 12, 2026, at 10:00 a.m. Eastern Time to discuss our third quarter results. The conference call can be accessed live over the phone by dialing 1-877-407-0789, or for international callers, 1-201-689-8562. A telephonic replay of the conference call will be available until November 19, 2026, by dialing 1-844-512-2921, or for international callers, 1-412-317-6671. The passcode for the live call and the replay is 13762373. A live webcast of our conference call will also be available under the Investor Relations section of our website: https://ir.aveanna.com/. The online replay will also be available for one week following the call.

Forward-Looking Statements

Certain matters discussed in this press release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements (other than statements of historical facts) in this press release regarding our prospects, plans, financial position, business strategy and expected financial and operational results may constitute forward-looking statements. Forward-looking statements generally can be identified by the use of terminology such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “seek,” “will,” “may,” “should,” “would,” “predict,” “project,” “potential,” “continue,” “could,” “design,” “guidance,” or the negatives of these terms or variations of them or similar expressions. These statements are based on certain assumptions that we have made in light of our experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate in these circumstances. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. Forward-looking statements involve a number of risks and uncertainties that may cause actual results to differ materially from those expressed or implied by such forward-looking statements, such as intense competition among home health, hospice and durable medical equipment companies; our ability to maintain relationships with existing patient referral sources; our ability to have services funded from third-party payers, including Medicare, Medicaid and private health insurance companies, including as a result of changes to Medicaid to be implemented under the One Big Beautiful Bill Act; changes to Medicare or Medicaid rates or methods governing Medicare or Medicaid payments, and the implementation of alternative payment models, including but not limited to Medicare Advantage, Managed Care Organization, managed Medicaid, and other forms of managed care; any downward pressure on reimbursement resulting from further proliferation of Medicare Advantage plans; our limited ability to control reimbursement rates received for our services; delays in collection or non-collection of our patient accounts receivable, particularly during the business integration process, or when transitioning between systems associated with clinical data collection and submission, as well as billing and collection systems; healthcare reform and other regulations, including risks related to the final rule issued for the home health prospective payment system by Centers for Medicare & Medicaid Services; changes in the case-mix of our patients, as well as payer mix and payment methodologies; any reduction in net reimbursement if we do not effectively implement value-based care programs; the possibility that our business, financial condition and results of operations may be materially adversely affected by public health emergencies, such as a pandemic or other infectious disease outbreak; shortages in qualified employees and management and competition for qualified personnel; any failure to maintain the security and functionality of our information systems or to defend against or otherwise prevent a cybersecurity attack or breach; our substantial indebtedness, which increases our vulnerability to general adverse economic and industry conditions and may limit our ability to pursue strategic alternatives and react to changes in our business and industry; our ability to identify, obtain financing for, acquire and integrate strategic and accretive businesses or assets; risks related to legal proceedings, claims and governmental inquiries given that the nature of our business exposes us to various liability claims, which may exceed the level of our insurance coverage, and other risks set forth under the heading “Risk Factors” in Aveanna’s Annual Report on Form 10-K for its 2025 fiscal year filed with the Securities and Exchange Commission on March 19, 2026, which is available at www.sec.gov. In addition, these forward-looking statements necessarily depend upon assumptions, estimates and dates that may prove to be incorrect or imprecise. Accordingly, forward-looking statements included in this press release do not purport to be predictions of future events or circumstances, and actual results

4

 


 

may differ materially from those expressed by forward-looking statements. All forward-looking statements speak only as of the date made, and Aveanna undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

About Aveanna Healthcare

Aveanna Healthcare is headquartered in Atlanta, Georgia and has locations in 39 states providing a broad range of pediatric and adult healthcare services, primarily focused on care in the home, including nursing, hospice, rehabilitation, occupational nursing in schools, therapy, and day treatment center services for medically complex and chronically ill children and adults, as well as delivery of enteral nutrition and other products to patients. In addition, the Company provides respite healthcare services, which are temporary care provider services provided in relief of the patient’s normal caregiver. The Company’s services are designed to provide a high quality, lower cost alternative to prolonged hospitalization. For more information, please visit www.aveanna.com.

