Form 8-K
8-K — RadNet, Inc.
Accession: 0001683168-26-003624
Filed: 2026-05-11
Period: 2026-05-10
CIK: 0000790526
SIC: 8071 (SERVICES-MEDICAL LABORATORIES)
Item: Results of Operations and Financial Condition
Item: Financial Statements and Exhibits
Documents
8-K — radnet_8k.htm (Primary)
EX-99.1 — EARNINGS RELEASE (radnet_ex9901.htm)
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8-K — CURREMT REPORT
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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) May
10, 2026
RadNet,
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
001-33307
13-3326724
(State or other
jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
1510 Cotner Avenue
Los
Angeles, California 90025
(Address of Principal Executive Offices) (ZipCode)
(310) 478-7808
(Registrant’s
Telephone Number, Including Area Code)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
☐ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Common
Stock, $0.0001 par value
RDNT
NASDAQ
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 May 10, 2026 RadNet,
Inc. (“RadNet”) issued a press release regarding its financial results for the first quarter ended March 31, 2026. A copy
of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this
Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange
Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit Number
Description of Exhibit
99.1
Press Release dated May 10, 2026 relating to RadNet, Inc.’s financial results for the quarter ended March 31, 2026.
104
Cover Page Interactive
Data File (embedded within the inline XBRL document).
2
SIGNATURE
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.
Date: May 11, 2026
RADNET, INC.
By:
/s/ Mark D. Stolper
Name:
Mark D. Stolper
Title:
Chief Financial Officer
3
EX-99.1 — EARNINGS RELEASE
EX-99.1
Filename: radnet_ex9901.htm · Sequence: 2
Exhibit 99.1
FOR IMMEDIATE RELEASE
RadNet Reports Record First Quarter Financial
Results and Revises Upwards 2026 Imaging Center Financial Guidance Ranges for Revenue, Adjusted EBITDA and Free Cash Flow
· Total Company Revenue increased 22.1% to $575.6 million in the first quarter
of 2026 from $471.4 million in the first quarter of 2025
· Revenue from the Digital Health reportable segment increased 51.5% to
$29.1 million in the first quarter of 2026 from $19.2 million in the first quarter of 2025; Annual Recurring Revenue(4) (ARR)
increased from $49.8 million at March 31, 2025 to $96.9 million at March 31, 2026
· Total Company Adjusted EBITDA(1) was $63.3 million in the first
quarter of 2026 as compared with $46.4 million in the first quarter of 2025, an increase of 36.3%; Digital Health reportable segment Adjusted
EBITDA(1) decreased to $1.3 million in the first quarter of 2026 from $3.7 million in the first quarter of 2025 resulting from
continued intentional infrastructure investments to drive and support a growing sales pipeline
· In the first quarter of 2026, aggregate advanced imaging (MRI, CT and
PET/CT) procedural volumes increased 19.7% and same-center advanced imaging procedural volumes increased 8.2% as compared with the first
quarter of 2025
· Adjusting for unusual or one-time items in the quarter, Adjusted Diluted
Loss Per Share(3) was $(0.28) for the first quarter of 2026; This compares with Adjusted Diluted Loss Per Share(3)
of $(0.34) for the first quarter of 2025
· RadNet revises full-year 2026 Imaging Center guidance levels with increases
to Revenue, Adjusted EBITDA(1) and Free Cash Flow(2) and reaffirms all Digital Health guidance ranges
LOS ANGELES, California, May 10, 2026 – RadNet,
Inc. (NASDAQ: RDNT), a national leader in providing high-quality, cost-effective, fixed-site outpatient diagnostic imaging services
through a network of 435 outpatient imaging centers and a premier developer of radiology digital health solutions, today reported financial
results for its first quarter of 2026.
