EX-99.1 2 lfst-20210811ex99_1.htm EX-99.1 EX-99.1

 

Exhibit 99.1

 

Investor Relations Contact

Monica Prokocki

VP of Investor Relations

425-279-8500

investorrelations@lifestance.com

 

LifeStance Health Reports Second Quarter 2021 Results

 

Second Quarter 2021 Highlights

 

Revenue of $160.5 million increased $76.5 million or 91%1 compared to revenue of $38.6 million for the period from April 1, 2020 to May 14, 2020 (Predecessor) and $45.4 million for the period from April 13, 2020 to June 30, 2020 (Successor)
Total clinicians of 3,975 up 94% year over year, including 674 net clinician adds in the second quarter
Net loss was $70.0 million compared to net loss of $27.6 million for the period from April 1, 2020 to May 14, 2020 (Predecessor) and $4.3 million for the period from April 13, 2020 to June 30, 2020 (Successor)
Adjusted EBITDA of $14.5 million increased $4.1 million or 39%1 compared to Adjusted EBITDA of $4.4 million for the period from April 1, 2020 to May 14, 2020 (Predecessor) and $6.0 million for the period from April 13, 2020 to June 30, 2020 (Successor)
Successfully completed initial public offering (IPO) on the Nasdaq Global Select Market on June 10, 2021; net proceeds of $548.9 million used to retire debt and for general corporate purposes
Established the LifeStance Health Foundation with initial endowment of $10.0 million; announced partnership with The Mental Health Coalition to help end the stigma around mental health conditions and committed $30,000 to the U.S. Olympic & Paralympic Foundation in support of athletes' mental health
Initiating 2021 guidance: Revenue of $668 million to $678 million; Center Margin of $198 million to $208 million; Adjusted EBITDA of $47 million to $53 million

 

SCOTTSDALE, Ariz. - August 11, 2021 – LifeStance Health Group, Inc. (NASDAQ: LFST), one of the nation’s largest providers of outpatient mental health care, today announced financial results for the second quarter ended June 30, 2021.

 

“LifeStance delivered strong performance in our inaugural quarter as a public company, achieving year over year revenue growth of 91%1,” said Michael Lester, CEO, LifeStance Health. “Increasing access to mental health care services is more important than ever. We are well positioned to continue to grow as we help address our nation’s mental health needs every day and deliver personalized care, one patient at a time, both virtually and in-person. I am extremely proud of the efforts of our purpose-led organization to reimagine mental health through a tech-enabled care delivery model built to expand access, tackle affordability, improve outcomes and lower overall health care costs.”

 

Financial Highlights

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

 

Predecessor

 

 

 

Three months ended
June 30, 2021

 

 

April 13 to
June 30, 2020

 

 

 

April 1 to
May 14, 2020

 

(in thousands)

 

 

 

 

 

 

 

 

 

 

Total revenue

 

$

160.5

 

 

$

45.4

 

 

 

$

38.6

 

(Loss) income from operations

 

 

(47.0

)

 

 

0.1

 

 

 

 

3.1

 

Center Margin

 

 

51.2

 

 

 

14.2

 

 

 

 

11.4

 

Net loss

 

 

(70.0

)

 

 

(4.3

)

 

 

 

(27.6

)

Adjusted EBITDA

 

 

14.5

 

 

 

6.0

 

 

 

 

4.4

 

As % of Total Revenue:

 

 

 

 

 

 

 

 

 

 

(Loss) income from operations

 

 

(29.3

%)

 

 

0.2

%

 

 

 

7.9

%

Center Margin

 

 

31.9

%

 

 

31.2

%

 

 

 

29.6

%

Net loss

 

 

(43.6

%)

 

 

(9.6

%)

 

 

 

(71.6

%)

Adjusted EBITDA

 

 

9.1

%

 

 

13.2

%

 

 

 

11.5

%

 

 


 

Second Quarter 2021 Results

 