5

 


 

Cash Flow and Information about Indebtedness

The following table sets forth a summary of our cash flows from operating, investing, and financing activities for the periods presented:

 

 

For the nine-month periods ended

 

(dollars in thousands)

October 3, 2026

 

 

September 27, 2025

 

Net cash provided by operating activities

$

157,524

 

 

$

76,137

 

Net cash used in investing activities

$

(188,684

)

 

$

(20,349

)

Net cash provided by financing activities

$

35,743

 

 

$

5,790

 

Cash and cash equivalents at beginning of period

$

193,260

 

 

$

84,288

 

Cash and cash equivalents at end of period

$

197,843

 

 

$

145,866

 

 

The following table presents our long-term indebtedness as of October 3, 2026:

 

(dollars in thousands)

 

 

 

 

Instrument

Interest Rate

 

October 3, 2026

 

2026 Term Loans (1)

S + 3.00%

 

$

1,315,079

 

2026 Refinancing Revolving Credit Facility (1)

S + 3.00%

 

 

-

 

Securitization Facility (1)

S + 2.50%

 

 

206,250

 

Total indebtedness

 

 

$

1,521,329

 

(1) S = One-month SOFR

 

 

 

 

Results of Operations

The following table summarizes our consolidated results of operations for the periods indicated (amounts in thousands, except per share data):

 

For the three-month periods ended

 

For the nine-month periods ended

 

 

October 3, 2026

 

September 27, 2025

 

October 3, 2026

 

September 27, 2025

 

Revenue

$

695,540

 

$

621,942

 

$

2,013,938

 

$

1,770,719

 

Cost of revenue, excluding depreciation and amortization

 

468,775

 

 

419,118

 

 

1,363,220

 

 

1,173,537

 

Branch and regional administrative expenses

 

103,478

 

 

95,399

 

 

296,349

 

 

276,855

 

Corporate expenses

 

35,901

 

 

52,000

 

 

104,140

 

 

124,034

 

Depreciation and amortization

 

3,165

 

 

2,599

 

 

9,058

 

 

7,810

 

Acquisition-related costs

 

665

 

 

(1,175

)

 

8,165

 

 

2,331

 

Other operating expense

 

-

 

 

418

 

 

144

 

 

734

 

Operating income

 

83,556

 

 

53,583

 

 

232,862

 

 

185,418

 

Interest income

 

370

 

 

826

 

 

3,287

 

 

1,087

 

Interest expense

 

(27,085

)

 

(35,127

)

 

(84,019

)

 

(107,465

)

Loss on debt extinguishment

 

-

 

 

(5,862

)

 

-

 

 

(5,862

)

Other income (expense)

 

7,936

 

 

(3

)

 

14,095

 

 

(5,475

)

Income before income taxes

 

64,777

 

 

13,417

 

 

166,225

 

 

67,703

 

Income tax (expense) benefit

 

(19,326

)

 

647

 

 

(38,828

)

 

(21,421

)

Net income

$

45,451

 

$

14,064

 

$

127,397

 

$

46,282

 

Net income per share:

 

 

 

 

 

 

 

 

Net income per share, basic

$

0.21

 

$

0.07

 

$

0.59

 

$

0.23

 

Weighted average shares of common stock outstanding, basic

 

218,301

 

 

208,948

 

 

216,919

 

 

201,529

 

Net income per share, diluted

$

0.20

 

$

0.06

 

$

0.57

 

$

0.22

 

Weighted average shares of common stock outstanding, diluted

 

229,223

 

 

222,234

 

 

225,416

 

 

211,920

 

 

6

 


 

The following tables summarize our consolidated key performance measures, including Field contribution and Field contribution margin, which are non-GAAP measures, for the periods indicated:

 

 

For the three-month periods ended

 

 

(dollars in thousands)

October 3, 2026

 

September 27, 2025

 

Change

 

% Change

 

 

Revenue

$

695,540

 

$

621,942

 

$

73,598

 

 

11.8

%

 

Cost of revenue, excluding depreciation and amortization

 

468,775

 

 

419,118

 

 

49,657

 

 

11.8

%

 

Gross margin

$

226,765

 

$

202,824

 

$

23,941

 

 

11.8

%

 

Gross margin percentage

 

32.6

%

 

32.6

%

 

 

 

0.0

%

(1)

Branch and regional administrative expenses

 

103,478

 

 

95,399

 

 

8,079

 

 

8.5

%

 

Field contribution

$

123,287

 

$

107,425

 

$

15,862

 

 

14.8

%

 

Field contribution margin

 

17.7

%

 