Dr. Howard Berger, President and Chief Executive Officer
of RadNet, commented, “After being impacted by severe winter weather conditions in the Northeast during January and February which
reduced Revenue and Adjusted EBITDA(1) by an estimated $13 million and $9 million, respectively, our business strongly rebounded
in March, resulting in a Total Company Revenue increase of 22.1% and a Total Company Adjusted EBITDA(1) increase of 36.3% from
last year’s first quarter. The record first quarter performance was driven by aggregate advanced imaging (MRI, CT and PET/CT) growth
of 19.7% and same-center advanced imaging growth of 8.2% as compared with the first quarter of last year. The growth in MR, CT and PET/CT
contributed to a 235 basis point shift in RadNet’s advanced imaging procedural volume mix (relative to routine imaging) as compared
with the same quarter last year, increasing from 26.9% in last year’s first quarter to 29.3% in the first quarter of 2026. Imaging
Center Adjusted EBITDA(1) margin increased by 52 basis points, after adjusting for lost Revenue and Adjusted EBITDA(1)
from the severe winter weather in this year’s first quarter and the severe winter weather and California wildfires in last year’s
first quarter.”
Dr. Berger continued, “On April 30th, we announced
the commencement of a new health system joint venture with Trinity Health’s Saint Alphonsus Health System initially with five outpatient
imaging centers in Boise, Idaho. In conjunction with this new partnership, various modules of DeepHealth OS as well as AI-powered solutions
for radiologist reporting, patient engagement and clinical interpretation will be implemented. This relationship is a blueprint for future
health system partnerships, where RadNet can bring all of its operational, clinical and digital workflow solutions to bear to streamline
the patient journey and improve medical care and outcomes. As a result of the strong operating trends during the first quarter which have
continued through early May, we are increasing 2026 Imaging Center guidance for Revenue, Adjusted EBITDA(1) and Free Cash Flow(2).”
1
“The Digital Health division continues to gain
momentum, which was further advanced with the March 2, 2026 acquisition of Gleamer SAS in France. DeepHealth’s clinical AI portfolio
now includes interpretive solutions in virtually all imaging modalities. We estimate that by the end of this year, over 70% of RadNet
studies could be running through clinical AI, and we expect that all of RadNet’s radiologist reports will be processed through DeepHealth’s
Reporting Pro AI-powered auto-impression/summarization engine. When fully implemented, these initiatives should result in significant
enhancement to patient care and workflow productivity intended to achieve a measurable improvement to RadNet’s operating expenses.
Furthermore, the Digital Health sales pipeline with third-party customers continued to build during the first quarter, during which we
signed over $16 million (Total Contract Value) of new DeepHealth business. These contracts span the full breadth of DeepHealth products
including clinical AI, operating and diagnostic workflow and TechLive solutions,” added Dr. Berger.
“RadNet’s balance sheet continues to be
among the strongest in the diagnostic imaging industry. At quarter end, which reflected the acquisition of Gleamer and recent imaging
center transactions, we had a cash balance of $455.3 million and a leverage ratio of Net Debt to Adjusted EBITDA(1) of slightly
below 2.0. Financial leverage and liquidity will continue to be carefully managed to maintain optimal future operating flexibility,”
concluded Dr. Berger.
Financial Results
For the first quarter of 2026, RadNet reported Total
Company Revenue of $575.6 million and Adjusted EBITDA(1) of $63.3 million. Revenue increased $104.2 million (or 22.1%) and
Adjusted EBITDA(1) increased $16.9 million (or 36.3%) as compared with the first quarter of 2025.
For the first quarter of 2026, RadNet reported Digital
Health Revenue (inclusive of intersegment revenue) of $29.1 million and Adjusted EBITDA(1) of $1.3 million. Revenue increased
$9.9 million (or 51.5%) and Adjusted EBITDA(1) decreased $2.4 million as compared with the first quarter of 2025. At March
31, 2026, Annual Recurring Revenue(4) (ARR) for Digital Health was $96.9 million, as compared with $49.8 million as of March
31, 2025.
There were a number of unusual or one-time items impacting
the first quarter including: $0.9 million expense related to leases for de novo facilities under construction that have yet to open their
operations; $3.5 million of acquisition transaction costs; $2.6 million loss on the sale and disposal of equipment; $1.5 million of severance
costs; $2.8 million change in contingent consideration related to past acquisitions; and $4.6 million of non-capitalized research and
development expenses with respect to DeepHealth Cloud OS and generative AI. Adjusting for the above items, Total Company Adjusted Loss(3)
was $21.6 million and diluted Adjusted Loss Per Share(3) was $(0.28) for the first quarter of 2026. This compares with Total
Company Adjusted Loss(3) of $25.2 million and diluted Adjusted Loss Per Share(3) of $(0.34) during the first quarter
of 2025.
