Ardent Health, Inc.
For the period ended Jun 30, 2025. Filed Aug 6, 2025.
View on SEC.govAbout this filing
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.
Jun 30, 2025 · Filed Aug 6, 2025
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 2025-03-31; filed 2025-05-07.
0001628280-25-023210
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-06.
0001756655-25-000018
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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422 unchanged; 125 reworded; 163 added; 64 removed; 5 previous and 19 current paragraphs rearranged.
Tables are not compared: 8 previous and 9 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (163)
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period.
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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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other reforms that have or may be undertaken by the current presidential administration, and legal and regulatory restrictions
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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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mitigation plans to offset to the extent possible impacts from the OBBBA, the scheduled expiration of temporary enhanced
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subsidies for individuals eligible to purchase insurance coverage through health insurance marketplaces and imposition of
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tariffs, attain expected levels of patient volumes and revenues, and control the costs of providing services; (6) security threats,
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sequestration spending reductions pursuant to both the Budget Control Act of 2011 and the Pay-As-You-Go Act of 2010 and
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the potential for future deficit reduction legislation; (11) continued industry trends toward value-based purchasing, third party
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outpatient facilities or other business operations; (23) actual or perceived failures to comply with applicable data protection,
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including the Annual Report.
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Regulatory Update
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On July 4, 2025, Congress passed the OBBBA, its budget reconciliation act for fiscal year 2025. The OBBBA includes
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provisions that may impact our financial performance and may substantially modify certain state and federal statutes and
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regulations to which our operations are subject. The OBBBA provisions that may impact us have varying effective dates, and
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we are working to analyze their potential impact and timing. We are unable to predict whether or how future legislation,
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rulemaking, or judicial action will impact implementation of the OBBBA. Of particular relevance to us, the OBBBA may
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reduce the federal government’s overall Medicaid expenditures and tighten Medicaid eligibility requirements. The law limits
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eligibility for Medicaid by imposing work or community engagement requirements for adults under 65 years old in Medicaid
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expansion states, including states with waiver-based expansions, subject to limited exceptions, and requires eligibility
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redeterminations at least every six months for the Medicaid expansion state population. State compliance is required by
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In addition, the OBBBA includes significant changes to Medicaid funding mechanisms by restricting federal matching funds
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received by state Medicaid programs. The law prohibits states from establishing new provider assessments or taxes, or
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increasing the rates of existing provider assessments, for state fiscal years beginning after October 1, 2026, while also
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limiting the structure and application of such assessments. The OBBBA also directs the Department of Health and Human
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Services to revise regulations governing state directed payment program arrangements to cap total payment rates paid by
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Medicaid managed care organizations for certain services at Medicare payment rates instead of average commercial rates and
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imposed lower caps in Medicaid expansion states. The revised regulations apply to state directed payment programs
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established on or after July 4, 2025 unless the program meets certain grandfathering criteria. The OBBBA provides that
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payments under grandfathered programs will be reduced beginning January 1, 2028.
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Because our facilities rely in part on reimbursement from federal health care programs, including Medicaid, for the
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reimbursement of services rendered, these changes may have a negative impact on our financial performance. Ongoing
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budgetary uncertainties and continued efforts to reduce the federal deficit may result in further payment reductions to both
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Medicaid and Medicare programs.
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In addition to changes made to federal healthcare programs, the OBBBA contains policy changes that are expected to
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decrease the number of individuals who obtain health insurance from Affordable Care Act marketplace exchanges. For
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example, the OBBBA effectively ends automatic renewals of coverage by requiring pre-enrollment verification of eligibility
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and restricts subsidized marketplace coverage based on immigration status.
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Staffing and Labor Trends
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indebtedness and the ability to refinance such indebtedness on acceptable terms; (18) the impact of a deterioration of public
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requirements; (24) effects of changes in healthcare policy, including any reforms that may be undertaken by the current
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presidential administration, and legal and regulatory restrictions on our hospitals that have physician owners; (25) the results
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SEC, including the Annual Report.
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8-K.
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Staffing and Labor Trend
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Mexico market.
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Jersey market.