17.3

%

 

 

 

 

 

Corporate expenses

$

35,901

 

$

52,000

 

$

(16,099

)

 

-31.0

%

 

As a percentage of revenue

 

5.2

%

 

8.4

%

 

 

 

 

 

Operating income

$

83,556

 

$

53,583

 

$

29,973

 

 

55.9

%

 

As a percentage of revenue

 

12.0

%

 

8.6

%

 

 

 

 

 

 

 

For the nine-month periods ended

 

 

(dollars in thousands)

October 3, 2026

 

September 27, 2025

 

Change

 

% Change

 

 

Revenue

$

2,013,938

 

$

1,770,719

 

$

243,219

 

 

13.7

%

 

Cost of revenue, excluding depreciation and amortization

 

1,363,220

 

 

1,173,537

 

 

189,683

 

 

16.2

%

 

Gross margin

$

650,718

 

$

597,182

 

$

53,536

 

 

9.0

%

 

Gross margin percentage

 

32.3

%

 

33.7

%

 

 

 

-1.4

%

(1)

Branch and regional administrative expenses

 

296,349

 

 

276,855

 

 

19,494

 

 

7.0

%

 

Field contribution

$

354,369

 

$

320,327

 

$

34,042

 

 

10.6

%

 

Field contribution margin

 

17.6

%

 

18.1

%

 

 

 

 

 

Corporate expenses

$

104,140

 

$

124,034

 

$

(19,894

)

 

-16.0

%

 

As a percentage of revenue

 

5.2

%

 

7.0

%

 

 

 

 

 

Operating income

$

232,862

 

$

185,418

 

$

47,444

 

 

25.6

%

 

As a percentage of revenue

 

11.6

%

 

10.5

%

 

 

 

 

 

(1)
Represents the change in margin percentage year over year (or quarter over quarter).

 

7

 


 

The following tables summarize our key performance measures by segment for the periods indicated:

 

 

PDS

 

 

 

For the three-month periods ended

 

 

(dollars and hours in thousands)

October 3, 2026

 

September 27, 2025

 

Change

 

% Change

 

 

Revenue

$

574,211

 

$

514,431

 

$

59,780

 

 

11.6

%

 

Cost of revenue, excluding depreciation and amortization

 

408,183

 

 

365,159

 

 

43,024

 

 

11.8

%

 

Gross margin

$

166,028

 

$

149,272

 

$

16,756

 

 

11.2

%

 

Gross margin percentage

 

28.9

%

 

29.0

%

 

 

 

-0.1

%

(4)

Hours

 

13,023

 

 

11,822

 

 

1,201

 

 

10.2

%

 

Revenue rate

$

44.09

 

$

43.51

 

$

0.58

 

 

1.4

%

(1)

Cost of revenue rate

$

31.34

 

$

30.89

 

$

0.45

 

 

1.6

%

(2)

Spread rate

$

12.75

 

$

12.62

 

$

0.13

 

 

1.0

%

(3)

 

 

 

 

 

 

 

 

 

 

 

HHH

 

 

 

For the three-month periods ended

 

 

(dollars and admissions/episodes in thousands)

October 3, 2026

 

September 27, 2025

 

Change

 

% Change

 

 

Revenue

$

72,146

 

$

62,427

 

$

9,719

 

 

15.6

%

 

Cost of revenue, excluding depreciation and amortization

 

33,662

 

 

29,146

 

 

4,516

 

 

15.5

%

 

Gross margin

$

38,484

 

$

33,281

 

$

5,203

 

 

15.6

%

 

Gross margin percentage

 

53.3

%

 

53.3

%

 

 

 

0.0

%

(4)

Home health total admissions (5)

 

11.6

 

 

9.7

 

 

1.9

 

 

19.6

%

 

Home health episodic admissions (6)

 

9.3

 

 

7.5

 

 

1.8

 

 

24.0

%

 

Home health total episodes (7)

 

16.0

 

 

12.9

 

 

3.1

 

 

24.0

%

 

Home health episodic mix (8)

 

80.2

%

 

77.3

%

 

 

 

2.9

%

(10)

Home health revenue per completed episode (9)

$

3,199

 

$

3,215

 

$

(16

)

 

-0.5

%

 

 

 

 

 

 

 

 

 

 

 

 

MS

 

 

 

For the three-month periods ended

 

 

(dollars and UPS in thousands)