Total revenue was $160.5 million, up 91%1 year over year primarily driven by a 94% increase in clinicians through both organic hiring and acquisitions.
Trailing twelve-month2 revenue was $523.8 million. This represents an increase of 88% year over year.
Loss from operations3 was $47.0 million, driven by stock and unit-based compensation of $29.5 million, a $10.0 million endowment to the LifeStance Health Foundation, and $8.1 million in Director and Officer insurance expense incurred in connection with the IPO. Net loss was $70.0 million.
Center Margin was $51.2 million, up 100%1 year over year, and 31.9% of total revenue, primarily driven by the continued clinician ramp in prior year de novo centers.
Adjusted EBITDA was $14.5 million, up 39%1 year over year. Strong Center Margin growth was partially offset by an increase in general and administrative costs driven by investments in growth initiatives and public company infrastructure.

 

Strategy and Key Developments

 

During the second quarter, LifeStance took several actions in support of its strategy:

 

Added a net of 674 clinicians who are empowered to improve the lives of their patients
Opened 35 de novo Centers, building upon our first-mover advantage
Entered 5 new states, expanding our geographic footprint
Completed 10 acquisitions, supporting both organic and inorganic growth priorities

 

These actions are consistent with the Company’s strategy to expand into new markets, build market density, and offer a technology enabled experience for our patients and clinicians.

 

Balance Sheet, Cash Flow and Capital Allocation

 

LifeStance listed its shares on the Nasdaq Global Select Market on June 10, 2021, in conjunction with the Company’s initial public offering. In total, 46.0 million shares of its common stock were sold consisting of 32.8 million shares sold by LifeStance and 13.2 million shares sold by certain existing stockholders, including the full exercise by the underwriters of their option to purchase up to 6.0 million additional shares.

 

The Company received net proceeds of $548.9 million from the IPO after deducting customary offering expenses. The Company used $294.0 million of proceeds for debt principal repayment, with the remaining proceeds retained for general corporate purposes. For the six months ended June 30, 2021, cash flow used in operations was $7.0 million, which included an $8.8 million charge in connection with the voluntary prepayment of outstanding debt.

 

LifeStance ended the second quarter with cash of $276.2 million, long-term debt of $158.7 million, and full availability of a $20 million undrawn revolving credit facility.

 

 


 

2021 Guidance

 

The Company is establishing financial guidance for 2021:

 

 

Full Year

Total revenue

 

 $668 million – $678 million

Center Margin

 

 $198 million – $208 million

Adjusted EBITDA

 

 $47 million – $53 million

 

For Q3 and Q4 2021 we expect the following:

 

 

 

Q3

 

Q4

Total revenue

 

 $168 million – $173 million

 

 $196 million – $201 million

Center Margin

 

 $47 million – $52 million

 

 $56 million – $61 million

Adjusted EBITDA

 

 $8 million – $11 million

 

 $12 million – $15 million

 

Our guidance reflects revenue and clinician base growth that is higher than company expectations from earlier this year driven by continued strength in new clinician hiring and new center additions, partially offset by a recent change in clinician retention levels that is consistent with the broader healthcare industry for 2021. Additionally, it includes increased investments in infrastructure and operations to support and sustain our long-term growth opportunities.

 

Full-year guidance does not assume any material changes in the current environment as it pertains to the COVID-19 pandemic and the state of variants, as well as the current labor market conditions.

 

Footnotes:

(1)
Reflects a year over year comparison to the same period in the prior year which includes the summation of the Predecessor Period April 1 to May 14, 2020 and Successor Period of April 13 to June 30, 2020. This is not intended to be a substitute for financial reporting periods presented in accordance with GAAP. For the period from April 13, 2020 through May 14, 2020, the operations of LifeStance TopCo, L.P. (Successor) were limited to those incident to its formation and the acquisition of LifeStance by affiliates of TPG Global, LLC (the "TPG Acquisition"), which were not significant. Earnings from April 13 to May 14 were reflected in the Predecessor 2020 Period.
(2)
Trailing twelve-month growth is calculated as the difference in revenue between July 1, 2020 – June 30, 2021 compared to July 1, 2019 – June 30, 20201.
(3)
Includes stock and unit-based compensation of $29.5 million, a $10.0 million endowment to the LifeStance Health Foundation, and $8.1 million in Director and Officer insurance incurred in connection with the IPO. The increase in stock and unit-based compensation was primarily due to the modification of vesting terms of equity awards in connection with the IPO.