Unadjusted for unusual or one-time items impacting
the first quarter of 2026, Total Company Net Loss for the first quarter of 2026 was $33.5 million as compared with a Total Company Net
Loss of $37.9 million for the first quarter of 2025. Net Loss Per Share for the first quarter of 2026 was $(0.43), compared with a Net
Loss per share of $(0.51) in the first quarter of 2025, based upon a weighted average number of diluted shares outstanding of 77.1 million
shares in 2026 and 74.4 million shares in 2025.
For the first quarter of 2026, as compared with the
prior year’s first quarter, MRI volume increased 20.3%, CT volume increased 17.7% and PET/CT volume increased 35.2% on a systemwide
basis (including unconsolidated joint venture centers). Overall volume, taking into account routine imaging exams, inclusive of x-ray,
ultrasound, mammography and other exams, increased 10.1% over the prior year’s first quarter. On a same-center systemwide basis,
including only those centers which were part of RadNet for both the first quarters of 2026 and 2025, MRI volume increased 10.0%, CT volume
increased 4.7% and PET/CT volume increased 14.7%. Overall same-center volume, taking into account routine imaging exams, inclusive of
x-ray, ultrasound, mammography and other exams, increased 2.4% over the prior year’s same quarter.
2
2026 Revised Guidance
RadNet amends its previously announced guidance levels
as follows:
Imaging Center Segment
Original Guidance Range
Revised Guidance Range
Total Net Revenue
$2,325 - $2,375 million
$2,355 - $2,405 million
Adjusted EBITDA(1)
$335 - $348 million
$340 - $353 million
Capital Expenditures(a)
$165 - $175 million
$165 - $175 million
Cash Interest Expense(b)
$45 - $50 million
$45 - $50 million
Free Cash Flow(2)
$105 - $115 million
$112 - $122 million
(a) Net of proceeds from the sale of equipment and New Jersey Imaging Network capital expenditures.
(b) Net of payments from counterparties on interest rate swaps and interest income from our cash balance recorded
in Other Income.
Digital Health Segment
Original Guidance Range
Revised Guidance Range
Total Net Revenue
$135 - $145 million
$135 - $145 million
Adjusted EBITDA(1) Before Non-Capitalized R&D - DeepHealth Cloud OS & Generative AI
$10 - $12 million
$10 - $12 million
Non-Capitalized R&D - DeepHealth Cloud OS & Generative AI
$17 - $19 million
$17 - $19 million
Capital Expenditures
$9 - $12 million
$9 - $12 million
Free Cash Flow(2) Before Non-Capitalized R&D - DeepHealth Cloud OS & Generative AI
$(1) - $3 million
$(1) - $3 million
Free Cash Flow(2) After Non-Capitalized R&D - DeepHealth Cloud OS & Generative AI
$(17) - $(19) million
$(17) - $(19) million
3
Financial Results Conference Call
Dr. Howard Berger, President and Chief Executive Officer,
and Mark Stolper, Executive Vice President and Chief Financial Officer, will host a conference call to discuss its first quarter 2026
results on Monday, May 11th, 2026 at 7:30 a.m. Pacific Time (10:30 a.m. Eastern Time).
Conference Call Details:
Date: Monday, May 11, 2026
Time: 10:30 a.m. Eastern Time
Dial In-Number: 844-744-1280
International Dial-In Number: 412-564-6465
It is recommended that
participants dial in approximately 5 to 10 minutes prior to the start of the 10:30 a.m. call. There will also be simultaneous and archived
webcasts available at https://viavid.webcasts.com/starthere.jsp?ei=1761306&tp_key=ea5d61284c
or http://www.radnet.com under the “Investors” menu section and “News Releases”
sub-menu of the website. An archived replay of the call will also be available and can be accessed by dialing 844-512-2921 from the U.S.,
or 412-317-6671 for international allers, and using the passcode 10208825.
About RadNet, Inc.
