onem-8k_20200318.htm

 

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): March 18, 2020

 

1LIFE HEALTHCARE, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

 

 

 

 

 

Delaware

 

001-39203

 

76-0707204

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

 

One Embarcadero Center, Suite 1900

San Francisco, CA

 

94111

(Address of Principal Executive Offices)

 

(Zip Code)

 

(415) 658-6792

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions 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))

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, $0.001 par value

 

ONEM

 

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 

 

 


Item 2.02 Results of Operations and Financial Condition

On March 18, 2020, 1Life Healthcare, Inc., or One Medical, issued a press release announcing its financial results for the fourth quarter and full year ended December 31, 2019. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

One Medical also posted supplemental materials on the “Events and Presentations” section of its investor relations website at investor.onemedical.com. Except as specifically noted herein, information on or accessible through One Medical’s website is not, and will not be deemed to be, a part of this Current Report on Form 8-K or incorporated by reference into any other filings One Medical may make with the U.S. Securities and Exchange Commission, or the SEC.  

The information contained herein and the accompanying exhibit are furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, nor shall it be deemed incorporated by reference in any filing with the SEC made by One Medical, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

 

Description

99.1

 

Press Release dated March 18, 2020.

 

 


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.

 

 

1LIFE HEALTHCARE, INC.

 

 

 

 

 

By:

 

/s/ Bjorn Thaler

Dated: March 18, 2020

 

 

Bjorn Thaler

 

 

 

Chief Financial Officer

 

onem-ex991_6.htm

Exhibit 99.1

One Medical Announces Results for Fourth Quarter and Full Year 2019

 

Fourth Quarter 2019 Net Revenue of $77.4 Million, a 33% Increase Year-Over-Year

 

Full Year 2019 Net Revenue of $276.3 Million, a 30% Increase Year-Over-Year

 

2019 Ending Membership Count of Approximately 422 Thousand, a 22% Increase Year-Over-Year

 

Provides Q1 2020 Guidance

 

Announces Plan to Expand into Austin

SAN FRANCISCO – March 18, 2020 – 1Life Healthcare, Inc. (One Medical) (Nasdaq: ONEM) today announced financial results for the fourth quarter and full year ended December 31, 2019.

We continue to demonstrate the power of One Medical’s model to transform healthcare for all key stakeholders with our unique combination of seamless digital health and inviting in-office care, said Amir Dan Rubin, Chair & CEO & President of One Medical. “Moreover, One Medical has further demonstrated to be an extraordinary model during these extraordinary times as members and employers turn to us for care and insights.”

Financial Highlights for the Fourth Quarter 2019

All comparisons, unless otherwise noted, are to the three months ended December 31, 2018.

 

Membership count as of year-end was approximately 422 thousand compared to approximately 346 thousand, a 22% increase.

 

Net Revenue was $77.4 million compared to $58.0 million, a 33% increase.

 

Care Margin was $28.4 million compared to $22.3 million, a 27% increase; Loss from Operations was $19.0 million compared to $19.9 million, a 5% decrease.

 

Adjusted EBITDA was a loss of $9.4 million compared to a loss of $6.8 million, a 37% increase; Net Loss was $19.5 million compared to $18.6 million, a 5% increase.

 

Cash and Short-term Marketable Securities as of year-end were $146.5 million. This balance does not include the $263.4 million in net proceeds generated from the company’s initial public offering on January 31, 2020.

 

Notes Payable as of year-end were $3.3 million.

Financial Highlights for the Full Year 2019

All comparisons, unless otherwise noted, are to the twelve months ended December 31, 2018.

 

Net Revenue was $276.3 million compared to $212.7 million, a 30% increase.

 

Care Margin was $108.6 million compared to $76.5 million, a 42% increase; Loss from Operations was $54.1 million compared to $45.0 million, a 20% increase.

 

Adjusted EBITDA was a loss of $25.0 million compared to a loss of $13.9 million, a 79% increase; Net Loss was $53.7 million compared to $45.5 million, an 18% increase.

Financial Outlook

One Medical provides forward-looking guidance on membership count, total net revenue, care margin, and adjusted EBITDA. Care margin and adjusted EBITDA are non-GAAP measures.