October 3, 2026

 

September 27, 2025

 

Change

 

% Change

 

 

Revenue

$

49,183

 

$

45,084

 

$

4,099

 

 

9.1

%

 

Cost of revenue, excluding depreciation and amortization

 

26,930

 

 

24,813

 

 

2,117

 

 

8.5

%

 

Gross margin

$

22,253

 

$

20,271

 

$

1,982

 

 

9.8

%

 

Gross margin percentage

 

45.2

%

 

45.0

%

 

 

 

0.2

%

(4)

Unique patients served (“UPS”)

 

98

 

 

91

 

 

7

 

 

7.7

%

 

Revenue rate

$

501.87

 

$

495.43

 

$

6.44

 

 

1.4

%

(1)

Cost of revenue rate

$

274.80

 

$

272.67

 

$

2.13

 

 

0.8

%

(2)

Spread rate

$

227.07

 

$

222.76

 

$

4.31

 

 

2.1

%

(3)

 

8

 


 

 

PDS

 

 

 

For the nine-month periods ended

 

 

(dollars and hours in thousands)

October 3, 2026

 

September 27, 2025

 

Change

 

% Change

 

 

Revenue

$

1,663,792

 

$

1,460,441

 

$

203,351

 

 

13.9

%

 

Cost of revenue, excluding depreciation and amortization

 

1,188,647

 

 

1,018,550

 

 

170,097

 

 

16.7

%

 

Gross margin

$

475,145

 

$

441,891

 

$

33,254

 

 

7.5

%

 

Gross margin percentage

 

28.6

%

 

30.3

%

 

 

 

-1.7

%

(4)

Hours

 

37,608

 

 

33,762

 

 

3,846

 

 

11.4

%

 

Revenue rate

$

44.24

 

$

43.26

 

$

0.98

 

 

2.5

%

(1)

Cost of revenue rate

$

31.61

 

$

30.17

 

$

1.44

 

 

5.3

%

(2)

Spread rate

$

12.63

 

$

13.09

 

$

(0.46

)

 

-3.9

%

(3)

 

 

 

 

 

 

 

 

 

 

 

HHH

 

 

 

For the nine-month periods ended

 

 

(dollars and admissions/episodes in thousands)

October 3, 2026

 

September 27, 2025

 

Change

 

% Change

 

 

Revenue

$

207,778

 

$

179,272

 

$

28,506

 

 

15.9

%

 

Cost of revenue, excluding depreciation and amortization

 

96,332

 

 

82,187

 

 

14,145

 

 

17.2

%

 

Gross margin

$

111,446

 

$

97,085

 

$

14,361

 

 

14.8

%

 

Gross margin percentage

 

53.6

%

 

54.2

%

 

 

 

-0.6

%

(4)

Home health total admissions (5)

 

33.1

 

 

29.2

 

 

3.9

 

 

13.4

%

 

Home health episodic admissions (6)

 

26.7

 

 

22.3

 

 

4.4

 

 

19.7

%

 

Home health total episodes (7)

 

45.6

 

 

37.4

 

 

8.2

 

 

21.9

%

 

Home health episodic mix (8)

 

80.7

%

 

76.4

%

 

 

 

4.3

%

(10)

Home health revenue per completed episode (9)

$

3,190

 

$

3,206

 

$

(16

)

 

-0.5

%

 

 

 

 

 

 

 

 

 

 

 

 

MS

 

 

 

For the nine-month periods ended

 

 

(dollars and UPS in thousands)

October 3, 2026

 

September 27, 2025

 

Change

 

% Change

 

 

Revenue

$

142,368

 

$

131,006

 

$

11,362

 

 

8.7

%

 

Cost of revenue, excluding depreciation and amortization

 

78,241

 

 

72,800

 

 

5,441

 

 

7.5

%

 

Gross margin

$

64,127

 

$

58,206

 

$

5,921

 

 

10.2

%

 

Gross margin percentage

 

45.0

%

 

44.4

%

 

 

 

0.6

%

(4)

Unique patients served (“UPS”)

 

286

 

 

271

 

 

15

 

 

5.5

%

 

Revenue rate

$

497.79

 

$

483.42

 

$

14.37

 

 

3.2

%

(1)

Cost of revenue rate

$

273.57

 

$

268.63

 

$

4.94

 

 

2.0

%

(2)