 

Conference Call, Webcast Information, and Presentations

 

LifeStance Health will hold a conference call today, August 11, at 5:00 p.m. Eastern Time to discuss second quarter 2021 results. Investors who wish to participate in the call should dial 1-888-660-0230, domestically, or 1-409-217-8218, internationally approximately 10 minutes before the call begins and provide conference ID number 4165046 or ask to be joined into the LifeStance Health call. A real-time audio webcast can be accessed via the Events and Presentations section of the LifeStance Health Investor Relations website (https://investor.lifestance.com), where related materials will be posted prior to the conference call.

 

About LifeStance Health Group, Inc.

 

Founded in 2017, LifeStance Health (NASDAQ: LFST) is reimagining mental health. We are one of the nation’s largest providers of virtual and in-person outpatient mental health care for children, adolescents and adults experiencing a variety of mental health conditions. Our mission is to help people lead healthier, more fulfilling lives by improving access to trusted, affordable and personalized mental healthcare. LifeStance Health employs nearly 4,000 psychiatrists, advanced practice nurses, psychologists and therapists and operates across 31 states and 468 centers. To learn more, please visit www.LifeStance.com.

 

 


 

Forward-Looking Statements

Statements in this press release and on the related teleconference that express a belief, expectation or intention, as well as those that are not historical fact, are forward-looking statements. These statements include, but are not limited to, statements about the Company’s financial position; business plans and objectives; general economic and industry trends; operating results; and working capital and liquidity and other statements contained in this presentation that are not historical facts. When used in this press release and on the related teleconference, words such as “may,” “will,” “should,” “could,” “intend,” “potential,” “continue,” “anticipate,” “believe,” “estimate,” “expect,” “plan,” “target,” “predict,” “project,” “seek” and similar expressions as they relate to us are intended to identify forward-looking statements. They involve a number of risks and uncertainties that may cause actual events and results to differ materially from such forward-looking statements. These risks and uncertainties include, but are not limited to, we may not grow at the rates we historically have achieved or at all, even if our key metrics may imply future growth, including if we are unable to successfully execute on our growth initiatives and business strategies; if we fail to manage our growth effectively, our expenses could increase more than expected, our revenue may not increase proportionally or at all, and we may be unable to execute on our business strategy; if reimbursement rates paid by third-party payors are reduced or if third-party payors otherwise restrain our ability to obtain or deliver care to patients, our business could be harmed; we conduct business in a heavily regulated industry and if we fail to comply with these laws and government regulations, we could incur penalties or be required to make significant changes to our operations or experience adverse publicity, which could have a material adverse effect on our business, results of operations and financial condition; we are dependent on our relationships with affiliated practices, which we do not own, to provide health care services, and our business would be harmed if those relationships were disrupted or if our arrangements with these entities became subject to legal challenges; we operate in a competitive industry, and if we are not able to compete effectively, our business, results of operations and financial condition would be harmed; the impact of health care reform legislation and other changes in the healthcare industry and in health care spending on us is currently unknown, but may harm our business; if our or our vendors’ security measures fail or are breached and unauthorized access to our employees’, patients’ or partners’ data is obtained, our systems may be perceived as insecure, we may incur significant liabilities, including through private litigation or regulatory action, our reputation may be harmed, and we could lose patients and partners; our business depends on our ability to effectively invest in, implement improvements to and properly maintain the uninterrupted operation and data integrity of our information technology and other business systems; our existing indebtedness could adversely affect our business and growth prospects; and other risks and uncertainties set forth under “Risk Factors” in the final prospectus, dated June 9, 2021, for the Company’s initial public offering. LifeStance does not undertake to update any forward-looking statements made in this press release to reflect any change in management's expectations or any change in the assumptions or circumstances on which such statements are based, except as otherwise required by law.

