Ardent Health, Inc.
For the period ended Mar 31, 2026. Filed May 6, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 6, 2026
ARDT$17.30+8.8%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-14.
0001628280-25-052362
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-06.
0001628280-26-031299
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
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329 unchanged; 184 reworded; 115 added; 294 removed; 30 previous and 11 current paragraphs rearranged.
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A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
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comparable terminology often identify forward-looking statements. When reviewing the discussion below, you should keep
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results contemplated by the forward-looking statements, including the risk factors and other cautionary statements described
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future.
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retain quality physicians and increased labor costs resulting from increased competition for staffing or a continued or
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increased shortage of experienced nurses, as well as the loss of key personnel, including key members of our management
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security laws, regulations, standards and other requirements could adversely affect our business, results of operations and
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our well-established and differentiated JV model. Collectively, we operate as a unified organization with a consumer-centric
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to-day operator.
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Term Loan B Facility Refinancing
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effective tax rate.
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Medicaid and Medicare programs. For example, legislation that increases the federal deficit in the future could result in
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exchange-based plans expired at the end of 2025 and were not extended by the OBBBA, which is likely to result in
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adversely impact results in 2026, partially offset by our ongoing resiliency and cost reduction initiatives.
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In September 2025, the Centers for Medicare & Medicaid Services ("CMS") began implementing the Rural Health
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Transformation Program ("RHTP"), a federal initiative established by the OBBBA to support the stabilization and
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modernization of healthcare delivery in rural communities nationwide. CMS indicated that funding allocations will be made
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available to all 50 states, with states responsible for determining the structure and timing of distributions to eligible healthcare
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participants. The RHTP authorizes total federal funding of $50 billion to be distributed over five federal fiscal years, with $10
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billion available annually from federal fiscal years 2026 through 2030. Funding may be awarded by states through
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subawards, subcontracts, or other arrangements, including payments for qualifying healthcare items and services, subject to
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program requirements, funding policies, and other limitations. All authorized funds must be expended by October 1, 2032.
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The RHTP is intended, in part, to mitigate the impact of certain Medicaid funding reductions enacted as part of the OBBBA.
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However, the total funding available under the program is expected to be significantly less than the aggregate Medicaid
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spending reductions included in the legislation, and there can be no assurance regarding the amount or timing of any RHTP
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funding that may ultimately be available to providers. We are eligible to participate in the RHTP in all of the states in which
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we operate, and we will continue to monitor state‑level program development and funding opportunities as implementation
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Staffing and Labor
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Supplemental Payments
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We receive a significant portion of our revenues from Medicare and Medicaid, and these programs are subject to extensive
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regulation and frequent changes. Several states in which we operate utilize Medicaid supplemental payment programs
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requiring periodic CMS approval to provide funding that is separate from base rates. These payments help offset shortfalls in
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Medicaid reimbursement but generally do not cover the full cost of providing care, particularly after considering state and
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local provider taxes used to fund the non‑federal share of Medicaid spending. States and federal agencies continue to review
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and adjust supplemental payment structures, and some states have proposed modifications as part of their annual renewal
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process with CMS. Recent federal legislation also introduces new limits on the financing and payment levels for certain
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programs. We expect revenue from certain Medicaid supplemental payment programs to decline in 2026 compared to 2025 as
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program changes take effect.
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period. The increase in total revenue for thethree months ended March 31, 2026 was driven by anincrease in adjusted
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admissions of 2.0% andan increase in net patient service revenue per adjusted admission of 5.5%. Theincrease in adjusted
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admissions reflected growth in total surgeries of 1.2%, offset by a decline in admissions and emergency room visits of 1.1%
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necessarily indicative of the results we expect for the full fiscal year or any other period.
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OBBBA, the scheduled expiration of temporary enhanced subsidies for individuals eligible to purchase insurance coverage
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grow profitability; (10) the effects related to the sequestration spending reductions pursuant to both the Budget Control Act of
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2011 and the Pay-As-You-Go Act of 2010 and the potential for future deficit reduction legislation; (11) continued industry
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events.
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Affiliated providers, which have increased 3.0% compared to September 30, 2024, are physicians and advanced
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Term Loan B Facility Repricing and Refinancing
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unchanged.
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Medicaid and Medicare programs. Related to these budgetary concerns, the OBBBA increases the federal deficit such that the
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U.S. federal tax law was also impacted by the OBBBA legislation. Tax-related provisions of the OBBBA that will impact us
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impact on our current year tax expense.