Spread rate

$

224.22

 

$

214.79

 

$

9.43

 

 

4.7

%

(3)

 

(1)
Represents the period over period change in revenue rate, plus the change in revenue rate attributable to the change in volume.
(2)
Represents the period over period change in cost of revenue rate, plus the change in cost of revenue rate attributable to the change in volume.
(3)
Represents the period over period change in spread rate, plus the change in spread rate attributable to the change in volume.
(4)
Represents the change in margin percentage year over year (or quarter over quarter).
(5)
Represents home health episodic and other admissions.
(6)
Represents home health episodic admissions.
(7)
Represents episodic admissions and recertifications.
(8)
Represents the ratio of home health episodic admissions to home health total admissions.
(9)
Represents Medicare revenue per completed episode.
(10)
Represents the change in home health episodic mix year over year (or quarter over quarter).

9

 


 

The following table reconciles gross margin and gross margin percentage to Field contribution and Field contribution margin:

 

 

For the three-month periods ended

 

For the nine-month periods ended

 

(dollars in thousands)

October 3, 2026

 

September 27, 2025

 

October 3, 2026

 

September 27, 2025

 

Gross margin

$

226,765

 

$

202,824

 

$

650,718

 

$

597,182

 

Gross margin percentage

 

32.6

%

 

32.6

%

 

32.3

%

 

33.7

%

Branch and regional administrative expenses

 

103,478

 

 

95,399

 

 

296,349

 

 

276,855

 

Field contribution

$

123,287

 

$

107,425

 

$

354,369

 

$

320,327

 

Field contribution margin

 

17.7

%

 

17.3

%

 

17.6

%

 

18.1

%

Revenue

$

695,540

 

$

621,942

 

$

2,013,938

 

$

1,770,719

 

The following table reconciles net income to EBITDA and Adjusted EBITDA:

 

 

 

For the three-month periods ended

 

For the nine-month periods ended

 

(dollars in thousands)

 

October 3, 2026

 

September 27, 2025

 

October 3, 2026

 

September 27, 2025

 

Net income

 

$

45,451

 

$

14,064

 

$

127,397

 

$

46,282

 

Interest expense, net

 

 

26,715

 

 

34,301

 

 

80,732

 

 

106,378

 

Income tax expense (benefit)

 

 

19,326

 

 

(647

)

 

38,828

 

 

21,421

 

Depreciation and amortization

 

 

3,165

 

 

2,599

 

 

9,058

 

 

7,810

 

EBITDA

 

 

94,657

 

 

50,317

 

 

256,015

 

 

181,891

 

Goodwill, intangible and other long-lived asset impairment

 

 

131

 

 

418

 

 

252

 

 

738

 

Non-cash share-based compensation

 

 

4,239

 

 

4,960

 

 

12,521

 

 

21,115

 

Loss on debt extinguishment

 

 

-

 

 

5,862

 

 

-

 

 

5,862

 

Fees related to debt modifications

 

 

31

 

 

15,964

 

 

1,535

 

 

15,964

 

Interest rate derivatives (1)

 

 

(8,107

)

 

9

 

 

(14,279

)

 

5,532

 

Acquisition-related costs (2)

 

 

665

 

 

(1,175

)

 

8,165

 

 

2,332

 

Integration costs (3)

 

 

3,808

 

 

2,250

 

 

6,477

 

 

4,793

 

Legal costs and settlements associated with acquisition matters (4)

 

 

292

 

 

1,550

 

 

3,710

 

 

3,228

 

Restructuring (5)

 

 

-

 

 

52

 

 

-

 

 

468

 

Other legal matters (6)

 

 

3,914

 

 

12

 

 

3,942

 

 

(5,926

)

Other adjustments (7)

 

 

456

 

 

(91

)

 

1,534

 

 

(141

)

Total adjustments

 

$

5,429

 

$

29,811

 

$

23,857

 

$

53,965

 

Adjusted EBITDA

 

$

100,086

 

$

80,128

 

$

279,872

 

$

235,856

 

 

10

 


 

The following table reconciles net income to adjusted net income and presents adjusted net income per diluted share:

 

 

For the three-month periods ended

 

For the nine-month periods ended

 

(dollars in thousands, except share and per share data)

October 3, 2026

 

September 27, 2025

 

October 3, 2026

 

September 27, 2025

 

Net income

$

45,451

 

