Form 8-K

8-K — BrightSpring Health Services, Inc.

Accession: 0001865782-26-000011

Filed: 2026-10-30

Period: 2026-10-30

CIK: 0001865782

SIC: 8082 (SERVICES-HOME HEALTH CARE SERVICES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — btsg-20261030.htm (Primary)

EX-99.1 (btsg-ex99_1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: btsg-20261030.htm · Sequence: 1

8-K

false00018657820001865782btsg:SixPointSevenFivePercentageTangibleEquityUnitsMember2026-10-302026-10-3000018657822026-10-302026-10-300001865782us-gaap:CommonStockMember2026-10-302026-10-30

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): October 30, 2026

BrightSpring Health Services, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-41938

82-2956404

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

805 N. Whittington Parkway

Louisville, Kentucky

40222

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: 502 394-2100

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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, par value $0.01 per share

BTSG

The Nasdaq Stock Market LLC

6.75% Tangible Equity Units

BTSGU

The Nasdaq Stock Market LLC

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 October 30, 2026, BrightSpring Health Services, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference in this Item 2.02.

The information furnished under this Item 2.02, including Exhibit 99.1, 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 under that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated by specific reference in any such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

99.1

Press Release of BrightSpring Health Services, Inc., dated October 30, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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.

BRIGHTSPRING HEALTH SERVICES, INC.

Date:

October 30, 2026

By:

/s/ Jennifer Phipps

Name:

Title:

Jennifer Phipps

Executive Vice President and Chief Financial Officer

EX-99.1

Filename: btsg-ex99_1.htm · Sequence: 2

EX-99.1

BrightSpring Health Services, Inc. Reports Third Quarter 2026 Financial Results and Increases Full Year 2026 Guidance

LOUISVILLE, Ky., October 30, 2026 — BrightSpring Health Services, Inc. (“BrightSpring” or the “Company”) (NASDAQ: BTSG), a leading provider of home- and community-based health services for complex populations, today announced financial results for the third quarter ended September 30, 2026, and increased full year 2026 Revenue and Adjusted EBITDA1 guidance.

Third Quarter 2026 Financial Highlights

(note: On March 30, 2026, BrightSpring completed the divestiture of the Community Living business and, as such, all financial results provided pertain to continuing operations)

•

Net revenue of $4,213 million, up 26.4% compared to $3,334 million in the third quarter of 2025

•

Gross profit of $519 million, up 32.3% compared to $392 million in the third quarter of 2025

•

Net income from continuing operations of $101 million compared to $38 million in the third quarter of 2025

•

Adjusted EBITDA1 of $228 million, up 42.0% compared to $160 million in the third quarter of 2025

•

Leverage of 1.79x as of September 30, 2026, compared to leverage of 2.15x on June 30, 2026

"Our third quarter results again reflect the commitment of our team to patient care and operational execution across our Pharmacy and Provider businesses," said Jon Rousseau, Chairman, President, and Chief Executive Officer of BrightSpring. "We have a differentiated company, our value proposition for healthcare stakeholders is clear, and our confidence in the future remains high, supported by a broad set of process and growth drivers across a uniquely scaled and high-quality platform. As we progress through 2026, we believe that BrightSpring is well -positioned to make a greater and greater impact and deliver durable growth in 2027 and beyond."

1Adjusted EBITDA is a non-GAAP financial measure. Please see “Non-GAAP Financial Information” at the end of this press release for a reconciliation of Adjusted EBITDA to net income from continuing operations, the most directly comparable financial measure prepared in accordance with GAAP.

Key Financials2

Three Months Ended

Nine Months Ended

September 30, (Unaudited)

2026

2025

2026

2025

($ in millions)

Pharmacy Solutions Revenue

$ 3,732

$ 2,967

26%

$ 10,311

$ 8,289

24%

Provider Services Revenue

481

367

31%

1,389

1,071

30%

Total Revenue

$ 4,213

$ 3,334

26%

$ 11,700

$ 9,360

25%

Three Months Ended

Nine Months Ended

September 30, (Unaudited)

2026

2025

2026

2025

($ in millions)

Pharmacy Solutions Segment EBITDA

$ 202

$ 141

43%

$ 551

$ 381

45%

Provider Services Segment EBITDA

30%

220

168

31%

Total Segment EBITDA(1)

$ 281

$ 202

39%

$ 771

$ 550

40%

Corporate Costs

(53)

(41)

n.m.