For the first quarter of 2020, we expect:

 

Ending Membership count between 443 thousand to 447 thousand,

 

Total Net Revenue between $74.0 million and $77.0 million,

 

Care Margin between $22.0 million and $25.0 million, and,

 

Adjusted EBITDA between a loss of $18.0 million and a loss of $15.0 million.

For the full year of 2020, we expect:

 

Ending Membership count between 495 thousand to 510 thousand.

 


Management has not provided revenue, care margin, or adjusted EBITDA guidance for 2020 because of uncertainties around the duration and extent of the continued COVID-19 pandemic and related community self-isolation practices and any impact that these two items may have on the company’s financial performance for full year 2020.

Management has not reconciled forward-looking non-GAAP care margin and adjusted EBITDA to their most directly comparable GAAP measures of loss from operations and net loss, respectively. This is because we cannot predict with reasonable certainty the ultimate outcome of certain GAAP components of such reconciliations, including market-related assumptions that are not within our control, or others that may arise, without unreasonable effort. For these reasons, we are unable to assess the probable significance of the unavailable information, which could materially impact the amount of the future directly comparable GAAP measures. See below for additional important disclosures regarding our non-GAAP financial measures.

Quarterly Conference Call Details

The company will host a conference call to review the results today, Wednesday, March 18, 2020 at 2:00 p.m. (PT) / 5:00 p.m. (ET) to discuss its financial results. A live audio webcast and a supplemental presentation will be available online at https://investor.onemedical.com. The conference call can also be accessed by dialing 1-800-258-1651 for U.S. participants, or 1-612-979-9928 for international participants, and referencing participant code 9174566. A replay of the call will be available via webcast for on-demand listening shortly after the completion of the call, at the same web link, and will remain available for approximately 90 days.

Key Metrics and Non-GAAP Financial Measures

Members: a member is a person who has paid for membership themselves or an employee or dependent whose membership has been paid for by an enterprise client and who has registered with us. Members help drive membership revenue, partnership revenue and patient service revenue. We believe growth in the number of members is a key indicator of the performance of our business. Our Membership depends, in part, on our ability to successfully market our services directly to consumers and to employers that are not yet enterprise clients and our activation rate within existing clients. While growth in the number of members is an important indicator of expected revenue growth, it also informs our management of the areas of our business that will require further investment to support expected future member growth.

Reconciliations of non-GAAP financial measures to the most directly comparable financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. We believe that these non-GAAP financial measures, when taken together with the corresponding GAAP financial measures, provide meaningful supplemental information regarding our performance by excluding certain items that may not be indicative of our business, results of operations, or outlook. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. In addition, other companies, including companies in our industry, may calculate similarly-titled non-GAAP measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison.

Care Margin: we define care margin as loss from operations excluding depreciation and amortization, general and administrative expense and sales and marketing expense. We consider care margin to be an important measure to monitor our performance, specific to the direct costs of delivering care. We believe this margin is useful to measure whether we are controlling our direct expenses included in the provision of care sufficiently and whether we are effectively pricing our services. We have provided below a reconciliation of historical care margin to loss from operations, its most directly comparable GAAP financial measure.

Adjusted EBITDA: we define adjusted EBITDA as net loss excluding interest income, interest expense, depreciation and amortization, stock-based compensation, change in the fair value of our redeemable convertible preferred stock warrant liability and provision for income taxes. We report adjusted EBITDA because it is an important measure upon which our management assesses and believes investors should assess our operating performance. We consider adjusted EBITDA to be an important measure because it helps illustrate underlying trends in our business and our historical operating performance on a more consistent basis. We have provided below a reconciliation of historical adjusted EBITDA to net loss, its most directly comparable GAAP financial measure.

 


Available Information

One Medical intends to use its Company website (including its Investor Relations website) as well as its Facebook, Twitter and LinkedIn accounts as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

Forward-Looking Statements

This press release contains forward-looking statements about us and our industry that involve substantial risks and uncertainties and are based on our beliefs and assumptions and on information currently available to us. All statements other than statements of historical facts contained in this press release, including statements regarding our future results of operations, financial condition, business strategy and plans and objectives of management for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “will,” or “would,” or the negative of these words or other similar terms or expressions.

Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward-looking statements represent our beliefs and assumptions only as of the date of this letter.  These statements, and related risks, uncertainties, factors and assumptions, include, but are not limited to: the strength of the One Medical brand; member satisfaction with our services and support; the effects of the COVID-19 pandemic and related self-isolation and quarantine measures on our business and future growth and results of operations; anticipated membership growth; changes in the pricing we offer our members; our relationships with our health network partners and enterprise clients and any changes to or terminations of our contracts with the health network partners or enterprise clients; our ability to improve cost of care and margins, including timing and expenses of new office openings and entry into new geographic markets; changes in laws or regulations; our involvement in litigation, including medical malpractice claims and consumer class actions; any governmental investigations or inquiries into or challenges to our relationships with the One Medical PCs under the administrative services agreements; our strategic plan; our financial outlook for the first quarter of 2020; our focus areas for investment and our investments; and our overall business trajectory.  These risks are not exhaustive. Except as required by law, we assume no obligation to update these forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future. Further information on factors that could cause actual results to differ materially from the results anticipated by our forward-looking statements is included in the reports we have filed or will file with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2019. These filings, when available, are available on the investor relations section of our website at investor.onemedical.com and on the SEC’s website at www.sec.gov.

About One Medical

One Medical is a membership-based and technology-powered primary care platform with seamless digital health and inviting in-office care, convenient to where people work, shop, live, and click. Our vision is to delight millions of members with better health and better care while reducing costs. Our mission is to transform health care for all through our human-centered, technology-powered model.

Headquartered in San Francisco, 1Life Healthcare, Inc. is the administrative and managerial services company for the affiliated One Medical physician owned professional corporations that deliver medical services in-office and virtually. 1Life and the One Medical entities do business under the “One Medical” brand.

 

Investor Contacts:

Rose Salzwedel, One Medical

Director of Investor Relations

investor@onemedical.com 

(206) 331-2211

 

 


Westwicke

Bob East or Asher Dewhurst

(443) 223-0500

onemedical@westwicke.com

 

Media Contact:

Kristina Skinner, One Medical

Director of External Communications
Press@onemedical.com

650-743-5187

 


CONSOLIDATED STATEMENTS OF OPERATIONS

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

 

 

 

Three Months Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

 

 

(unaudited)

 

 

(unaudited)

 

 

(unaudited)

 

 

 

 

 

Net revenue

 

$

77,386

 

 

$

58,042

 

 

$

276,258

 

 

$

212,678

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of care, exclusive of depreciation and amortization

   shown separately below

 

 

49,032

 

 

 

35,742

 

 

 

167,618

 

 

 

136,180

 

Sales and marketing (1)

 

 

10,690

 

 

 

11,415

 

 

 

39,520

 

 

 

25,789

 

General and administrative (1)

 

 

31,798

 

 

 

28,212

 

 

 

108,965

 

 

 

85,808

 

Depreciation and amortization

 

 

4,828

 

 

 

2,578

 

 

 

14,268

 

 

 

9,947

 

Total operating expenses

 

 

96,348

 

 

 

77,947

 

 

 

330,371

 

 

 

257,724

 

Loss from operations

 

 

(18,962

)

 

 

(19,905

)

 

 

(54,113

)

 

 

(45,046

)

Other income (expense), net:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

822

 

 

 

1,446

 

 

 

4,498

 

 

 

2,251

 

Interest expense

 

 

(81

)

 

 

(178

)

 

 

(474

)

 

 

(804

)

Change in fair value of redeemable convertible preferred

   stock warrant liability

 

 

(1,293

)

 

 

20

 

 

 

(3,519

)

 

 

(1,877

)

Total other income (expense), net

 

 

(552

)

 

 

1,288

 

 

 

505

 

 

 

(430

)

Loss before income taxes

 

 

(19,514

)

 

 

(18,617

)

 

 

(53,608

)

 

 

(45,476

)

Provision for income taxes

 

 

4

 

 

 

10

 

 

 

87

 

 

 

25

 

Net loss

 

 

(19,518

)

 

 

(18,627

)

 

 

(53,695

)

 

 

(45,501

)

Less: Net loss attributable to noncontrolling interests

 

 

(92

)

 

 

(198

)

 

 

(1,141

)

 

 

(1,086

)

Net loss attributable to 1Life Healthcare, Inc. stockholders

 

$

(19,426

)

 

$

(18,429

)

 

$

(52,554

)

 

$

(44,415

)

Net loss per share attributable to 1Life Healthcare, Inc.

   stockholders — basic and diluted

 

$

(1.03

)