 

Non-GAAP Financial Information

 

This press release contains certain non-GAAP financial measures, including Center Margin, Adjusted EBITDA, and Adjusted EBITDA margin. Tables showing the reconciliation of these non-GAAP financial measures to the comparable GAAP measures are included at the end of this release. Management believes these non-GAAP financial measures are useful in evaluating the Company’s operating performance, and may be helpful to securities analysts, institutional investors and other interested parties in understanding the Company’s operating performance and prospects. These non-GAAP financial measures, as calculated, may not be comparable to companies in other industries or within the same industry with similarly titled measures of performance. Therefore, the Company’s non-GAAP financial measures should be considered in addition to, not as a substitute for, or in isolation from, measures prepared in accordance with GAAP, such as net income (loss) or income (loss) from operations.

 

Center Margin and Adjusted EBITDA anticipated for 2021 are calculated in a manner consistent with the historical presentation of these measures at the end of this release. Reconciliations for our forward-looking Center Margin and Adjusted EBITDA guidance is not being provided, as LifeStance does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliations. LifeStance management therefore cannot estimate on a forward-looking basis without unreasonable effort the impact these variables and individual adjustments will have on its reported results.

 

Management acknowledges that there are many items that impact a company’s reported results and the adjustments reflected in these non-GAAP measures are not intended to present all items that may have impacted these results.

 

 


 

 

 

# # # #

 

Consolidated Financial Information and Reconciliations

 

 

 

 


 

CONSOLIDATED BALANCE SHEETS

(unaudited)

(In thousands, except for par value)

 

 

 

 

 

Successor

 

 

 

June 30, 2021

 

 

December 31, 2020

 

CURRENT ASSETS

 

 

 

 

 

 

Cash and cash equivalents

 

$

276,187

 

 

$

18,829

 

Patient accounts receivable

 

 

60,069

 

 

 

43,706

 

Prepaid expenses and other current assets

 

 

27,804

 

 

 

13,745

 

Total current assets

 

 

364,060

 

 

 

76,280

 

NONCURRENT ASSETS

 

 

 

 

 

 

Property and equipment, net

 

 

91,799

 

 

 

59,349

 

Intangible assets, net

 

 

316,534

 

 

 

332,796

 

Goodwill

 

 

1,138,734

 

 

 

1,098,659

 

Deposits

 

 

3,300

 

 

 

2,647

 

Total noncurrent assets

 

 

1,550,367

 

 

 

1,493,451

 

Total assets

 

$

1,914,427

 

 

$

1,569,731

 

LIABILITIES, REDEEMABLE UNITS AND STOCKHOLDERS'/MEMBERS’ EQUITY

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

 

Accounts payable

 

$

9,958

 

 

$

7,688

 

Accrued payroll expenses

 

 

50,380

 

 

 

38,024

 

Other accrued expenses

 

 

38,783

 

 

 

14,685

 

Current portion of contingent consideration

 

 

10,876

 

 

 

10,563

 

Other current liabilities

 

 

2,561

 

 

 

4,961

 

Total current liabilities

 

 

112,558

 

 

 

75,921

 

NONCURRENT LIABILITIES

 

 

 

 

 

 

Long-term debt, net

 

 

157,067

 

 

 

362,534

 

Other noncurrent liabilities

 

 

15,704

 

 

 

11,363

 

Contingent consideration, net of current portion

 

 

3,247

 

 

 

5,851

 

Deferred tax liability, net

 

 

81,219

 

 

 

81,226

 

Total noncurrent liabilities

 

 

257,237

 

 

 

460,974

 

Total liabilities

 

$

369,795

 

 

$

536,895

 

COMMITMENT AND CONTINGENCIES (see Note 16)