(148)

(116)

n.m.

Total Company Adjusted EBITDA(1)

$ 228

$ 160

42%

$ 623

$ 434

44%

*n.m.: not meaningful

Business Metrics

Three Months Ended

Nine Months Ended

September 30, (Unaudited)

2026

2025

2026

2025

Pharmacy Solutions

Prescriptions dispensed

10,949,875

10,793,219

32,523,789

32,522,286

Revenue per script ($)

340.86

274.89

24%

317.03

254.88

24%

Gross Profit per script ($)

28.86

22.76

27%

28.13

21.01

34%

Provider Services

Home Health Care average

daily census(3)

47,256

29,980

58%

46,898

30,212

55%

Rehab Care persons served(3)

7,574

6,932

7,345

6,806

Personal Care persons served

16,320

16,134

16,253

16,046

1Adjusted EBITDA and Segment EBITDA are non-GAAP financial measures. Please see “Non-GAAP Financial Information” and the end of this press release for a reconciliation of Adjusted EBITDA and Segment EBITDA to net income from continuing operations, the most directly comparable financial measure prepared in accordance with GAAP.

2Financial tables may not foot due to rounding.

3Effective July 1, 2026, the Company realigned its Rehab in Motion business from the Rehab Care sub-segment to the Home Health Care sub-segment to reflect how the business is managed. Prior period sub-segment information has been recast to conform to the current presentation. The change did not affect consolidated company or segment results. The impact on prior periods was not material.

Full Year 2026 Financial Guidance

For the full year 2026, BrightSpring is increasing Revenue and Adjusted EBITDA guidance, which excludes the Community Living business and the effects of any future closed acquisitions. All growth rates are shown as compared to the full year 2025 Revenue and Adjusted EBITDA results, excluding the Community Living business:

•

Revenues of $15,900 million to $16,125 million, or 23.2% to 24.9% growth

Pharmacy Segment Revenue of $14,000 million to $14,200 million, or 22.3% to 24.1% growth

Provider Segment Revenue of $1,900 million to $1,925 million, or 29.7% to 31.4% growth

•

Total Adjusted EBITDA3 of $850 million to $860 million, or 37.6% to 39.3% growth

•

The Amedisys and LHC branches acquisition is expected to contribute approximately $35 million in Adjusted EBITDA in 2026

3A reconciliation of the foregoing guidance for the non-GAAP metric of Adjusted EBITDA to GAAP net income from continuing operations cannot be provided without unreasonable effort because of the inherent difficulty of accurately forecasting the occurrence and financial impact of the various adjusting items necessary for such reconciliation that have not yet occurred, are out of our control, or cannot be reasonably predicted. For the same reasons, the Company is unable to assess the probable significance of the unavailable information, which could have a material impact on its future GAAP financial results.

Webcast and Conference Call Details

The Company will host a conference call today, October 30th at 8:30 a.m. Eastern Time. Investors interested in listening to the conference call are required to register online.

A live and archived webcast of the event will be available on the “Events & Presentations” section of the BrightSpring website at https://ir.brightspringhealth.com/. The Company has posted supplemental information on the third quarter 2026 results that it will reference during the conference call. The supplemental information can be found under the “Events & Presentations” on the Company’s investor relations page.

About BrightSpring Health Services

BrightSpring Health Services provides complementary home- and community-based health solutions for medically complex populations in need of specialized and/or chronic care. Through the Company’s service lines, including pharmacy, home health care, and rehabilitation, we provide comprehensive and more integrated care and clinical solutions in all 50 states to approximately 500,000 customers, clients and patients daily. BrightSpring has consistently demonstrated strong and industry-leading quality metrics across its services lines, while improving the health and quality of life for high-need individuals and reducing overall healthcare system costs.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect our current views with respect to, among other things, our operations and financial performance. Forward-looking statements include all statements that are not historical facts. These forward-looking statements may relate to matters which include, but are not limited to, industries, business strategy, goals and expectations concerning our market position, future operations, margins, profitability, capital expenditures, liquidity and capital resources and other financial and operating

information. In some cases, we have used words such as “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “will,” “seek,” “foreseeable,” “target,” “guidance,” the negative version of these words, or similar terms and phrases to identify these forward-looking statements.