RadNet, Inc. is a leading national
provider of freestanding, fixed-site diagnostic imaging services in the United States based on the number of locations and annual imaging
revenue. RadNet has a network of owned and/or operated outpatient imaging centers. RadNet’s imaging center markets include Arizona,
California, Delaware, Florida, Idaho, Indiana, Maryland, New Jersey, New York, Texas and Virginia. In addition, RadNet provides radiology
information technology and artificial intelligence solutions marketed under the DeepHealth brand, teleradiology professional services
and other related products and services to customers in the diagnostic imaging industry globally. Together with contracted radiologists,
and inclusive of full-time and per diem employees and technologists, RadNet has over 11,000 team members. Learn more at radnet.com.
Forward Looking Statements
This press release contains
“forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform
Act of 1995. Forward-looking statements are expressions of our current beliefs, expectations and assumptions regarding the future of our
business, future plans and strategies, projections, and anticipated future conditions, events and trends. Forward-looking statements can
generally be identified by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,”
“believe,” “project,” “estimate,” “expect,” “strategy,” “future,”
“likely,” “may,” “should,” “will” and similar references to future periods.
4
Forward-looking statements are
neither historical facts nor assurances of future performance. Because forward-looking statements relate to the future, they are inherently
subject to uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control.
Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you
should not place undue reliance on any of these forward-looking statements. Important factors that could cause our actual results and
financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following:
· the impact of a pandemic, significant deterioration
in the broader economy, severe acts of nature or other exogenous factors on our business, suppliers, payors, customers, referral sources,
partners, patients and employees;
· the availability and terms of capital to fund
our business;
· our ability to service our indebtedness, make
principal and interest payments as those payments become due and remain in compliance with applicable debt covenants, in addition to our
ability to refinance such indebtedness on acceptable terms;
· changes in general economic conditions nationally
and regionally in the markets in which we operate;
· the availability and terms of capital to fund
the expansion of our business and improvements to our existing facilities;
· our ability to maintain our current credit rating
and the impact on our funding costs and competitive position if we do not do so;
· our ability to acquire, develop, implement and monetize artificial intelligence algorithms and applications;
· volatility in interest and exchange rates, or
credit markets;
· the adequacy of our cash flow and earnings to
fund our current and future operations;
· changes in service mix, revenue mix and procedure
volumes;
· delays in receiving payments for services provided;
· increased bankruptcies among our partner physicians
or joint venture partners;
· the impact of the political environment and related
developments on the current healthcare marketplace and on our business, including with respect to the future of the Affordable Care Act;
· the extent to which the ongoing implementation
of healthcare reform, or changes in or new legislation, regulations or guidance, enforcement thereof by federal and state regulators or
related litigation result in a reduction in coverage or reimbursement rates for our services, or other material impacts to our business;
· closures or slowdowns and changes in labor costs
and labor difficulties, including stoppages affecting either our operations or our suppliers' abilities to deliver supplies needed in
our facilities;
· the occurrence of hostilities, political instability
or catastrophic events;
· the emergence or reemergence of and effects related
to future pandemics, epidemics and infectious diseases; and
· noncompliance by us with any privacy or security
laws or any cybersecurity incident or other security breach by us or a third party involving the misappropriation, loss or other unauthorized
use or disclosure of confidential information.
· With respect to mergers and acquisitions: (1) the termination of or occurrence of any event, change or other circumstances that could
give rise to the termination of the merger or acquisition agreement or the inability to complete the proposed transaction on the anticipated
terms and timetable, (2) the inability to complete the proposed transaction due to any applicable regulatory approval that may be required
for the proposed transaction that is delayed, that is not obtained or that is obtained subject to conditions that are not anticipated,
(3) the ability to recognize the anticipated benefits of the proposed transaction, which may be affected by, among other things, the ability
to maintain relationships with its customers, patients, payers, physicians, and providers and retain its management and key employees,
(4) the ability of RadNet following the proposed transaction to achieve the synergies contemplated by the proposed transaction or such
synergies taking longer to realize than expected, (5) costs related to the proposed transaction, (6) the ability of RadNet following the
proposed transaction to execute successfully its strategic plans, (7) the ability of RadNet following the proposed transaction to promptly
and effectively integrate the target into its business, (8) the risk of litigation related to the proposed transaction, (9) the diversion
of management's time and attention from ordinary course business operations to completion of the proposed transaction and integration
matters, (10) the risk of legislative, regulatory, economic, competitive, and technological changes, (11) risks relating to the value
of RadNet's securities to be issued in the proposed merger, and (12) the effect of the announcement, pendency or completion of the proposed
transactions on the market price of RadNet’s common stock.