 

 

 

 

 

 

REDEEMABLE UNITS

 

 

 

 

 

 

Redeemable Class A units – 0 and 35,000 units authorized, issued and outstanding as of June 30, 2021
   and December 31, 2020, respectively

 

 

 

 

 

35,000

 

STOCKHOLDERS’/MEMBERS’ EQUITY

 

 

 

 

 

 

Common units A-1 – 0 and 959,563 units authorized, issued and outstanding as of June 30, 2021 and
   December 31, 2020, respectively

 

 

 

 

 

959,563

 

Common units A-2 – 0 and 49,946 units authorized, issued and outstanding as of June 30, 2021 and
   December 31, 2020, respectively

 

 

 

 

 

49,946

 

Common units B – 0 and 179,000 units authorized as of June 30, 2021 and December 31, 2020,
   respectively; no units issued and outstanding as of June 30, 2021 and December 31,
 2020

 

 

 

 

 

 

Preferred stock – par value $0.01 per share; 25,000 and 0 shares authorized as of June 30, 2021 and
   December 31, 2020, respectively; no shares issued and outstanding as of June 30, 2021 and
   December 31, 2020

 

 

 

 

 

 

Common stock – par value $0.01 per share; 800,000 and 0 shares authorized as of June 30, 2021 and
   December 31, 2020, respectively; 374,149 and 0 shares issued and outstanding as of June 30, 2021
   and December 31, 2020, respectively

 

 

3,742

 

 

 

 

Additional paid-in capital

 

 

1,669,480

 

 

 

1,452

 

Accumulated deficit

 

 

(128,590

)

 

 

(13,125

)

Total stockholders'/members’ equity

 

 

1,544,632

 

 

 

997,836

 

Total liabilities, redeemable units and stockholders’/members’ equity

 

$

1,914,427

 

 

$

1,569,731

 

 

 

 


 

CONSOLIDATED STATEMENTS OF INCOME/(LOSS) AND COMPREHENSIVE INCOME/(LOSS)

(unaudited)

(In thousands, except for Net Loss per Share)

 

 

 

Successor

 

 

 

Predecessor

 

 

 

Three months ended
June 30, 2021

 

 

Six months ended
June 30, 2021

 

 

April 13 to
June 30, 2020*

 

 

 

April 1 to
May 14, 2020

 

 

January 1 to
May 14, 2020

 

TOTAL REVENUE

 

$

160,549

 

 

$

303,681

 

 

$

45,453

 

 

 

$

38,555

 

 

$

111,661

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Center costs, excluding
   depreciation and amortization
   shown separately below

 

 

109,341

 

 

 

208,475

 

 

 

31,275

 

 

 

 

27,143

 

 

 

78,777

 

General and administrative
   expenses

 

 

85,479

 

 

 

118,130

 

 

 

8,642

 

 

 

 

7,192

 

 

 

20,854

 

Depreciation and amortization

 

 

12,774

 

 

 

25,002

 

 

 

5,432

 

 

 

 

1,160

 

 

 

3,335

 

Total operating expenses

 

$

207,594

 

 

$

351,607

 

 

$

45,349

 

 

 

$

35,495

 

 

$

102,966

 

(LOSS) INCOME FROM
   OPERATIONS

 

$

(47,045

)

 

$

(47,926

)

 

$

104

 

 

 

$

3,060

 

 

$

8,695

 

OTHER INCOME (EXPENSE)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Loss) gain on remeasurement
   of contingent consideration

 

 

(250

)

 

 

(557

)

 

 

(51

)

 

 

 

(32

)

 

 

322

 

Transaction costs

 

 

(1,996

)

 

 

(3,530

)

 

 

(181

)

 

 

 

(32,294

)

 

 

(33,247

)

Interest expense

 

 

(23,174

)

 

 

(31,806

)

 

 

(5,562

)

 

 

 

(1,340

)

 

 

(3,020

)

Other expense

 

 

(1,356

)

 

 