$

14,064

 

$

127,397

 

$

46,282

 

Income tax expense (benefit)

 

19,326

 

 

(647

)

 

38,828

 

 

21,421

 

Goodwill, intangible and other long-lived asset impairment

 

131

 

 

418

 

 

252

 

 

738

 

Non-cash share-based compensation

 

4,239

 

 

4,960

 

 

12,521

 

 

21,115

 

Loss on debt extinguishment

 

-

 

 

5,862

 

 

-

 

 

5,862

 

Fees related to debt modifications

 

31

 

 

15,964

 

 

1,535

 

 

15,964

 

Interest rate derivatives (1)

 

(8,107

)

 

9

 

 

(14,279

)

 

5,532

 

Acquisition-related costs (2)

 

665

 

 

(1,175

)

 

8,165

 

 

2,332

 

Integration costs (3)

 

3,808

 

 

2,250

 

 

6,477

 

 

4,793

 

Legal costs and settlements associated with acquisition matters (4)

 

292

 

 

1,550

 

 

3,710

 

 

3,228

 

Restructuring (5)

 

-

 

 

52

 

 

-

 

 

468

 

Other legal matters (6)

 

3,914

 

 

12

 

 

3,942

 

 

(5,926

)

Other adjustments (7)

 

456

 

 

(91

)

 

1,534

 

 

(141

)

Total adjustments

 

24,755

 

 

29,164

 

 

62,685

 

 

75,386

 

Adjusted pre-tax income

 

70,206

 

 

43,228

 

 

190,082

 

 

121,668

 

Income tax expense on adjusted pre-tax income (8)

 

(17,552

)

 

(10,807

)

 

(47,521

)

 

(30,417

)

Adjusted net income

$

52,654

 

$

32,421

 

$

142,561

 

$

91,251

 

Weighted average shares outstanding, diluted

 

229,223

 

 

222,234

 

 

225,416

 

 

211,920

 

Adjusted net income per diluted share (9)

$

0.23

 

$

0.15

 

$

0.63

 

$

0.43

 

 

The following footnotes are applicable to tables above that reconcile (i) net income to EBITDA and Adjusted EBITDA and (ii) net income to adjusted net income.

 

(1)
Represents valuation adjustments and settlements associated with interest rate derivatives that are not included in interest expense, net. Such items are included in other income (expense).
(2)
Represents transaction costs incurred in connection with planned, completed, or terminated acquisitions, which include investment banking fees, legal diligence and related documentation costs, and finance and accounting diligence and documentation, as presented on the Company’s consolidated statements of operations.
(3)
Represents (i) costs associated with our Integration Management Office, which focuses on our integration efforts and transformational projects such as systems conversions and implementations, material cost reduction and restructuring projects, among other things, of $0.4 million and $1.3 million for the three and nine-month periods ended October 3, 2026, respectively, and $0.5 million and $1.2 million for the three and nine-month periods ended September 27, 2025, respectively; and (ii) transitionary costs incurred to integrate acquired companies into our field and corporate operations of $3.4 million and $5.2 million for the three and nine-month periods ended October 3, 2026, respectively, and $1.8 million and $3.6 million for the three and nine-month periods ended September 27, 2025, respectively. Transitionary costs incurred to integrate acquired companies include IT consulting costs and related integration support costs; salary, severance and retention costs associated with duplicative acquired company personnel until such personnel are exited from the Company; accounting, legal and consulting costs; expenses and impairments related to the closure and consolidation of overlapping markets of acquired companies, including lease termination and relocation costs; costs associated with terminating legacy acquired company contracts and systems; and one-time costs associated with rebranding our acquired companies and locations to the Aveanna brand.
(4)
Represents legal and forensic costs, as well as settlements associated with resolving legal matters arising during or as a result of our acquisition-related activities. This primarily includes costs of $0.2 million and $2.8 million for the three and nine-month periods ended October 3, 2026, respectively, and $1.3 million and $2.6 million for the three and nine-month periods ended September 27, 2025, respectively, to comply with the U.S. Department of Justice, Antitrust Division’s grand jury subpoena related to nurse wages and hiring activities in certain of our markets, in connection with a terminated transaction.
(5)
Represents costs associated with restructuring our branch and regional administrative footprint as well as our corporate overhead infrastructure costs in order to appropriately size our resources to current volumes, including: (i) branch and regional salary and severance costs; (ii) corporate salary and severance costs; and (iii) rent and lease termination costs associated with the closure of certain office locations.