 

$

(1.04

)

 

$

(2.84

)

 

$

(2.65

)

Weighted average common shares outstanding — basic and

   diluted

 

 

18,787,197

 

 

 

17,765,001

 

 

 

18,476,127

 

 

 

16,735,541

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)    Includes stock-based compensation, as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

 

 

(unaudited)

 

 

(unaudited)

 

 

(unaudited)

 

 

 

 

 

Sales and marketing

 

$

449

 

 

$

534

 

 

$

1,256

 

 

$

552

 

General and administrative

 

 

4,297

 

 

 

9,945

 

 

 

13,621

 

 

 

20,629

 

   Total

 

$

4,746

 

 

$

10,479

 

 

$

14,877

 

 

$

21,181

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Components of Net Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

 

 

(unaudited)

 

 

(unaudited)

 

 

(unaudited)

 

 

 

 

 

Net revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net patient service revenue

 

$

41,579

 

 

$

39,218

 

 

$

145,389

 

 

$

144,080

 

Partnership revenue

 

 

21,707

 

 

 

7,325

 

 

 

78,734

 

 

 

25,408

 

Total net patient service and partnership revenue

 

 

63,286

 

 

 

46,543

 

 

 

224,123

 

 

 

169,488

 

Membership revenue

 

 

14,100

 

 

 

11,499

 

 

 

52,135

 

 

 

43,190

 

Net revenue

 

$

77,386

 

 

$

58,042

 

 

$

276,258

 

 

$

212,678

 

 

 


Statements of Operations Data as a Percentage of Net Revenue:

 

 

 

Three Months Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

 

 

(unaudited)

 

 

(unaudited)

 

 

(unaudited)

 

 

 

 

 

Net revenue

 

 

100

%

 

 

100

%

 

 

100

%

 

 

100

%

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of care, exclusive of depreciation and amortization

   shown separately below

 

 

63

%

 

 

62

%

 

 

61

%

 

 

64

%

Sales and marketing (1)

 

 

14

%

 

 

20

%

 

 

14

%

 

 

12

%

General and administrative (1)

 

 

41

%

 

 

49

%

 

 

39

%

 

 

40

%

Depreciation and amortization

 

 

6

%

 

 

4

%

 

 

5

%

 

 

5

%

Total operating expenses

 

 

125

%

 

 

134

%

 

 

120

%

 

 

121

%

Loss from operations

 

 

-25

%

 

 

-34

%

 

 

-20

%

 

 

-21

%

Other income (expense), net:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

1

%

 

 

2

%

 

 

2

%

 

 

1

%

Interest expense

 

 

0

%

 

 

0

%

 

 

0

%

 

 

0

%

Change in fair value of redeemable convertible preferred

   stock warrant liability

 

 

-2

%

 

 

0

%

 

 

-1

%

 

 

-1

%

Total other income (expense), net

 

 

-1

%

 

 

2

%

 

 

0

%

 

 

0

%

Loss before income taxes

 

 

-25

%

 

 

-32

%

 

 

-19

%

 

 

-21

%

Provision for income taxes

 

 

0

%

 

 

0

%

 

 

0

%

 

 

0

%

Net loss

 

 

-25

%

 

 

-32

%

 

 

-19

%

 

 

-21

%

Less: Net loss attributable to noncontrolling interests

 

 

0

%

 

 

0

%

 

 

0

%

 

 

-1

%

Net loss attributable to 1Life Healthcare, Inc. stockholders

 

 

-25

%

 

 

-32

%

 

 

-19

%

 

 

-21

%

 

(1)

Includes stock-based compensation, as follows:

 

 

 

 

Three Months Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

 

 

(unaudited)

 

 

(unaudited)

 

 

(unaudited)

 

 

 

 

 

Sales and marketing

 

 

1

%

 

 

1

%

 

 

0

%

 

 

0

%

General and administrative

 

 

6

%

 

 

17

%

 

 

5

%

 

 

10

%

Total

 

 

6

%

 

 

18

%

 

 

5

%

 

 

10

%

 

Components of Net Revenue:

 

 

 

Three Months Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

 

 

(unaudited)

 

 

(unaudited)

 

 

(unaudited)

 

 

 

 

 

Net revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net patient service revenue

 

 

54

%

 

 

68

%

 

 

53

%

 

 

68

%

Partnership revenue

 

 

28

%

 

 

13

%

 

 

29

%

 

 

12

%

Total net patient service and partnership revenue

 

 

82

%

 

 

80

%

 

 

81

%

 

 

80

%

Membership revenue

 

 

18

%

 

 

20

%

 

 

19

%

 

 

20

%

Net revenue

 

 

100

%

 

 

100

%

 

 

100

%

 

 

100

%

 

*Percentages may not sum due to rounding.