(1,445

)

 

 

(22

)

 

 

 

(14

)

 

 

(14

)

Total other expense

 

$

(26,776

)

 

$

(37,338

)

 

$

(5,816

)

 

 

$

(33,680

)

 

$

(35,959

)

LOSS BEFORE INCOME
   TAXES

 

 

(73,821

)

 

 

(85,264

)

 

 

(5,712

)

 

 

 

(30,620

)

 

 

(27,264

)

INCOME TAX BENEFIT

 

 

3,788

 

 

 

6,549

 

 

 

1,370

 

 

 

 

3,022

 

 

 

2,319

 

NET LOSS AND
   COMPREHENSIVE LOSS

 

$

(70,033

)

 

$

(78,715

)

 

$

(4,342

)

 

 

$

(27,598

)

 

$

(24,945

)

Accretion of Redeemable Class
   A units

 

 

 

 

 

(36,750

)

 

 

 

 

 

 

 

 

 

 

Accretion of Series A-1
   redeemable convertible
   preferred units (Note 12)

 

 

 

 

 

 

 

 

 

 

 

 

(272,582

)

 

 

(272,582

)

Cumulative dividend on Series
   A redeemable convertible
   preferred units (Note 12)

 

 

 

 

 

 

 

 

 

 

 

 

(217

)

 

 

(662

)

NET LOSS AVAILABLE TO
   COMMON
   STOCKHOLDERS/MEMBERS

 

$

(70,033

)

 

$

(115,465

)

 

$

(4,342

)

 

 

$

(300,397

)

 

$

(298,189

)

NET LOSS PER SHARE, BASIC
   AND DILUTED

 

 

(0.22

)

 

 

(0.37

)

 

 

(0.01

)

 

 

 

 

 

 

 

Weighted-average shares used to
   compute basic and diluted net
   loss per share

 

 

313,536

 

 

 

309,559

 

 

 

297,237

 

 

 

 

 

 

 

 

* For the period from April 13, 2020 through May 14, 2020, the operations of LifeStance TopCo, L.P. (Successor) were limited to those incident to its formation and the TPG Acquisition, which were not significant. Earnings from April 13 to May 14 were reflected in the Predecessor 2020 Period.

 

 

 

 


 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

(In thousands)

 

 

Successor

 

 

 

Predecessor

 

 

 

Six months ended
June 30, 2021

 

 

April 13 to
June 30, 2020*

 

 

 

January 1 to
May 14, 2020

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(78,715

)

 

$

(4,342

)

 

 

$

(24,945

)

Adjustments to reconcile net loss to net cash (used in) provided by operating
   activities:

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

25,002

 

 

 

5,432

 

 

 

 

3,335

 

Stock and unit-based compensation

 

 

30,120

 

 

 

292

 

 

 

 

 

Deferred income taxes

 

 

 

 

 

2,866

 

 

 

 

(2,345

)

Loss on debt extinguishment

 

 

5,620

 

 

 

3,066

 

 

 

 

 

Amortization of debt issue costs

 

 

1,081

 

 

 

135

 

 

 

 

215

 

Loss (gain) on remeasurement of contingent consideration

 

 

557

 

 

 

51

 

 

 

 

(322

)

Endowment of shares to LifeStance Health Foundation

 

 

9,000

 

 

 

 

 

 

 

 

Change in operating assets and liabilities, net of businesses acquired:

 

 

 

 

 

 

 

 

 

 

Patient accounts receivable

 

 

(11,831

)

 

 

(2,463

)

 

 

 

(5,122

)

Prepaid expenses and other current assets

 

 

(14,964

)

 

 

(4,394

)

 

 

 

(4,526

)

Accounts payable

 

 

2,261

 

 

 

891

 

 

 

 

(1,638

)

Accrued payroll expenses

 

 

9,580

 

 

 

(3,844

)

 

 

 

8,753

 

Other accrued expenses

 

 

15,283

 

 

 

(35,007

)

 

 

 

