ModivCare Inc

The lease terms vary for all of our leased facilities, but we believe that they are all generally at market rates. We further believe that our properties are adequate for our current business needs and in any event we believe that we can obtain adequate additional or alternative space at market rates, if needed, to meet our foreseeable business needs.

• California MedTrans Network IPA, LLC California⁴
• California MedTrans Network MSO, LLC California⁴
• Care Finders Total Care LLC Delaware⁴
• CareGivers Alliance, LLC Pennsylvania⁴
• CareGivers America Home Health Services, LLC Pennsylvania⁴
• CareGivers America Medical Staffing, LLC Pennsylvania⁴
• CareGivers America Medical Supply, LLC Pennsylvania⁴
• CareGivers America Registry, LLC Pennsylvania⁴
• CareGivers America, LLC Pennsylvania⁴
• Caregivers On Call, Inc. Delaware⁴
• Circulation, Inc. Delaware⁴
• Florida MedTrans Network MSO, LLC Florida⁴
• Florida MedTrans Network, LLC Florida⁴
• Guardian Medical Monitoring, LLC Michigan⁴
• Health Trans, Inc. Delaware⁴
• Healthcom Holdings LLC Delaware⁴
• Healthcom, Inc. Illinois⁴
• Helping Hand Home Health Care Agency, Inc. Pennsylvania⁴
• Helping Hand Hospice, Inc. Pennsylvania⁴
• Higi Care Holdings, LLC Delaware⁴
• Higi Care, LLC Delaware⁴
• Higi SH Canada ULC British Columbia⁴
• Higi SH Holdings, Inc. Delaware⁴
• Higi SH LLC Delaware⁴
• Independence Healthcare Corporation Massachusetts⁴
• Ingeus Investments Limited United Kingdom⁴
• Ingeus, LLC Saudi Arabia⁴
• MLA Sales, LLC Illinois⁴
• Metropolitan Medical Transportation IPA, LLC New York⁴
• ModivCare Solutions, LLC Delaware⁴
• Modivcare Labs Private Limited India⁴
• Multicultural Home Care, Inc. Massachusetts⁴
• NEMT Insurance DE LLC, Series 1 (70% owned) Delaware⁴
• National MedTrans, LLC New York⁴
• New England Emergency Response Systems, Inc. New Hampshire⁴
• OEP AM, Inc. Delaware⁴
• Panhandle Support Services, Inc. West Virginia⁴
• Personal In-Home Services, Inc. West Virginia⁴
• Philadelphia Home Care Agency, Inc. Pennsylvania⁴
• Prometheus Holdco, LLC Delaware⁴
• Provado Technologies, LLC Florida⁴
• Red Top Transportation, Inc. Florida⁴
• Ride Plus, LLC Delaware⁴
• Safe Living Technologies, LLC Delaware⁴
• Secura Home Health Holdings, Inc. Delaware⁴
• Secura Home Health, LLC Delaware⁴
• Socrates Health Holdings, LLC Delaware⁴
• TriMed, LLC Utah⁴
• Union Home Care LLC Pennsylvania⁴
• VRI Intermediate Holdings, LLC Delaware⁴
• Valued Relationships, Inc. Ohio⁴
• Victory Health Holdings, LLC Delaware⁴

• We face risks related to attracting and retaining qualified employees, which could harm our business and have a material adverse effect on our results of operations.
• Any acquisition or acquisition integration efforts that we undertake could disrupt our business, not generate anticipated results, dilute stockholder value and have a material adverse impact on our operating results.
• Adverse general economic, political, credit and/or capital market conditions in the markets in which we do business could adversely affect our financial performance, our ability to grow or sustain our business, financial condition, and results of operations, and our ability to access capital markets.
• Our estimated income taxes could be materially different from income taxes that we ultimately pay, which could have a material adverse effect on our results of operations and financial condition.
• We may not be successful in implementing our business plan, which may force us to seek additional strategic alternatives in the future.
• We have a history of operating losses and negative cash flow and failure to improve our financial condition could have a material adverse effect on our business, financial condition, results of operations and liquidity.
• We have experienced significant turnover in our senior management team and across our organization, including our board of directors, and our failure to attract and retain qualified personnel, skilled workers and key officers and directors could have an adverse effect on us.