5
The foregoing review of important factors should not be construed as exhaustive
and should be read in conjunction with the other cautionary statements that are included elsewhere. Additional information concerning
risks, uncertainties and assumptions can be found in RadNet's filings with the SEC, including the risk factors discussed in RadNet's most
recent Annual Report on Form 10-K, as updated by its Quarterly Reports on Form 10-Q and future filings with the SEC.
Any forward-looking statement contained in this release
is based on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly
update any forward-looking statement, whether written or oral, that we may make from time to time, whether as a result of changed circumstances,
new information, future developments or otherwise, except as required by applicable law.
Regulation G: GAAP and Non-GAAP Financial Information
This release contains certain financial information
not reported in accordance with GAAP. The Company uses both GAAP and non-GAAP metrics to measure its financial results. The Company believes
that, in addition to GAAP metrics, these non-GAAP metrics assist the Company in measuring its cash-based performance. The Company believes
this information is useful to investors and other interested parties because it removes unusual and nonrecurring charges that occur in
the affected period and provides a basis for measuring the Company's financial condition against other quarters. Such information should
not be considered as a substitute for any measures calculated in accordance with GAAP, and may not be comparable to other similarly titled
measures of other companies. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial
information prepared in accordance with GAAP. Reconciliation of this information to the most comparable GAAP measures is included in this
release in the tables which follow.
CONTACTS:
RadNet, Inc.
Mark Stolper, 310-445-2800
Executive Vice President and Chief Financial
Officer
6
RADNET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS EXCEPT SHARE AND PER SHARE DATA)
March 31, 2026
December 31, 2025
(unaudited)
ASSETS
CURRENT ASSETS
Cash and Cash equivalents
$ 455,339
$ 767,215
Accounts receivable
209,090
200,317
Due from affiliates
11,033
12,592
Prepaid expenses and other current assets
65,313
52,003
Total current assets
740,775
1,032,127
PROPERTY, EQUIPMENT AND RIGHT-OF-USE ASSETS
Property and equipment, net
862,057
807,702
Operating lease right-of-use assets
760,975
690,250
Total property, plant, equipment and right-of-use assets
1,623,032
1,497,952
OTHER ASSETS
Goodwill
1,094,699
907,663
Other intangible assets
253,481
148,508
Deferred financing costs
1,538
1,684
Investment in joint ventures
131,409
130,340
Deposits and other
40,455
40,289
Total Assets
$ 3,885,389
$ 3,758,563
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Accounts payable, accrued expenses and other
$ 454,602
$ 422,029
Due to affiliates
75,960
70,104
Deferred revenue
11,975
7,272
Current operating lease liability
66,591
61,934
Current portion of notes payable
26,506
25,424
Total current liabilities
635,634
586,763
LONG-TERM LIABILITIES
Long-term finance lease liability
4,016
–
Long-term operating lease liability
777,268
707,001
Notes payable, net of current portion
1,059,977
1,064,495
Deferred tax liability, net
34,150
21,903
Other non-current liabilities
21,632
22,515
Total liabilities
2,532,677
2,402,677
EQUITY
RadNet, Inc. stockholders' equity:
Common stock - $0.0001 value, 200,000,000 shares authorized; 78,545,837 and 77,399,615 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively
8
8
Additional paid-in-capital
1,211,912
1,180,434
Accumulated other comprehensive loss
(2,466 )
4,885
Accumulated deficit
(128,903 )
(95,437 )
Total RadNet, Inc.'s Stockholders' equity:
1,080,551
1,089,890
Noncontrolling interests
272,161
265,996
Total Equity
1,352,712
1,355,886
Total liabilities and equity
$ 3,885,389
$ 3,758,563
7
RADNET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(IN THOUSANDS EXCEPT FOR SHARE AND PER SHARE DATA)
(unaudited)
Three Months Ended March 31,
2026
2025
REVENUE
Service fee revenue
$ 545,218
$ 439,349
Revenue under capitation arrangements
30,413
32,050
Total service revenue
575,631
471,399
OPERATING EXPENSES
Cost of operations, excluding depreciation and amortization
550,512
453,480