40,031

 

Net cash (used in) provided by operating activities

 

 

(7,006

)

 

 

(37,317

)

 

 

 

13,436

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

 

(31,803

)

 

 

(5,120

)

 

 

 

(12,804

)

Acquisition of Predecessor, net of cash acquired

 

 

 

 

 

(643,717

)

 

 

 

 

Acquisitions of businesses, net of cash acquired

 

 

(39,126

)

 

 

(22,376

)

 

 

 

(12,274

)

Net cash used in investing activities

 

 

(70,929

)

 

 

(671,213

)

 

 

 

(25,078

)

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

Proceeds from initial public offering, net of underwriters discounts and
   commissions and deferred offering costs

 

 

554,169

 

 

 

 

 

 

 

 

Issuance of common units to new investors

 

 

1,000

 

 

 

 

 

 

 

 

Contributions from Members related to acquisition of Predecessor

 

 

 

 

 

633,585

 

 

 

 

 

Repurchase of Series A redeemable convertible preferred units

 

 

 

 

 

 

 

 

 

(1,000

)

Proceeds from long-term debt

 

 

98,800

 

 

 

235,900

 

 

 

 

74,350

 

Payments of debt issue costs

 

 

(2,360

)

 

 

(6,411

)

 

 

 

(650

)

Payments of long-term debt

 

 

(310,729

)

 

 

(138,540

)

 

 

 

(18,222

)

Payments of contingent consideration

 

 

(5,587

)

 

 

(2,200

)

 

 

 

(19,093

)

Net cash provided by financing activities

 

 

335,293

 

 

 

722,334

 

 

 

 

35,385

 

NET INCREASE IN CASH AND CASH EQUIVALENTS

 

 

257,358

 

 

 

13,804

 

 

 

 

23,743

 

Cash and Cash Equivalents - Beginning of period

 

 

18,829

 

 

 

 

 

 

 

3,481

 

CASH AND CASH EQUIVALENTS – END OF PERIOD

 

$

276,187

 

 

$

13,804

 

 

 

$

27,224

 

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

 

 

 

 

 

 

 

 

 

 

Cash paid for interest and prepayment premium

 

$

24,889

 

 

$

2,773

 

 

 

$

2,857

 

Cash paid for taxes

 

$

900

 

 

$

 

 

 

$

25

 

SUPPLEMENTAL DISCLOSURES OF NON CASH INVESTING AND
   FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

Unpaid deferred offering costs included in accounts payable and
   other accrued expenses

 

$

5,264

 

 

$

 

 

 

$

 

Equipment financed through capital leases

 

$

14

 

 

$

1

 

 

 

$

415

 

Contingent consideration incurred in acquisitions of businesses

 

$

2,739

 

 

$

3,191

 

 

 

$

3,788

 

Acquisition of property and equipment included in liabilities

 

$

10,233

 

 

$

2,694

 

 

 

$

2,718

 

Issuance of common units for convertible promissory note conversion

 

$

 

 

$

511

 

 

 

$

 

Issuance of common units for acquisitions of businesses

 

$

1,486

 

 

$

4,500

 

 

 

$

 

* For the period from April 13, 2020 through May 14, 2020, the operations of LifeStance TopCo, L.P. (Successor) were limited to those incident to its formation and the TPG Acquisition, which were not significant. Earnings from April 13 to May 14 were reflected in the Predecessor 2020 Period.