• Negotiations regarding new capital investment in the Company, as well as efforts to effect strategic divestitures of certain of our assets, may consume a substantial portion of the time and attention of our management, which may have an adverse effect on our business, financial condition, results of operations and liquidity.
• Our business, results of operations and financial condition may be adversely affected by pandemic infectious diseases, including our contact center employees who may be disproportionately impacted by health epidemics or pandemics, which could disrupt our business and adversely affect our financial results.
• Risks Related to Our NEMT Segment
• There can be no assurance that our contracts will survive as contemplated until the end of their stated terms, or that upon their expiration will be renewed or extended on satisfactory terms, if at all, and disruptions to, the early expiration or renegotiation of, or the failure to renew our contracts could have a material adverse impact on our financial condition and results of operations.
• Our success depends on our ability to compete effectively in the marketplace, and our results of operations could be materially adversely affected if we are unable to compete effectively in the markets for our services.
• We obtain a significant portion of our business through responses to government requests for proposals and we may not be awarded contracts through this process in the future, or contracts we are awarded may not be profitable.
• If we fail to satisfy our contractual obligations, we could be liable for damages and financial penalties, which may place existing pledged performance and payment bonds at risk as well as harm our ability to keep our existing contracts or obtain new contracts and future bonds, any of which could harm our business and results of operations.
• If we fail to estimate accurately the cost of performing certain contracts, we may experience reduced or negative margins and our results of operations could be materially adversely affected.
• Delays in collection, or non-collection, of our accounts receivable, particularly concerning the timing of collection of outstanding contract receivables from certain NEMT customers due to complexities in Medicare, Medicaid and nongovernmental payor arrangements, could adversely affect our business, financial position, results of operations and liquidity.
• The NEMT segment may be adversely impacted if the drivers we engage as independent contractors were instead classified as employees.
• Significant interruptions in communication and data services could adversely affect our business.
• Risks Related to Our PCS Segment
• Competition among in-home personal care, or home healthcare, services companies is significant, and if we are not successful in executing on our strategies in the face of this competition, our business could be materially adversely affected.
• If we are unable to maintain relationships with existing patient referral sources, our business and consolidated financial condition, results of operations and cash flows could be materially adversely affected.
• Many states have CON laws or other regulatory and licensure obligations that may adversely affect the successful integration of our personal care service lines and that may adversely affect our ability to expand into new markets and thereby limit our ability to grow and increase net patient service revenue.
• Although we obtained approval to effectuate the change of control of our licensed in-home personal care services agency business in the State of New York, which permits our management team to manage those operations, our board may not, absent the consent of the New York Department of Health, be able to influence the management of that business in the State of New York, which would have an adverse impact on our expected results from that acquisition and could result in a material adverse effect on our business and operations.
• Changes in the case-mix of our personal care patients, as well as payor mix and payment methodologies, may have a material adverse effect on our profitability.
• Our loss of existing favorable managed care contracts could have a material adverse effect on our business and consolidated financial condition, results of operations and cash flows.
• The personal care industry has historically experienced shortages in qualified employees and management, which could harm our business.
• Our personal care business may be adversely impacted by labor relations which could create labor disruptions that impact our ability to perform our obligations.
• Our PCS segment may be subject to malpractice or other similar claims, which could adversely impact our brand and our success in the marketplace.
• Risks Related to Our Monitoring Segment
• We operate in a competitive industry, and any failure to develop and enhance technology applications could harm our business, financial condition and results of operations.
• If we do not continue to innovate and provide services that are useful to customers and achieve and maintain market acceptance, we may not remain competitive, and our revenue and results of operations could suffer.
• Risks Related to Our Corporate and Other Segment
• Our investment in Matrix could be adversely affected by our lack of sole decision-making authority, our reliance on our equity investment’s financial condition, any disputes that may arise between us and Matrix and our exposure to potential losses from the actions of Matrix, and could materially and adversely affect the value of our consolidated assets.
• As part of our investment in innovation, the MSO provides virtual clinical care management services through the PC, an unaffiliated professional corporation owned and operated by a licensed physician, and our relationships or arrangements with the PC could become subject to legal challenges.
• The MSO, the PC and the medical practitioners providing virtual clinical care services through such PC may become subject to medical liability claims which may impact their ability to deliver the service and could have an adverse impact on our business.