The forward-looking statements are based on management’s current expectations and are not historical facts or guarantees of future performance. The forward-looking statements relate to the future and are therefore subject to various risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or quantify. Our expectations, beliefs, and projections are expressed in good faith and we believe there is a reasonable basis for them. However, there can be no assurance that management’s expectations, beliefs, and projections will result or be achieved. Actual results may differ materially from these expectations due to changes in global, regional, or local economic, business, competitive, market, regulatory, and other factors, many of which are beyond our control. We believe that these factors include but are not limited to the following:

•

our operation in a highly competitive industry;

•

our inability to maintain relationships with existing patient referral sources or establish new referral sources;

•

changes to Medicare and Medicaid rates or methods governing Medicare and Medicaid payments for our services;

•

cost containment initiatives of third-party payors, including post-payment audits;

•

the implementation of alternative payment models and the transition of Medicaid and Medicare beneficiaries to managed care organizations may limit our market share and could adversely affect our revenues;

•

changes in the case mix of patients, as well as payor mix and payment methodologies, and decisions and operations of third-party organizations;

•

our reliance on federal and state spending, budget decisions, and continuous governmental operations which may fluctuate under different political conditions;

•

changes in drug utilization and/or pricing, PBM contracts, and Medicare Part D/Medicaid reimbursement, which may negatively impact our profitability;

•

changes in our relationships with pharmaceutical suppliers, including changes in drug availability or pricing;

•

reliance on the continual recruitment and retention of nurses, pharmacists, therapists, caregivers, direct support professionals, and other qualified personnel, including senior management;

•

compliance with or changes to federal, state, and local laws and regulations that govern our employment practices, including minimum wage, living wage, and paid time-off requirements;

•

fluctuation of our results of operations on a quarterly basis;

•

harm caused by labor relation matters;

•

limitations in our ability to control reimbursement rates received for our services if we are unable to maintain or reduce our costs to provide such services;

•

delays in collection or non-collection of our accounts receivable, particularly during the business integration process;

•

failure to manage our growth effectively, which may inhibit our ability to execute our business plan, maintain high levels of service and satisfaction or adequately address competitive challenges;

•

our ability to identify, successfully complete and manage acquisitions, joint ventures, divestitures and other significant transactions and strategic initiatives;

•

our ability to continue to provide consistently high quality of care;

•

maintenance of our corporate reputation or the emergence of adverse publicity, including negative information on social media or changes in public perception of our services;

•

contract continuance, expansion and renewal with our existing customers, including renewals at lower fee levels, customers declining to purchase additional services from us, or reduction in the services received from us pursuant to those contracts;

•

effective investment in, implementation of improvements to and proper maintenance of the uninterrupted operation and data integrity of our information technology and other business systems;

•

security breaches, loss of data, and other disruptions, which could compromise sensitive business or patient information; cause a loss of confidential patient data, employee data or personal information; or prevent access to critical information and thereby expose us to liability, litigation, and federal and state governmental inquiries and damage our reputation and brand;

•

risks related to credit card payments and other payment methods;

•

potential substantial malpractice or other similar claims;

•

various risks related to governmental inquiries, regulatory actions, and whistleblower and other lawsuits, which may not be entirely covered by insurance;

•

our current insurance program, which may expose us to unexpected costs, particularly if we incur losses not covered by our insurance or if claims or losses differ from our estimates;

•

factors outside of our control, including those listed, which have required and could in the future require us to record an asset impairment of goodwill;

•

a pandemic, epidemic, or outbreak of an infectious disease;

•

inclement weather, natural disasters, acts of terrorism, riots, civil insurrection or social unrest, looting, protests, strikes, or street demonstrations;

•

our inability to adequately protect our intellectual property rights;

•

risks related to our compliance with our regulatory framework;

•

the significant interests of KKR Stockholder may conflict with our stockholders’ interests in the future;

•

our substantial indebtedness;

•

significant changes in tax or trade policies, tariffs, or trade relations between the United States and other countries, such as the imposition of unilateral tariffs on imported products, including impacts on imported drug products, which could result in supply chain disruptions and significant increases in costs; and

•

fluctuations in the amount and frequency of repurchases of our common stock.