 


CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except share amounts)

 

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

 

(unaudited)

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

27,390

 

 

$

36,692

 

Short-term marketable securities

 

 

119,146

 

 

 

193,869

 

Accounts receivable, net

 

 

30,455

 

 

 

15,971

 

Inventories

 

 

3,192

 

 

 

3,851

 

Prepaid expenses and other current assets

 

 

16,708

 

 

 

5,957

 

Total current assets

 

 

196,891

 

 

 

256,340

 

Restricted cash

 

 

1,922

 

 

 

1,939

 

Property and equipment, net

 

 

90,716

 

 

 

42,753

 

Right-of-use assets

 

 

108,046

 

 

 

 

Intangible assets, net

 

 

23

 

 

 

304

 

Goodwill

 

 

21,301

 

 

 

21,301

 

Other assets

 

 

8,249

 

 

 

3,682

 

Total assets

 

$

427,148

 

 

$

326,319

 

Liabilities, Redeemable Convertible Preferred Stock and Equity (Deficit)

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

13,853

 

 

$

5,316

 

Accrued expenses

 

 

24,863

 

 

 

18,479

 

Deferred revenue

 

 

23,878

 

 

 

21,759

 

Operating lease liabilities, current

 

 

12,575

 

 

 

 

Notes payable, current

 

 

3,282

 

 

 

4,400

 

Other current liabilities

 

 

1,884

 

 

 

3,585

 

Total current liabilities

 

 

80,335

 

 

 

53,539

 

Operating lease liabilities, non-current

 

 

120,497

 

 

 

 

Notes payable, non-current

 

 

 

 

 

3,198

 

Redeemable convertible preferred stock warrant liability

 

 

7,220

 

 

 

3,701

 

Other non-current liabilities

 

 

639

 

 

 

11,633

 

Total liabilities

 

 

208,691

 

 

 

72,071

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Redeemable convertible preferred stock (Series A, B, C, D, E, F, G, H and I), $0.001

   par value; 89,338,425 shares authorized; 86,251,669 shares issued and

   outstanding as of December 31, 2019 (unaudited) and December 31, 2018; aggregate

   liquidation preference of $405,585 as of December 31, 2019 (unaudited) and

   December 31, 2018

 

 

402,488

 

 

 

402,488

 

Equity (deficit):

 

 

 

 

 

 

 

 

Common stock, $0.001 par value, 150,000,000 shares authorized; 18,951,416

   and 18,135,457 shares issued and outstanding as of December 31, 2019 (unaudited)

   and December 31, 2018, respectively

 

 

19

 

 

 

18

 

Additional paid-in capital

 

 

93,945

 

 

 

76,029

 

Accumulated deficit

 

 

(281,068

)

 

 

(228,449

)

Accumulated other comprehensive income (loss)

 

 

38

 

 

 

(14

)

Total stockholders' equity (deficit) attributable to 1Life Healthcare, Inc.

   stockholders'

 

 

(187,066

)

 

 

(152,416

)

Noncontrolling interests

 

 

3,035

 

 

 

4,176

 

Total equity (deficit)

 

 

(184,031

)

 

 

(148,240

)

Total liabilities, redeemable convertible preferred stock and equity (deficit)

 

$

427,148

 

 

$

326,319

 

 

 


CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

 

 

 

Year Ended

 

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

 

(unaudited)

 

 

 

 

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net loss

 

$

(53,695

)

 

$

(45,501

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

 

Provision for bad debts

 

 

-

 

 

 

3,237

 

Depreciation and amortization

 

 

14,268

 

 

 

9,947

 

Non-cash interest expense

 

 

84

 

 

 

148

 

Accretion of discounts and amortization of premiums on short-term investments, net

 

 

(3,359

)

 

 

(1,631

)

Change in fair value of redeemable convertible preferred stock warrant liability

 

 

3,519

 

 

 

1,877

 

Amortization of right-of-use assets

 