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Total revenue for thethree months ended March 31, 2025 increased $58.2 million, or 4.0%, compared to the same prior year
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period. The increase in total revenue for thethree months ended March 31, 2025 consisted of anincrease in adjusted
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admissions of 2.7% andan increase in net patient service revenue per adjusted admission of 1.2%. Theincrease in adjusted
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admissions reflected growth in admissions and emergency room visits of 7.6% and 2.3%, respectively, partially offset by a
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decrease in total surgeries of 0.7%. Theincrease in net patient service revenue per adjusted admission was attributable to a
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combination of a favorable payor mix and an increase in supplemental funding, partially offset by an increase in lower acuity
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cases as compared to the same prior year period.
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Total revenue for thethree months ended March 31, 2025 increased $58.2 million, or 4.0%, compared to the same prior year
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period. Theincrease in total revenue for thethree months ended March 31, 2025 consisted of anincrease in adjusted
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admissions of 2.7% andan increase in net patient service revenue per adjusted admission of 1.2%. Theincrease in adjusted
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admissions reflected growth in admissions and emergency room visits of 7.6% and 2.3%, respectively, partially offset by a
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decrease in total surgeries of 0.7%. Theincrease in net patient service revenue per adjusted admission was attributable to
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negotiated commercial and governmental rate increases, partially offset by an increase in lower acuity cases and a decrease in
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oncology and infusion revenue resulting from the Company's strategic decision to transfer certain services to a health system
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partner in the second quarter of 2024.
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period due to higher patient volumes, butdecreased 1.1% as a percentage of total revenue. Thedecrease in total operating
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expenses, as a percentage of total revenue, was driven by anincrease in other non-operating gains, as a percentage of total
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othernon-operating gains, as a percentage of total revenue, was primarily due to the recognition of$21.5 million in insurance
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recovery proceeds during thethree months ended March 31, 2025 related to the Cybersecurity Incident. Thedecrease in
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supply chain cost reduction initiatives, and an increase in lower acuity cases compared to the same prior year period. The
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professional fees, as percentages of total revenue, compared to the same prior year period. Theincrease in salaries and
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during thethree months ended March 31, 2025, compared to the same prior year period. Theincrease in professional fees, as
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a percentage of total revenue, was driven by higher costs for hospital-based providersdue to higher patient volumes and
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rising physician-related expenses during thethree months ended March 31, 2025, compared to the same prior year period.
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Total revenue —Total revenue for thethree months ended March 31, 2025 increased $58.2 million, or 4.0%, compared to the
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same prior year period. The increase in total revenue for thethree months ended March 31, 2025 consisted of anincrease in
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adjusted admissions of 2.7% andan increase in net patient service revenue per adjusted admission of 1.2%. Theincrease in
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adjusted admissions reflected growth in admissions and emergency room visits of 7.6% and 2.3%, respectively, partially
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offset by a decrease in total surgeries of 0.7%. Theincrease in net patient service revenue per adjusted admission was
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attributable to negotiated commercial and governmental rate increases, partially offset by an increase in lower acuity cases
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and a decrease in oncology and infusion revenue resulting from the Company's strategic decision to transfer certain services
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to a health system partner in the second quarter of 2024.
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titled “Risk Factors” included elsewhere in this Quarterly Report and the Annual Report. These risks and uncertainties could
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titled “Risk Factors” included in the Annual Report. These risks and uncertainties could cause actual results to differ
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cause actual results to differ materially from those projected in forward-looking statements contained in this Quarterly
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materially from those projected in forward-looking statements contained in this Quarterly Report or implied by past results
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Report or implied by past results and trends. Our historical results are not necessarily indicative of the results that may be
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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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expected for any period in the future, and our interim results are not necessarily indicative of the results we expect for the full
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future, and our interim results are not necessarily indicative of the results we expect for the full fiscal year or any other
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operations. Additionally, unless the context indicates otherwise, Ardent Health Partners, Inc. and its affiliates are referred to
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operations. Additionally, unless the context indicates otherwise, Ardent Health, Inc. and its affiliates are referred to in this
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in this section as “we,” “our,” or “us.”
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section as “we,” “our,” or “us.”
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(4) security threats, catastrophic events and other disruptions affecting our, our service providers’ or our joint venture (“JV”)
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catastrophic events and other disruptions affecting our, our service providers’ or our joint venture (“JV”) partners’
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partners’ information technology and related systems, which have adversely affected, and could in the future adversely affect,
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information technology and related systems, which have adversely affected, and could in the future adversely affect, our
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our relationships with patients and business partners and subject us to legal claims and liabilities, reputational harm and
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relationships with patients and business partners and subject us to legal claims and liabilities, reputational harm and business
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business disruption and adversely affect our financial condition; (5) the highly competitive nature of the healthcare industry
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disruption and adversely affect our financial condition; (7) the highly competitive nature of the healthcare industry and
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and continued industry trends towards clinical transparency and value-based purchasing may impact our competitive position;
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continued industry trends towards clinical transparency and value-based purchasing may impact our competitive position; (8)
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(6) inability to recruit and retain quality physicians, as well as increasing cost to contract with hospital-based physicians; (7)
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inability to recruit and retain quality physicians, as well as increasing cost to contract with hospital-based physicians; (9)
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demand for medical services and may reduce our revenues and ability to grow profitability; (8) continued industry trends
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demand for medical services and may reduce our revenues and ability to grow profitability; (10) the effects related to the
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toward value-based purchasing, third party payor consolidation and care coordination among healthcare providers; (9)
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payor consolidation and care coordination among healthcare providers; (12) inability to successfully complete acquisitions or
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inability to successfully complete acquisitions or strategic JVs or inability to realize all of the anticipated benefits; (10)
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strategic JVs or inability to realize all of the anticipated benefits; (13) liabilities because of professional liability and other
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brought against our hospitals, physician practices, outpatient facilities or other business operations; (21) actual or perceived
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claims brought against our hospitals, physician practices, outpatient facilities or other business operations; (14) exposure to
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facilities or other business operations; (11) exposure to certain risks and uncertainties by the JVs through which we conduct a
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certain risks and uncertainties by the JVs through which we conduct a significant portion of our operations, including
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significant portion of our operations, including anticipated synergies, of past acquisitions and the risk that transactions may
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anticipated synergies, of past acquisitions and the risk that transactions may not receive necessary government clearances;
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not receive necessary government clearances; (12) failure to obtain drugs and medical supplies at favorable prices or
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(15) failure to obtain drugs and medical supplies at favorable prices or sufficient volumes; (16) operational, legal and
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sufficient volumes; (13) operational, legal and financial risks associated with outsourcing functions to third parties; (14) our
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financial risks associated with outsourcing functions to third parties; (17) our facilities are heavily concentrated in Texas and
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facilities are heavily concentrated in Texas and Oklahoma, which makes us sensitive to regulatory, economic and competitive
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Oklahoma, which makes us sensitive to regulatory, economic and competitive conditions and changes in those states; (18)
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conditions and changes in those states; (15) negative impact of severe weather, climate change, and other factors beyond our
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negative impact of severe weather, climate change, and other factors beyond our control, which could restrict patient access
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control, which could restrict patient access to care or cause one or more facilities to close temporarily or permanently; (16)
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to care or cause one or more facilities to close temporarily or permanently; (19) risks related to the Ventas Master Lease and
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risks related to the Ventas Master Lease and its restrictions and limitations on our business; (17) the impact of our significant
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its restrictions and limitations on our business; (20) the impact of our significant indebtedness and the ability to refinance
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with complex laws and regulations applicable to the healthcare industry or to adjust our operations in response to changing
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healthcare industry or to adjust our operations in response to changing laws and regulations; (22) the impact of governmental
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laws and regulations; (20) the impact of governmental claims or governmental investigations, payor audits and litigation
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claims or governmental investigations, payor audits and litigation brought against our hospitals, physician practices,
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failures to comply with applicable data protection, privacy and security laws, regulations, standards and other requirements;
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privacy and security laws, regulations, standards and other requirements; (24) the impact of a deterioration of public health
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health conditions associated with a future pandemic, epidemic or outbreak of infectious disease; (19) our failure to comply
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conditions associated with a future pandemic, epidemic or outbreak of infectious disease; (25) inability to or delay in
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(22) inability to or delay in building, acquiring, selling, renovating or expanding our healthcare facilities; (23) failure to