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Urgent Care Acquisitions
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On January 1, 2025, we completed the acquisitions of certain assets and operationsof 18 urgent care clinics in New Mexico
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and Oklahoma for a combined purchase price of $27.5 million. The consideration transferred on December 31, 2024
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consisted solely of cash. Upon closing of the acquisitions, approximately $4.1 million was placed into escrow to cover
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potential working capital adjustments and to secure certain indemnification obligations pursuant to the terms of the purchase
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agreements. This escrow amount is included in the total purchase consideration of$27.5 million. Most of the combined
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purchase price for assets and operations acquired was recorded as goodwill with an immaterial portion allocated to
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identifiable assets acquired and liabilities assumed. The fair values of assets and liabilities recorded as of September 30, 2025
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related to these acquisitions are provisional and will be finalized at the close of the measurement period.
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Initial Public Offering and Corporate Conversion
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On July 19, 2024, we completed an initial public offering ("IPO") of 12,000,000 shares of our common stock, at a public
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offering price of $16.00 per share for aggregate gross proceeds of$192.0 million and net proceeds of approximately
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$181.4 million after deducting underwriting discounts and commissions of approximately$10.6 million. The IPO provided
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the underwriters with an option to purchase up to an additional 1,800,000 shares of our common stock, which was fully
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exercised by the underwriters, and, on July 30, 2024, we issued 1,800,000 additional shares of common stock at$16.00 per
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share for additional net proceeds of approximately$27.2 million, after deducting underwriting discounts and commissions of
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approximately$1.6 million. Our common stock is listed on the New York Stock Exchange under the symbol "ARDT".
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On July 17, 2024, in connection with the IPO and immediately prior to the effectiveness of our Registration Statement on
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Form S-1, we converted from a Delaware limited liability company into a Delaware corporation by means of a statutory
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conversion (the "Corporate Conversion") and changed our name to Ardent Health Partners, Inc. As a result of the Corporate
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Conversion, the outstanding limited liability company membership units and vested profits interest units were converted into
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120,937,099 shares of common stock and outstanding unvested profits interest units were converted into 2,848,027 shares of
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restricted common stock. Immediately following the Corporate Conversion, ALH Holdings, LLC, a subsidiary of Ventas, Inc.
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("Ventas"), contributed all of its outstanding common stock in AHP Health Partners, Inc. ("AHP Health Partners"), our direct
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subsidiary, to Ardent Health Partners, Inc. in exchange for 5,178,202 shares of common stock of Ardent Health Partners, Inc.
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(the "ALH Contribution"). The Corporate Conversion and the ALH Contribution have been retrospectively applied to prior
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periods herein for the purposes of calculating basic and diluted net income per share. Our certificate of incorporation
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authorizes 750,000,000 shares of common stock and 50,000,000 shares of preferred stock, each with a $0.01 par value per
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Management's discussion and analysis of our financial condition and results of operations should be read in conjunction with
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Management's discussion and analysis of financial condition and results of operations should be read in conjunction with our
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our interim unaudited condensed consolidated financial statements and related notes contained elsewhere in this Quarterly
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interim unaudited condensed consolidated financial statements and related notes contained elsewhere in this Quarterly
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Report on Form 10-Q for the quarter ended September 30, 2025 (this "Quarterly Report") and our audited consolidated
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Report on Form 10-Q for the quarter ended March 31, 2026 (this "Quarterly Report") and our audited consolidated financial
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financial statements for the year ended December 31, 2024 and related notes contained in our Annual Report on Form 10-K
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statements for the year ended December 31, 2025 and related notes contained in our Annual Report. The following
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that involve risks and uncertainties, as well as assumptions that, if they never materialize or prove incorrect, could cause our
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discussion includes forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they never
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results to differ materially from those expressed or implied by such forward-looking statements. When reviewing the
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materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-
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discussion below, you should keep in mind the substantial risks and uncertainties that could impact our business. In
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looking statements. When reviewing the discussion below, you should keep in mind the substantial risks and uncertainties
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particular, we encourage you to review the risks and uncertainties described in the section titled"Risk Factors" included in
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that could impact our business. In particular, we encourage you to review the risks and uncertainties described in the section
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This Quarterly Report may contain certain"forward-looking statements," as that term is defined in the U.S. federal securities
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This Quarterly Report, including the following discussion, may contain certain"forward-looking statements," as that term is
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laws. These forward-looking statements include, but are not limited to, statements other than statements of historical facts,
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defined in the U.S. federal securities laws. These forward-looking statements include, but are not limited to, statements other
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including, among others, statements relating to our future financial performance, our business prospects and strategy,
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than statements of historical facts, including, among others, statements relating to our future financial performance, our
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anticipated financial position, liquidity and capital needs, the industry in which we operate and other similar matters. Words
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business prospects and strategy, anticipated financial position, liquidity and capital needs, the industry in which we operate
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such as"anticipates," "expects," "intends," "plans," "predicts," "believes," "seeks," "estimates," "could," "would," "will,"
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and other similar matters. Words such as"anticipates," "expects," "intends," "plans," "predicts," "believes," "seeks,"
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"may," "can," "continue," "potential," "should" and the negative of these terms or other comparable terminology often
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"estimates," "could," "would," "will," "may," "can," "continue," "potential," "should" and the negative of these terms or other