 

10,235

 

 

 

-

 

Stock-based compensation

 

 

14,877

 

 

 

13,942

 

Loss on disposal of equipment

 

 

75

 

 

 

110

 

Gain on lease termination

 

 

(6

)

 

 

-

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Accounts receivable, net

 

 

(14,484

)

 

 

(7,202

)

Inventories

 

 

659

 

 

 

224

 

Prepaid expenses and other current assets

 

 

(1,027

)

 

 

87

 

Other assets

 

 

(4,567

)

 

 

26

 

Accounts payable

 

 

3,929

 

 

 

1,915

 

Accrued expenses

 

 

3,476

 

 

 

5,079

 

Deferred revenue

 

 

2,119

 

 

 

584

 

Operating lease liabilities

 

 

(8,087

)

 

 

-

 

Other liabilities

 

 

310

 

 

 

(1,252

)

Net cash used in operating activities

 

 

(31,674

)

 

 

(18,410

)

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Purchases of property and equipment, net

 

 

(54,411

)

 

 

(10,767

)

Purchases of short-term marketable securities

 

 

(246,116

)

 

 

(218,592

)

Maturities of short-term marketable securities

 

 

324,250

 

 

 

52,600

 

Net cash provided by (used in) investing activities

 

 

23,723

 

 

 

(176,759

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Proceeds from the exercise of stock options

 

 

3,040

 

 

 

10,464

 

Proceeds from the exercise of redeemable convertible preferred and common stock warrants

 

 

-

 

 

 

307

 

Repurchase and retirement of common stock

 

 

-

 

 

 

(7,533

)

Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs

 

 

-

 

 

 

216,664

 

Repayment of notes payable

 

 

(4,400

)

 

 

(3,300

)

Payment of principal portion of finance lease liability

 

 

(16

)

 

 

-

 

Net cash provided by (used in) financing activities

 

 

(1,376

)

 

 

216,602

 

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

 

 

(9,327

)

 

 

21,433

 

Cash, cash equivalents and restricted cash at beginning of period

 

 

38,656

 

 

 

17,223

 

Cash, cash equivalent and restricted cash at end of period

 

 

29,329

 

 

$

38,656

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

414

 

 

$

666

 

Supplemental disclosure of non-cash investing and financing activities:

 

 

 

 

 

 

 

 

Purchases of property and equipment included in accounts payable and accrued expenses

 

$

9,093

 

 

$

1,644

 

Settlement of redeemable convertible preferred stock warrant liability in connection with

   Series B warrant exercise

 

$

-

 

 

$

862

 

Unpaid deferred offering costs

 

$

1,318

 

 

$

-

 

 

Select Metrics (As of Period End)

 

 

 

December 31,

 

 

September 30,

 

 

June 30,

 

 

March 31,

 

 

December 31,

 

 

September 30,

 

 

June 30,

 

 

March 31,

 

 

 

2019

 

 

2019

 

 

2019

 

 

2019

 

 

2018

 

 

2018

 

 

2018

 

 

2018

 

Members

 

 

422,000

 

 

 

397,000

 

 

 

379,000

 

 

 

364,000

 

 

 

346,000

 

 

 

323,000

 

 

 

309,000

 

 

 

290,000

 

Offices

 

 

83

 

 

 

77

 

 

 

71

 

 

 

71

 

 

 

71

 

 

 

70

 

 

 

70

 

 

 

69

 

 

 


RECONCILIATION OF LOSS FROM OPERATIONS TO CARE MARGIN

 

 

 

Three Months Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

 

 

(in thousands)

 

Loss from operations

 

$

(18,962

)

 

$

(19,905

)

 

$

(54,113

)

 

$

(45,046

)

Sales and marketing

 

 

10,690

 

 

 

11,415

 

 

 

39,520

 

 

 

25,789

 

General and administrative

 

 

31,798

 

 

 

28,212

 

 

 

108,965

 

 

 

85,808

 

Depreciation and amortization

 

 

4,828

 

 

 

2,578

 

 

 

14,268

 

 

 

9,947

 

Care margin

 

$

28,354

 

 

$

22,300

 

 

$

108,640

 

 

$

76,498

 

Care margin as a percentage of net revenue

 

 

37

%

 

 

38

%

 

 

39

%

 

 

36

%

 

RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA

 

 

 

Three Months Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,