The forward-looking statements included in this press release are made only as of the date of this press release, and we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as required by law. These factors should not be construed as exhaustive, and should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, our actual results may vary in material respects from those projected in these forward-looking statements. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, investments, or other strategic transactions we may make.

For additional information on these and other factors that could cause BrightSpring’s actual results to differ materially from expected results, please see our filings with the Securities and Exchange Commission (the “SEC”), which are accessible on the SEC’s website at www.sec.gov.

Non-GAAP Financial Measures

This press release contains “non-GAAP financial measures,” including “EBITDA,” “Segment EBITDA,” “Adjusted EBITDA,” and “Adjusted EPS,” which are financial measures that either exclude or include amounts that are not excluded or included in the most directly comparable measures calculated and presented in accordance with accounting principles generally accepted in the United States, or GAAP.

EBITDA, Segment EBITDA, Adjusted EBITDA, and Adjusted EPS have been presented in this release as supplemental measures of financial performance that are not required by, or presented in accordance with, GAAP, because we believe they assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Management also believes that these measures are useful to investors in highlighting trends in our operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments. Management uses EBITDA, Segment EBITDA, Adjusted EBITDA, and Adjusted EPS to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, to establish and award discretionary annual incentive compensation, and to compare our performance against that of other peer companies using similar measures.

Management supplements GAAP results with non-GAAP financial measures to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone. EBITDA, Segment EBITDA, Adjusted EBITDA, and Adjusted EPS are non-GAAP measures of our financial performance and should not be considered as an alternative to net income as a measure of financial performance or any other performance measures derived in accordance with GAAP. Additionally, these measures are not intended to be a measure of free cash flow available for management’s discretionary use as they do not consider certain cash requirements such as tax payments, debt service requirements, total capital expenditures, and certain other cash costs that may recur in the future.

Management defines EBITDA as net income from continuing operations before income tax expense, interest expense, net and depreciation and amortization. Management defines Segment EBITDA as segment operating income before income tax expense, interest expense, net and depreciation and amortization. Management also defines Adjusted EBITDA as EBITDA, further adjusted to exclude non-cash share-based compensation, acquisition, integration and transaction-related costs, and restructuring and divestiture-related and other costs. Management also defines Adjusted EPS as Diluted EPS, further adjusted to exclude non-cash share-based compensation, acquisition, integration and transaction-related costs, restructuring and divestiture-related and other costs, and the income tax impact of the aforementioned adjustments.

The presentations of these measures have limitations as analytical tools and should not be considered in isolation, or as a substitute for analysis of our results as reported under GAAP. Because not all companies use identical calculations, the presentations of these measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company. Please see the end of this press release for reconciliations of non-GAAP financial measures to the most directly comparable financial measure prepared in accordance with GAAP.

BrightSpring Contact:

Investor Relations:

David Deuchler, CFA

SVP, Strategic Finance & Investor Relations

Executive Director, BrightSpring Health Foundation

IR@brightspringhealth.com

917.209.5605

Media Contact:

Leigh White

Vice President, Communications & PR

leigh.white@brightspringhealth.com

502.630.7412

BrightSpring Health Services, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

September 30, 2026 and December 31, 2025

(In thousands, except share and per share data)

(Unaudited)

September 30, 2026

December 31, 2025

Assets

Current assets:

Cash and cash equivalents

717,840

88,370

Accounts receivable, net of allowance for credit losses

1,216,377

989,719

Inventories

671,590

815,180

Prepaid expenses and other current assets

159,950

118,592

Current assets held for sale

—

882,189

Total current assets

2,765,757

2,894,050

Property and equipment, net of accumulated depreciation of $419,016 and $404,878 at

September 30, 2026 and December 31, 2025, respectively

213,530

204,689

Goodwill

2,537,128

2,545,673

Intangible assets, net of accumulated amortization

491,661

557,555

Operating lease right-of-use assets, net

169,977

171,632

Other assets

88,568

39,712

Total assets

6,266,621

6,413,311

Liabilities, Redeemable Noncontrolling Interests, and Equity

Current liabilities:

Trade accounts payable

1,232,288

1,217,946

Accrued expenses

390,967

333,024

Current portion of obligations under operating leases

46,296

42,936

Current portion of obligations under financing leases

5,988

6,794

Current portion of long-term debt

35,277

52,340

Current liabilities held for sale

—

195,994

Total current liabilities

1,710,816

1,849,034

Obligations under operating leases, net of current portion

133,569

135,420

Obligations under financing leases, net of current portion

11,072

14,544

Long-term debt, net of current portion

2,146,779

2,455,204

Deferred income taxes, net

10,336

6,178

Long-term liabilities

68,234

66,565

Total liabilities

4,080,806

4,526,945

Redeemable noncontrolling interests

9,200

11,227

Shareholders’ equity:

Common stock, $0.01 par value, 1,500,000,000 shares authorized, 198,814,320 and

192,124,125 shares issued and outstanding at September 30, 2026 and December 31,

2025 respectively

1,988

1,921

Preferred stock, $0.01 par value, 250,000,000 authorized, no shares issued and

outstanding at September 30, 2026 and December 31, 2025

—

Additional paid-in capital

2,021,881

1,954,482

Retained earnings (accumulated deficit)

138,572

(74,647

)

Accumulated other comprehensive income (loss)

14,099

(6,691

)

Total shareholders’ equity

2,176,540

1,875,065

Noncontrolling interest

Total equity

2,176,615

1,875,139

Total liabilities, redeemable noncontrolling interests, and equity

6,266,621

6,413,311

BrightSpring Health Services, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

For the three and nine months ended September 30, 2026 and 2025

(In thousands, except per share amounts)

(Unaudited)

For the Three Months Ended

For the Nine Months Ended

September 30,

2026

2025

2026

2025

Revenues:

Products

3,732,428

2,966,966

10,310,950

8,289,238

Services

480,806

367,140

1,389,145

1,070,695

Total revenues

4,213,234

3,334,106

11,700,095

9,359,933

Cost of goods

3,416,415

2,721,314

9,395,982

7,605,931

Cost of services

278,270

220,784

810,596

648,773

Gross profit

518,549

392,008

1,493,517

1,105,229

Selling, general, and administrative expenses

358,069

304,165

1,081,197

918,090

Operating income

160,480

87,843

412,320

187,139

Interest expense, net

31,038

38,235

106,532

118,776

Income from continuing operations before income taxes

129,442

49,608

305,788

68,363

Income tax expense

28,640

12,120

44,099

13,118

Income from continuing operations, net of income taxes

100,802

37,488

261,689

55,245

(Loss) income from discontinued operations, net of income taxes

(503

)

17,753

71,429

56,548

Net income

100,299

55,241

333,118

111,793

Net income (loss) attributable to noncontrolling interests included in

continuing operations

161

(595

)

(77

)

(1,793

)

Net income attributable to BrightSpring Health Services, Inc. and

subsidiaries

100,138

55,836

333,195

113,586

Net income per common share:

Basic income (loss) per share attributable to common shareholders:

Continuing operations

0.49

0.19

1.27

0.28

Discontinued operations

(0.01

)

0.08

0.35

0.28

Net income per share

0.48

0.27

1.62

0.56

Diluted income (loss) per share attributable to common shareholders:

Continuing operations

0.46

0.17

1.18

0.26

Discontinued operations

(0.01

)

0.09

0.33

0.26

Net income per share

0.45

0.26

1.51

0.52

Weighted average shares outstanding:

Basic

207,022

203,487

205,934

202,067

Diluted

220,226

217,982

220,972

218,519

BrightSpring Health Services, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

For the three and nine months ended September 30, 2026 and 2025

(In thousands)

(Unaudited)

For the Three Months Ended

For the Nine Months Ended

September 30,

2026

2025

2026

2025

Operating activities:

Net income

100,299

55,241

333,118

111,793

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

38,372

40,753

118,889

124,753

Impairment of long-lived assets

5,195

2,507

8,240

6,526

Change in fair value of contingent consideration, net

—

(3,269

)

—

(1,266

)