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identify forward-looking statements. These forward-looking statements are not guarantees of future performance and are
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in mind the risks and uncertainties that could impact our business. These forward-looking statements are not guarantees of
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subject to risks and uncertainties that could cause actual results to differ materially from the results contemplated by the
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future performance and are subject to risks and uncertainties that could cause actual results to differ materially from the
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the Annual Report. These risks and uncertainties could cause actual results to differ materially from those projected in
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under the heading “Risk Factors” included in the Annual Report. These risks and uncertainties could cause actual results to
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forward-looking statements contained in this Quarterly Report or implied by past results and trends. Our historical results
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differ materially from those projected in forward-looking statements contained in this Quarterly Report or implied by past
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are not necessarily indicative of the results that may be expected for any period in the future, and our interim results are not
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results and trends. Our historical results are not necessarily indicative of the results that may be expected for any period in the
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forward-looking statements. Factors, risks, and uncertainties that could cause actual outcomes and results to be materially
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Factors, risks, and uncertainties that could cause actual outcomes and results to be materially different from those
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different from those contemplated include, among others: (1) general economic and business conditions, both nationally and
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contemplated include, among others: (1) general economic and business conditions, both nationally and in the regions in
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in the regions in which we operate, including the impact of challenging macroeconomic conditions and inflationary pressures,
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which we operate, including the impact of challenging macroeconomic conditions and inflationary pressures, current
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current geopolitical instability, and impacts from the imposition of, or changes in, tariffs, as well as the potential impact on us
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geopolitical instability, and impacts from the imposition of, or changes in, tariffs, as well as the potential impact on us of
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of the federal government shutdown or other uncertain political, financial, credit and capital conditions; (2) possible
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uncertain political, financial, credit and capital conditions; (2) possible reductions or other changes in Medicare, Medicaid
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reductions or other changes in Medicare, Medicaid and other state programs, including Medicaid supplemental payment
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and other state programs, including Medicaid supplemental payment programs, Medicaid waiver programs or state directed
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programs, Medicaid waiver programs or state directed payments, that could have an adverse effect on our revenues and
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payments, that could have an adverse effect on our revenues and business; (3) reduction in the reimbursement rates paid by
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delays by commercial payors, our inability to retain and negotiate favorable contracts with private third party payors, or an
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commercial payors, increased reimbursement denials or payment delays by commercial payors, our inability to retain and
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the One Big Beautiful Bill Act (the "OBBBA") and any other reforms that have or may be undertaken by the current
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other reforms that have or may be undertaken by the current presidential administration, and legal and regulatory restrictions
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presidential administration, and legal and regulatory restrictions on our hospitals that have physician owners; (5) the ability to
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on our hospitals that have physician owners; (5) the ability to achieve operating and financial targets, develop and execute
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achieve operating and financial targets, develop and execute mitigation plans to offset to the extent possible impacts from the
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mitigation plans to offset to the extent possible impacts from the OBBBA, the expiration of temporary enhanced subsidies for
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through health insurance marketplaces and imposition of tariffs, attain expected levels of patient volumes and revenues, and
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individuals eligible to purchase insurance coverage through health insurance marketplaces and imposition of tariffs, attain
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control the costs of providing services; (6) security threats, catastrophic events and other disruptions affecting our, our service
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expected levels of patient volumes and revenues, and control the costs of providing services; (6) security threats, catastrophic
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providers’ or our joint venture ("JV") partners’ information technology and related systems, which have adversely affected,
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events and other disruptions affecting our, our service providers’ or our joint venture ("JV") partners’ information technology
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and could in the future adversely affect, our relationships with patients and business partners and subject us to legal claims
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and related systems, which have adversely affected, and could in the future adversely affect, our relationships with patients
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competitive nature of the healthcare industry and continued industry trends towards clinical transparency and value-based
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affect our financial condition; (7) the highly competitive nature of the healthcare industry and continued industry trends
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purchasing may impact our competitive position; (8) inability to recruit and retain quality physicians, as well as increasing
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towards clinical transparency and value-based purchasing may impact our competitive position; (8) inability to recruit and
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cost to contract with hospital-based physicians; (9) changes to physician utilization practices and treatment methodologies
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team; (9) changes to physician utilization practices and treatment methodologies and other factors outside our control that
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and other factors outside our control that impact demand for medical services and may reduce our revenues and ability to
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impact demand for medical services and may reduce our revenues and ability to grow profitability; (10) continued industry
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(12) inability to successfully complete acquisitions or strategic JVs or inability to realize all of the anticipated benefits; (13)
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(11) inability to successfully complete acquisitions or strategic JVs or inability to realize all of the anticipated benefits; (12)
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facilities or other business operations; (14) exposure to certain risks and uncertainties by the JVs through which we conduct a
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facilities or other business operations; (13) exposure to certain risks and uncertainties by the JVs through which we conduct a
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titled "Risk Factors" included in the Annual Report.