• The MSO and the PC remote patient monitoring business model depends on the ability for new patient encounters to occur remotely by means of telehealth, and if the telehealth flexibilities currently permitted under the Consolidated Appropriations Act of 2023 are not extended, this business model may no longer be feasible and our results of operations could be adversely affected.
• Risks Related to Governmental Regulations
• Healthcare is a heavily regulated industry, and compliance with existing laws is costly, and non-compliance has the potential to be even costlier considering that violations of laws may result in corrective action or sanctions that could reduce our revenue and profitability.
• Changes to the regulatory landscape applicable to our businesses could have a material adverse effect on our results of operations and financial condition, including the final rule by the Centers for Medicare and Medicaid Services ("CMS") titled Ensuring Access to Medicaid Services as well as potential changes to legislative and administrative actions at the federal level related to Medicaid funding.
• State eligibility redetermination processes and potential reduction of eligible Medicaid beneficiaries as a result of such revalidation efforts could diminish the demand for our services, affect the profitability of our capitated contracts with our customers, and have a material adverse effect on our results of operations and financial condition.
• The cost of our services is funded substantially by government and private insurance programs, and changes in budgetary priorities of the government entities or private insurance programs that fund these services could result in the loss of contracts, a reduction in reimbursement rates, or a decrease in amounts payable to us under our contracts.
• We are subject to regulations relating to privacy and security of patient and service user information, and our failure to comply with such regulations could result in a material adverse impact on our operating results.
• If the MSO or the PC fail to comply with applicable data interoperability and information blocking rules, our consolidated results of operations could be adversely affected.
• We could be subject to actions for false claims or recoupment of funds pursuant to certain audits for non-compliance with government coding and billing rules, which could have a material adverse impact on our operating results.
• We could be subject to civil penalties and loss of business if we fail to comply with applicable bribery, corruption and other regulations governing business with public organizations.
• Increasing scrutiny and changing expectations with respect to environmental, social and governance (“ESG”) matters may impose additional costs on us, impact our access to capital, or expose us to new or additional risks.
• Our contracts are subject to audit and modification by the payors with whom we contract, at their sole discretion, and any such audits and modifications could materially and adversely affect our results of operations.
• Risks Related to Our Indebtedness and Economic Conditions
• Our existing debt agreements contain restrictions that limit our flexibility in operating our business and impose affirmative covenants requiring us to maintain certain financial and liquidity targets, and these limitations or an inability to maintain compliance with covenants could have a material adverse effect on our business and results of operations.
• We may not be able to generate sufficient cash to service all of our indebtedness and may be forced to take other actions to satisfy our obligations, including raising additional capital in the future. Such capital may be unavailable to us on acceptable terms or at all.
• Expiration of our Credit Agreement, loss of available financing or an inability to renew or refinance our debt could have an adverse effect on our financial condition and results of operations.
• We may incur substantial additional indebtedness, which could impair our financial condition.
• Substantial doubt exists about our ability to meet our obligations as they come due within one year from the date of issuance of the financial statements included within this report, the existence of which may have a material adverse effect on our stock price, our ability to raise capital or enter into strategic transactions, and our relationships with key stakeholders.
• Risks Related to Our Common Stock
• If we experience a material weakness or other deficiency in our internal control over financial reporting or otherwise fail to maintain an effective system of internal controls, we may not be able to accurately and timely report our financial results, in which case our business may be harmed, investors may lose confidence in the accuracy and completeness of our financial reports, and the price of our common stock may decline.
• Future sales of shares of our common stock by existing stockholders could cause our stock price to decline.
• Our annual operating results and stock price may be volatile or may decline significantly regardless of our operating performance.
• The Company depends on its subsidiaries for cash to fund all of its operations and expenses, including to make future dividend payments or to fund stock repurchases, if any, and there can be no assurance that our subsidiaries will make available to us the funds necessary for us to fund our operations and capital needs.
• If securities or industry analysts do not publish research or publish misleading or unfavorable research about our business, our stock price and trading volume could decline.
• Anti-takeover provisions in our second amended and restated certificate of incorporation, as amended, and amended and restated bylaws could discourage, delay or prevent a change of control of our company and may affect the trading price of our common stock.