Lease abandonment charges
–
5,388
Depreciation and amortization
44,967
35,483
Loss (gain) on sale and disposal of equipment and other
2,591
402
Severance costs
1,464
747
Total operating expenses
599,534
495,500
INCOME (LOSS) FROM OPERATIONS
(23,903 )
(24,101 )
OTHER INCOME AND EXPENSES
Interest expense
17,657
17,239
Equity in earnings of joint ventures
(3,825 )
(2,599 )
Non-cash change in fair value of interest rate hedge
–
2,106
Other (income) expenses
(4,907 )
(7,712 )
Total other (income) expenses
8,925
9,034
INCOME (LOSS) BEFORE INCOME TAXES
(32,828 )
(33,135 )
Provision for income taxes
8,096
3,398
NET INCOME (LOSS)
(24,732 )
(29,737 )
Net income (loss) attributable to noncontrolling interests
8,734
8,189
NET INCOME (LOSS) ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS
$ (33,466 )
$ (37,926 )
BASIC NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS
$ (0.43 )
$ (0.51 )
DILUTED NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS
$ (0.43 )
$ (0.51 )
WEIGHTED AVERAGE SHARES OUTSTANDING
Basic
77,057,835
74,382,356
Diluted
77,057,835
74,382,356
8
RADNET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASHFLOWS
(IN THOUSANDS)
(unaudited)
Three Months Ended March 31,
2026
2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss
$ (24,732 )
$ (29,737 )
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization
44,967
35,483
Noncash operating lease expense
16,298
14,431
Equity in earnings of joint ventures, net of dividends
(1,069 )
(2,599 )
Amortization of deferred financing costs and loan discount
779
728
Loss on sale and disposal of equipment
2,591
402
Lease abandonment charges
–
5,388
Amortization of cash flow hedge
–
1,033
Non-cash change in fair value of interest rate swap
–
2,106
Stock-based compensation
31,375
28,494
Change in fair value of contingent consideration
(2,764 )
–
Changes in operating assets and liabilities, net of assets acquired and liabilities assumed in purchase transactions:
Accounts receivable
9,375
(14,306 )
Other current assets
(6,172 )
(7,206 )
Other assets
(660 )
(1,691 )
Deferred taxes
(9,099 )
5,137
Operating leases
(13,299 )
(21,968 )
Deferred revenue
234
128
Accounts payable, accrued expenses and other
31,148
25,658
Net cash provided by operating activities
78,972
41,481
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of imaging facilities and other acquisitions, net of cash acquired
(304,151 )
(3,794 )
Purchase of property and equipment and other
(69,932 )
(48,833 )
Proceeds from sale of equipment
277
23
Equity contributions in existing and purchase of interest in joint ventures
–
(4,147 )
Collection of notes receivable
2,833
–
Net cash used in investing activities
(370,973 )
(56,751 )
CASH FLOWS FROM FINANCING ACTIVITIES
Principal payments on notes and leases payable
(9,953 )
(1,718 )
Payments on Term Loan Debt
(5,252 )
(5,000 )
Distributions paid to noncontrolling interests
(2,402 )
(913 )
Proceeds from issuance of common stock upon exercise of options
103
121
Net cash used in financing activities
(17,504 )
(7,510 )
EFFECT OF EXCHANGE RATE CHANGES ON CASH
(2,371 )
83
NET DECREASE IN CASH AND CASH EQUIVALENTS
(311,876 )
(22,697 )
CASH AND CASH EQUIVALENTS, beginning of period
767,215
740,020
CASH AND CASH EQUIVALENTS, end of period
$ 455,339
$ 717,323
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during the period for interest
$ 17,073
$ 18,010
Cash paid during the period for income taxes
$ 519
$ 272
9
RADNET, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP NET INCOME ATTRIBUTABLE TO
RADNET, INC. COMMON SHAREHOLDERS TO ADJUSTED EBITDA
(IN THOUSANDS)
Three Months Ended March 31,
2026
2025
Net income (loss) attributable to Radnet, Inc. common stockholders
$ (33,466 )
$ (37,926 )
Income taxes
(8,096 )
(3,398 )
Interest expense
17,657
17,239
Severance costs
1,464
747
Depreciation and amortization
44,967
35,483
Non-cash employee stock-based compensation
31,376
28,494
Loss (gain) on sale and disposal of equipment and other
2,591
402
Non-cash change in fair value of interest rate hedge
–
2,106
Other expenses (income)
(4,907 )
(7,712 )
Non-Capitalized R&D - DeepHealth Cloud OS & Generative AI
4,560
3,562
Lease abandonment charges
–
5,388
Non-cash change to contingent consideration
2,764
–
Non-operational rent expenses
900
1,342
Acquisition transaction costs
3,454
672
Adjusted EBITDA - Radnet, Inc.