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negotiate favorable contracts with private third party payors, or an increasing volume of uninsured or underinsured patients;
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(4) effects of changes in healthcare policy or legislation, including the One Big Beautiful Bill Act (the "OBBBA") and any
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and business partners and subject us to legal claims and liabilities, reputational harm and business disruption and adversely
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or outbreak of infectious disease; (24) actual or perceived failures to comply with applicable data protection, privacy and
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expanded access points, clinical talent availability, local brand recognition, and scale that enable us to accelerate market
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exceptions. For services for which balance billing is prohibited, the No Surprises Act includes provisions that may limit the
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thethree months ended March 31, 2025 related to a cybersecurity incident that impacted our operations and information
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disposed operations. See "Supplemental Non-GAAP Performance Measure."
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on insurance financing arrangements of$3.1 million, which were partially offset byproceeds from insurance financing
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agreements with Ventas and MPT as more like financing arrangements than true operating leases, with the rent payable to
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for the year ended December 31, 2024 (the "Annual Report"). The following discussion includes forward-looking statements
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business; (3) reduction in the reimbursement rates paid by commercial payors, increased reimbursement denials or payment
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increasing volume of uninsured or underinsured patients; (4) effects of changes in healthcare policy or legislation, including
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and liabilities, reputational harm and business disruption and adversely affect our financial condition; (7) the highly
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strategic JV partners offer us significant advantages, including expanded access points, clinical talent availability, local brand
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improvements, and centrally manage operations to optimize hospital performance and enhance patient care. In each of these
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On September 18, 2024, we executed an amendment to reprice our Term Loan B Credit Agreement. The repricing reduced
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the applicable interest rate by 50 basis points from Term SOFR plus 3.25% to Term SOFR plus 2.75% and from the base rate
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plus 2.25% to the base rate plus 1.75% and it eliminated the credit spread adjustment. No modifications were made to the
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maturity of the loans as a result of the repricing and all other terms of the Term Loan B Credit Agreement were substantially
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impact the Company include (i) the return to the EBITDA formula used to calculate the business interest expense limitation
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property placed in service after January 19, 2025. The provisions of the OBBBA will reduce the Company's current tax
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liability, but are not expected to have a material impact on the Company's current year tax expense.
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Revenue Code ("IRC") Section 163(j) and (ii) the allowance of 100% bonus depreciation for qualifying property placed in
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Term Loan B Facility as a result of this prepayment.
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Surprises Act prohibits providers from charging patients an amount beyond the in-network cost sharing amount for services
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2024, total revenue related to these entities was$1,356.6 million and$1,281.0 million, respectively, which represented 28.7%
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Operating Results Summary for the Nine Months Ended September 30, 2025
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The following table sets forth, for the periods indicated, the consolidated results of our operations expressed in dollars and as
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Salaries and benefits —Salaries and benefits as a percentage of total revenue were 42.9% for the three months ended
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Professional fees — Professional fees as a percentage of total revenue were 19.3% for the three months ended September 30,
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for the three months ended September 30, 2025 compared to income tax expense of$11.1 million, which equates to an
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Rents and leases, related party— Rents and leases, related party, consisted of lease expense related to the Ventas Master
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$65.0 million and$59.8 million, respectively, of net income attributable to minority partners’ interests in hospitals and
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ambulatory services that are owned and operated though LLCs and consolidated by us. Income from operations before
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(a)Other non-operating losses (gains) include losses and gains realized on certain non-recurring events or events that are non-operational in
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the long-term lease agreements with Ventas and MPT, as well as the MOB Transactions, as more like financing arrangements
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(b)Cybersecurity Incident recoveries, net represent insurance recovery proceeds associated with the Cybersecurity Incident, net of
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incremental information technology and litigation costs.
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$114.0 million, respectively, related to the Ventas Master Lease and other lease agreements with Ventas for medical office buildings and