11

 


 

(6)
Represents: (i) accrued legal settlements and related costs and expenses associated with employment litigation with a certain state of $3.9 million in both the three and nine-month periods ended October 3, 2026, there were no such costs in any other period; and (ii) accrued legal settlements and the related costs and expenses associated with certain judgments and arbitration awards rendered against the Company where certain insurance coverage is in dispute. The Company released a legal reserve related to a certain accrued legal settlement during the nine-month period ended September 27, 2025.
(7)
Represents other costs or (income) that are either non-cash or non-core to the Company’s ongoing operations of $0.5 million and $1.5 million for the three and nine-month periods ended October 3, 2026, respectively, and $(0.1) million for both the three and nine-month periods ended September 27, 2025.
(8)
Derived utilizing a combined federal and state statutory rate of 25% for the three and nine-month periods ended October 3, 2026, and September 27, 2025, respectively, and applied to the respective adjusted pre-tax income.
(9)
Adjustments used to reconcile net income per diluted share on a GAAP basis to adjusted net income per diluted share are comprised of the same adjustments, inclusive of the tax impact, used to reconcile net income to adjusted net income divided by the weighted-average diluted shares outstanding during the period.

 

The following table reconciles net income to adjusted net income and presents adjusted net income per diluted share:

 

 

For the three-month periods ended

 

For the nine-month periods ended

 

 

October 3, 2026

 

September 27, 2025

 

October 3, 2026

 

September 27, 2025

 

(dollars in thousands)

Dollars

 

Per Diluted Share

 

Dollars

 

Per Diluted Share

 

Dollars

 

Per Diluted Share

 

Dollars

 

Per Diluted Share

 

Net income

$

45,451

 

$

0.20

 

$

14,064

 

$

0.06

 

$

127,397

 

$

0.57

 

$

46,282

 

$

0.22

 

Total adjustments (1)

 

24,755

 

 

0.11

 

 

29,164

 

 

0.13

 

 

62,685

 

 

0.27

 

 

75,386

 

 

0.35

 

Income tax expense on adjusted pre-tax income

 

(17,552

)

 

(0.08

)

 

(10,807

)

 

(0.04

)

 

(47,521

)

 

(0.21

)

 

(30,417

)

 

(0.14

)

Adjusted net income

$

52,654

 

$

0.23

 

$

32,421

 

$

0.15

 

$

142,561

 

$

0.63

 

$

91,251

 

$

0.43

 

 

(1) Total adjustments agree to the net income to adjusted net income table above.

 

The table below reflects the increase or decrease, and aggregate impact, to the line items included on our consolidated statements of operations based upon the adjustments used in arriving at Adjusted EBITDA from EBITDA for the periods indicated.

 

 

For the three-month periods ended

 

For the nine-month periods ended

 

(dollars in thousands)

October 3, 2026

 

September 27, 2025

 

October 3, 2026

 

September 27, 2025

 

Cost of revenue, excluding depreciation and amortization

$

354

 

$

353

 

$

342

 

$

(5,225

)

Branch and regional administrative expenses

 

5,382

 

 

2,003

 

 

8,886

 

 

6,841

 

Corporate expenses

 

6,947

 

 

22,346

 

 

20,399

 

 

37,945

 

Acquisition-related costs

 

665

 

 

(1,175

)

 

8,165

 

 

2,331

 

Other operating expense

 

-

 

 

(12

)

 

-

 

 

34

 

Loss on debt extinguishment

 

-

 

 

5,862

 

 

-

 

 

5,862

 

Other (income) expense

 

(7,919

)

 

434

 

 

(13,935

)

 

6,177

 

Total adjustments

$

5,429

 

$

29,811

 

$

23,857

 

$

53,965

 

 

12

 


 

The following table reconciles the net cash provided by operating activities to free cash flow:

 

 

 

For the nine-month period ended

 

(dollars in thousands)

 

October 3, 2026

 

Net cash provided by operations

 

$

157,524

 

Purchases of property and equipment, and software

 

 

(7,753

)

Principal payments of term loans

 

 

(6,608

)

Principal payments of notes payable

 

 

(6,204

)

Settlements with swap counterparties

 

 

4,268

 

Free cash flow

 

$

141,227

 

 

13