$ 63,264
$ 46,399
NOTE
Adjusted EBITDA - Imaging Center Segment
61,961
42,688
Adjusted EBITDA - Digital Health Segment
1,303
3,711
10
PAYMENTS BY PAYOR CLASS
First Quarter
2026
Commercial Insurance
57.4%
Medicare
23.8%
Capitation
5.3%
Medicaid
2.4%
Workers Compensation/Personal Injury
2.1%
Other*
8.9%
Total
100.0%
* Includes management fee, Digital Health unit and Heart Lung Health revenue.
RADNET PAYMENTS BY MODALITY
First Quarter
Full Year
Full Year
Full Year
2026
2025
2024
2023
MRI
37.6%
37.7%
37.1%
36.8%
CT
15.1%
15.6%
15.9%
16.8%
PET/CT
10.4%
8.8%
7.2%
6.4%
X-ray
5.2%
5.5%
6.0%
6.5%
Ultrasound
13.7%
13.5%
13.6%
12.9%
Mammography
14.7%
15.6%
16.4%
16.0%
Nuclear Medicine
0.9%
0.9%
1.0%
0.8%
Other
2.5%
2.5%
2.7%
3.9%
100.0%
100.0%
100.0%
100.0%
PROCEDURES BY MODALITY*
First Quarter
First Quarter
2026
2025
MRI
538,043
447,330
CT
319,201
271,170
PET/CT
27,572
20,389
Nuclear Medicine
10,395
9,577
Ultrasound
718,006
656,427
Mammography
504,761
476,378
X-ray and Other
902,977
861,702
Total
3,020,955
2,742,973
* Volumes include wholly owned and joint venture centers.
11
RADNET, INC. AND SUBSIDIARIES
SCHEDULE OF ADJUSTED EARNINGS AND EARNINGS PER SHARE (3)
(IN THOUSANDS EXCEPT SHARE DATA)
(unaudited)
Three Months Ended
March 31,
2026
2025(iv)
NET LOSS INCOME ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS
$ (33,466 )
$ (37,926 )
Add Non-cash change in fair value of interest rate hedges (i)
–
2,106
Add Non-operational rent expenses (iii)
900
1,342
Add Acquisition transaction costs
3,454
672
Add loss on sale and disposal of equipment and other
2,591
402
Add Severance costs
1,464
747
Add Lease abandonment charges
–
5,388
Add Change to contingent consideration
2,764
–
Add Non-capitalized R&D - DeepHealth cloud OS & generative AI
4,560
3,562
Total adjustments - loss (gain)
15,733
14,219
Subtract tax impact of Adjustments (ii)
(3,880 )
(1,459 )
Tax effected impact of adjustments
11,853
12,760
TOTAL ADJUSTMENT TO NET INCOME (LOSS) ATTRIBUTABLE TO RADNET, INC. COMMON SHAREHOLDERS
11,853
12,760
ADJUSTED NET LOSS ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS
$ (21,613 )
$ (25,166 )
WEIGHTED AVERAGE SHARES OUTSTANDING
Diluted
77,057,835
74,382,356
ADJUSTED DILUTED NET LOSS PER SHARE ATTRIBUTABLE TO RADNET, INC. COMMON STOCKHOLDERS
$ (0.28 )
$ (0.34 )
(i)
Impact from the change in fair value of
the hedges during the quarter. Excludes the amortization of the accumulation of the changes in fair value out of Other
Comprehensive Income that existed prior to the hedges becoming ineffective.