 

 

 

 

 

 


 

RECONCILATION OF (LOSS) INCOME FROM OPERATIONS TO CENTER MARGIN

 

 

 

Successor

 

 

 

Predecessor

 

 

 

Three months ended
June 30, 2021

 

 

Six months ended
June 30, 2021

 

 

April 13 to
June 30, 2020

 

 

 

April 1 to
May 14, 2020

 

 

January 1 to
May 14, 2020

 

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Loss) income from operations

 

$

(47,045

)

 

$

(47,926

)

 

$

104

 

 

 

$

3,060

 

 

$

8,695

 

Adjusted for:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

12,774

 

 

 

25,002

 

 

 

5,432

 

 

 

 

1,160

 

 

 

3,335

 

General and administrative
   expenses
(1)

 

 

85,479

 

 

 

118,130

 

 

 

8,642

 

 

 

 

7,192

 

 

 

20,854

 

Center Margin

 

$

51,208

 

 

$

95,206

 

 

$

14,178

 

 

 

$

11,412

 

 

$

32,884

 

(1)
Represents salaries, wages and employee benefits for our executive leadership, finance, human resources, marketing, billing and credentialing support and technology infrastructure.

 

RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA

 

 

Successor

 

 

 

Predecessor

 

 

 

Three months ended
June 30, 2021

 

 

Six months ended
June 30, 2021

 

 

April 13 to
June 30, 2020

 

 

 

April 1 to
May 14, 2020

 

 

January 1 to
May 14, 2020

 

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(70,033

)

 

$

(78,715

)

 

$

(4,342

)

 

 

$

(27,598

)

 

$

(24,945

)

Adjusted for:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

23,174

 

 

 

31,806

 

 

 

5,562

 

 

 

 

1,340

 

 

 

3,020

 

Depreciation and amortization

 

 

12,774

 

 

 

25,002

 

 

 

5,432

 

 

 

 

1,160

 

 

 

3,335

 

Income tax benefit

 

 

(3,788

)

 

 

(6,549

)

 

 

(1,370

)

 

 

 

(3,022

)

 

 

(2,319

)

Loss (gain) on remeasurement
   of contingent consideration

 

 

250

 

 

 

557

 

 

 

51

 

 

 

 

32

 

 

 

(322

)

Stock and unit-based
   compensation

 

 

29,515

 

 

 

30,120

 

 

 

292

 

 

 

 

 

 

 

 

Management fees (1)

 

 

1,356

 

 

 

1,445

 

 

 

16

 

 

 

 

14

 

 

 

14

 

Loss on disposal of assets

 

 

 

 

 

 

 

 

6

 

 

 

 

 

 

 

 

Transaction costs (2)

 

 

1,996

 

 

 

3,530

 

 

 

181

 

 

 

 

32,294

 

 

 

33,247

 

Offering related costs (3)

 

 

8,747

 

 

 

8,747

 

 

 

 

 

 

 

 

 

 

 

Endowment to the LifeStance
   Health Foundation

 

 

10,000

 

 

 

10,000

 

 

 

 

 

 

 

 

 

 

 

Other expenses (4)

 

 

544

 

 

 

1,176

 

 

 

182

 

 

 

 

228

 

 

 

635

 

Adjusted EBITDA

 

$

14,535

 

 

$

27,119

 

 

$

6,010

 

 

 

$

4,448

 

 

$

12,665

 

 

(1)
Represents management fees paid to certain of our executive officers and affiliates of our principal stockholders pursuant to the management services agreement entered into in connection with the TPG Acquisition. The management services agreement terminated in connection with the IPO and Company were required to pay a one-time fee of $1.2 million to such parties.
(2)
Primarily includes capital markets advisory, consulting, accounting and legal expenses related to our acquisitions and costs related to the TPG Acquisition. Of the transaction costs incurred in the period from January 1, 2020 to May 14, 2020 (Predecessor), $32.9 million relate to the TPG Acquisition.
(3)
Primarily includes non-recurring incremental professional services, such as accounting and legal, and directors' and officers' insurance incurred in connection with the IPO.
(4)
Primarily includes costs incurred to consummate or integrate acquired centers, certain of which are wholly-owned and certain of which are affiliated practices, in addition to the compensation paid to former owners of acquired centers and related expenses that are not reflective of the ongoing operating expenses of our centers. Acquired center integration, former owner fees, and other are components of general and administrative expenses included in our consolidated statement of income (loss). Impairment on loans is a component of center costs, excluding depreciation and amortization included in our consolidated statement of income (loss).