Payment of contingent consideration in excess of acquisition date fair value

—

(4,670

)

—

(6,170

)

Provision for credit losses

5,829

8,065

28,694

48,723

Amortization of deferred debt issuance costs

2,553

2,841

8,317

8,384

Share-based compensation

17,871

17,250

41,040

55,733

Deferred income taxes, net

6,484

14,374

(3,045

)

18,266

Loss (gain) on sale of discontinued operations

—

(101,845

)

—

Other

(771

)

(74

)

243

(335

)

Change in operating assets and liabilities, net of acquisitions and dispositions:

Accounts receivable

(83,372

)

(49,933

)

(235,949

)

(162,689

)

Prepaid expenses and other current assets

45,075

446

(41,057

)

24,857

Inventories

(96,581

)

(13,752

)

143,408

(2,279

)

Trade accounts payable

142,423

(10,441

)

54,920

42,836

Accrued expenses

19,235

60,702

47,186

17,212

Other assets and liabilities

1,687

(12,104

)

(30,978

)

(27,734

)

Net cash provided by operating activities

204,322

107,936

371,181

258,610

Investing activities:

Purchases of property and equipment

(22,090

)

(15,762

)

(72,666

)

(57,819

)

Acquisitions of businesses

(1,929

)

(1,554

)

(44,132

)

(8,308

)

Proceeds from sale of discontinued operations

—

810,908

—

Other

827

(6,445

)

1,893

(5,068

)

Net cash (used in) provided by investing activities

(23,192

)

(23,761

)

696,003

(71,195

)

Financing activities:

Long-term debt repayments

(11,809

)

(14,213

)

(332,300

)

(37,933

)

Repayments of the Revolving Credit Facility, net

—

(63,300

)

Payments of debt issuance costs

—

(3,378

)

—

Repurchases of shares of common stock

—

(120,000

)

—

Proceeds from shares issued under share-based compensation plan

4,841

5,619

37,256

14,681

Taxes paid related to net share settlement of equity awards

(4,941

)

(1,071

)

(11,548

)

(5,583

)

Purchase of redeemable noncontrolling interest

—

(267

)

(5,100

)

Payments of financing lease obligations

(1,762

)

(3,442

)

(7,584

)

(10,133

)

Net cash used in financing activities

(13,671

)

(13,107

)

(437,821

)

(107,368

)

Net increase in cash and cash equivalents

167,459

71,068

629,363

80,047

Cash and cash equivalents at beginning of period

550,381

70,232

88,477

61,253

Cash and cash equivalents at end of period

717,840

141,300

717,840

141,300

Cash and cash equivalents included in assets held for sale at end of period

—

956

—

956

Cash and cash equivalents included in continuing operations at end of period

717,840

140,344

717,840

140,344

BrightSpring Health Services, Inc. and Subsidiaries

Reconciliation of Segment EBITDA

For the three and nine months ended September 30, 2026 and 2025

(Unaudited)

The following table reconciles net income from continuing operations to Segment EBITDA:

($ in thousands)

For the Three Months Ended

For the Nine Months Ended

September 30,

2026

2025

2026

2025

Net income from continuing operations

100,802

37,488

261,689

55,245

Segment depreciation and amortization

30,794

33,791

97,367

102,275

Expenses not allocation at segment level:

Selling, general, and administrative expenses

82,080

73,060

239,681

239,047

Depreciation and amortization

7,578

6,962

21,522

21,149

Interest expense, net

31,038

38,235

106,532

118,776

Income tax expense

28,640

12,120

44,099

13,118

Total Segment EBITDA

280,932

201,656

770,890

549,610

BrightSpring Health Services, Inc. and Subsidiaries

Reconciliation of EBITDA and Adjusted EBITDA

For the three and nine months ended September 30, 2026 and 2025

(Unaudited)

The following table reconciles net income from continuing operations to EBITDA and Adjusted EBITDA:

($ in thousands)

For the Three Months Ended

For the Nine Months Ended

September 30,

2026

2025

2026

2025

Net income from continuing operations

100,802

37,488

261,689

55,245

Income tax expense

28,640

12,120

44,099

13,118

Interest expense, net

31,038

38,235

106,532

118,776

Depreciation and amortization

38,372

40,753

118,889

123,424

EBITDA

198,852

128,596

531,209

310,563

Non-cash share-based compensation (1)

17,871

14,173

50,475

46,155

Acquisition, integration, and transaction-related costs (2)

2,855

5,462

15,585

34,811

Restructuring and divestiture-related and other costs (3)

8,181

12,212

25,756

42,493

Total adjustments

28,907

31,847

91,816

123,459

Adjusted EBITDA

227,759

160,443

623,025

434,022

(1)

Represents non-cash share-based compensation to certain members of our management and full-time employees.