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building, acquiring, selling, renovating or expanding our healthcare facilities; (26) failure to comply with federal and state
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comply with federal and state laws relating to Medicare and Medicaid enrollment, permit, licensing and accreditation
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laws relating to Medicare and Medicaid enrollment, permit, licensing and accreditation requirements; (27) the results of our
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of our efforts to use technology, including artificial intelligence and machine learning, to drive efficiencies, better outcomes
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efforts to use technology, including artificial intelligence and machine learning, to drive efficiencies, better outcomes and an
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and an enhanced patient experience; (26) our status as a controlled company; (27) conflicts of interest between our
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enhanced patient experience; (28) our status as a controlled company; (29) conflicts of interest between our controlling
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controlling stockholder and other holders of our common stock; and (28) other risk factors described in our filings with the
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stockholder and other holders of our common stock; and (30) other risk factors described in our filings with the SEC,
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These statements are subject to risks, uncertainties, and other factors described in the “Risk Factors” section and included in
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These statements are subject to risks, uncertainties, and other factors described in the “Risk Factors” section of the Annual
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the Annual Report. We operate in a competitive and rapidly changing environment where new risks and uncertainties can
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Report. We operate in a competitive and rapidly changing environment where new risks and uncertainties can emerge,
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emerge, making it impossible to predict all potential impacts on our forward-looking statements. Consequently, actual results
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making it impossible to predict all potential impacts on our forward-looking statements. Consequently, actual results may
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may differ materially from those described. The forward-looking statements pertain only to the date they are made, and we do
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differ materially from those described. The forward-looking statements pertain only to the date they are made, and we do not
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not undertake any obligation to update them to reflect new information or events unless required by law. You are advised not
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undertake any obligation to update them to reflect new information or events unless required by law. You are advised not to
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to place undue reliance on these statements and to consult any additional disclosures we may provide through our other
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place undue reliance on these statements and to consult any additional disclosures we may provide through our other filings
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filings with the SEC, such as Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form
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with the SEC, such as Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K.
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such indebtedness on acceptable terms; (21) our failure to comply with complex laws and regulations applicable to the
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The following table sets forth the consolidated results of our operations expressed in dollars and as a percentage of total
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Operating Results Summary for the Six Months Ended June 30, 2025
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Salaries and benefits —Salaries and benefits, as a percentage of total revenue, were 40.8% for the three months ended June
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Professional fees — Professional fees, as a percentage of total revenue, were 18.1% for the three months ended June 30, 2025
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Rents and leases, related party— Rents and leases, related party, consisted of lease expense related to the Master Lease with
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services that are owned and operated though limited liability companies and consolidated by us. Income from operations
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ended June 30, 2025 compared to the same prior year period. Thedecrease in total operating expenses, as a percentage of
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Lease and other lease agreements with Ventas for certain medical office buildings. Rents and leases, related party, were$75.9
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Income tax expense— We recorded income tax expense of$41.5 million, which equates to an effective tax rate of 21.2%, for
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of 18.7%, for the same prior year period. The increase in income tax expense was primarily driven by an increase in income
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before income taxes attributable to Ardent Health, Inc., which resulted in an increase in taxes at the federal statutory rate
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further impacted by permanent differences resulting from the disallowance of certain equity-based compensation incurred
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million and$40.1 million, respectively, of net income attributable to minority partners’ interests in hospitals and ambulatory
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of net income attributable to ALH Holdings, LLC’s (a subsidiary of Ventas, a related party) minority interest in AHP Health
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Partners, our direct subsidiary, prior to the ALH Contribution in July 2024.
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integrated health information technology system; equity-based compensation expense; and loss from disposed
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system. These costs included professional fees of$0.8 million and$0.4 million for the three months ended June 30, 2025 and 2024,
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include ongoing operating costs of the Epic system.
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fiscal year or any other period.
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liabilities because of professional liability and other claims brought against our hospitals, physician practices, outpatient
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supplies, as a percentage of total revenue, was driven by ongoing service line optimization efforts, execution on various
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(c)Restructuring, exit and acquisition-related costs represent (i) penalties and costs incurred for terminating pre-existing contracts at
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lease of Hackensack Meridian Mountainside Medical Center.