(ii)
Tax effected using 10.26% and 24.66%
blended federal and state effective tax rate for the first quarter of 2025 and 2026, respectively.
(iii)
Represents rent expense associated with de novo sites under construction prior to them becoming operational.
(iv)
Adjusted from what was reported during
last year's fourth quarter for an additional addback of $402,000 Loss on the Sale and Disposal of Equipment and Other and $747,000
Severance Costs.
12
Footnotes
(1) The Company defines Adjusted EBITDA
as earnings before interest, taxes, depreciation and amortization, each from continuing operations and adjusted for losses or gains on
the sale of equipment, other income or loss, debt extinguishments and non-cash equity compensation. Adjusted EBITDA includes equity earnings
in unconsolidated operations and subtracts allocations of earnings to non-controlling interests in subsidiaries, and is adjusted for non-cash
or extraordinary and one-time events taken place during the period.
Adjusted EBITDA is reconciled to its nearest comparable
GAAP financial measure. Adjusted EBITDA is a non-GAAP financial measure used as analytical indicator by RadNet management and the healthcare
industry to assess business performance, and is a measure of leverage capacity and ability to service debt. Adjusted EBITDA should not
be considered a measure of financial performance under GAAP, and the items excluded from Adjusted EBITDA should not be considered in isolation
or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data
presented in the consolidated financial statements as an indicator of financial performance or liquidity. As Adjusted EBITDA is not a
measurement determined in accordance with GAAP and is therefore susceptible to varying methods of calculation, this metric, as presented,
may not be comparable to other similarly titled measures of other companies.
(2) As noted above, the Company defines
Free Cash Flow as Adjusted EBITDA less total Capital Expenditures (whether completed with cash or financed) and Cash Interest paid. Free
Cash Flow is a non-GAAP financial measure. The Company uses Free Cash Flow because the Company believes it provides useful information
for investors and management because it measures our capacity to generate cash from our operating activities. Free Cash Flow does not
represent total cash flow since it does not include the cash flows generated by or used in financing activities. In addition, our definition
of Free Cash Flow may differ from definitions used by other companies.
Free Cash Flow should not be considered a measure
of financial performance under GAAP, and the items excluded from Adjusted EBITDA should not be considered in isolation or as alternatives
to net income, cash flows generated by operating, investing or financing activities or other financial statement data presented in the
consolidated financial statements as an indicator of financial performance or liquidity. As Adjusted EBITDA is not a measurement determined
in accordance with GAAP and is therefore susceptible to varying methods of calculation, this metric, as presented, may not be comparable
to other similarly titled measures of other companies.
(3) The Company defines Adjusted Earnings
(Loss) Per Share as net income or loss attributable to RadNet, Inc. common stockholders and excludes losses or gains on the disposal of
equipment, loss on debt extinguishments, bargain purchase gains, severance costs, loss on impairment, loss or gain on swap valuation,
gain on extinguishment of debt, unusual or non-recurring entries that impact the Company’s tax provision and any other non-recurring
or unusual transactions recorded during the period.
Adjusted Earnings (Loss) Per Share is reconciled to
its nearest comparable GAAP financial measure. Adjusted Earnings (Loss) Per Share is a non-GAAP financial measure used as analytical indicator
by RadNet management and the healthcare industry to assess business performance. Adjusted Earnings Per Share should not be considered
a measure of financial performance under GAAP, and the items excluded from Adjusted Earnings Per Share should not be considered in isolation
or as alternatives to net income, cash flows generated by operating, investing or financing activities or other financial statement data
presented in the consolidated financial statements as an indicator of financial performance or liquidity. As Adjusted Earnings Per Share
is not a measurement determined in accordance with GAAP and is therefore susceptible to varying methods of calculation, this metric, as
presented, may not be comparable to other similarly titled measures of other companies.
(4) The Company defines Annual Recurring
Revenue (ARR) as a key subscription economy metric representing the predictable, normalized annualized value of contracted recurring revenue
generated from customers from active customer contracts. ARR includes subscription fees, recurring support fees, and contracted usage
charges and excludes one-time, non-recurring fees such as, implementation, hardware sales, professional services, consulting and one-off
training. ARR is a non-GAAP measure and does not represent GAAP revenue recognized over time.
13
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