(2)

Represents transaction costs incurred in connection with planned, completed, or terminated acquisitions, which include investment banking fees, legal diligence and related documentation costs, finance and accounting diligence and documentation; costs associated with the integration of acquisitions, including any facility consolidation, integration travel, or severance; and costs associated with other planned, completed, or terminated non-routine transactions.

(3)

Represents costs associated with restructuring-related activities, including closure, and related license impairment, and severance expenses associated with certain enterprise-wide or significant business line cost-savings measures.

BrightSpring Health Services, Inc. and Subsidiaries

Reconciliation of Adjusted EPS

For the three and nine months ended September 30, 2026 and 2025

(Unaudited)

The following table reconciles diluted EPS to Adjusted EPS:

(shares in thousands)

For the Three Months Ended

For the Nine Months Ended

September 30,

2026

2025

2026

2025

Diluted EPS

0.46

0.17

1.18

0.26

Non-cash share-based compensation (1)

0.08

0.07

0.23

0.21

Acquisition, integration, and transaction-related costs (1)

0.01

0.03

0.07

0.16

Restructuring and divestiture-related and other costs (1)

0.04

0.06

0.12

0.19

Income tax impact on adjustments (2)

(0.05

)

(0.03

)

(0.23

)

(0.13

)

Adjusted EPS

0.54

0.30

1.37

0.69

Weighted average common shares outstanding used in calculating

diluted U.S. GAAP net income per share

220,226

217,982

220,972

218,519

Weighted average common shares outstanding used in calculating

diluted Non-GAAP income per share

220,226

217,982

220,972

218,519

(1) This adjustment reflects the per share impact of the adjustment reflected within the definition of Adjusted EBITDA.

(2) The income tax impact of non-GAAP adjustments is calculated using the estimated tax rate for the respective non-GAAP adjustment. For all periods presented, the income tax impact on adjustments is inclusive of a discrete tax benefit related to share-based compensation.

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 5

v3.26.3

Document And Entity Information

Oct. 30, 2026

Document Information [Line Items]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Oct. 30, 2026

Entity Registrant Name

BrightSpring Health Services, Inc.

Entity Central Index Key

0001865782

Entity Emerging Growth Company

false

Entity File Number

001-41938

Entity Incorporation, State or Country Code

Entity Tax Identification Number

82-2956404

Entity Address, Address Line One

805 N. Whittington Parkway

Entity Address, City or Town

Louisville

Entity Address, State or Province

Entity Address, Postal Zip Code

40222

City Area Code

502

Local Phone Number

394-2100

Entity Information, Former Legal or Registered Name

Not Applicable

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Common Stock [Member]

Document Information [Line Items]

Title of 12(b) Security

Common Stock, par value $0.01 per share

Trading Symbol

BTSG

Security Exchange Name

NASDAQ

Six Point Seven Five Percentage Tangible Equity Units [Member]

Document Information [Line Items]

Title of 12(b) Security

6.75% Tangible Equity Units

Trading Symbol

BTSGU

Security Exchange Name

NASDAQ

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

No definition available.

+ Details

Name:

dei_DocumentInformationLineItems

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

Former Legal or Registered Name of an entity

+ References

No definition available.

+ Details

Name:

dei_EntityInformationFormerLegalOrRegisteredName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Details

Name:

us-gaap_StatementClassOfStockAxis=us-gaap_CommonStockMember

Namespace Prefix:

Data Type:

Balance Type:

Period Type:

- Details

Name:

us-gaap_StatementClassOfStockAxis=btsg_SixPointSevenFivePercentageTangibleEquityUnitsMember

Namespace Prefix:

Data Type:

Balance Type:

Period Type: