Form 8-K

8-K — ACCENDRA HEALTH INC/VA/

Accession: 0001104659-26-058226

Filed: 2026-05-11

Period: 2026-05-11

CIK: 0000075252

SIC: 5047 (WHOLESALE-MEDICAL, DENTAL & HOSPITAL EQUIPMENT & SUPPLIES)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ach-20260511x8k.htm (Primary)

EX-99.1 (ach-20260511xex99d1.htm)

EX-99.2 (ach-20260511xex99d2.htm)

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8-K

8-K (Primary)

Filename: ach-20260511x8k.htm · Sequence: 1

Accendra Health, Inc_May 11, 2026

0000075252false00000752522026-05-112026-05-11

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 11, 2026

Accendra Health, Inc.

(Exact name of registrant as specified in its charter)

Virginia

001-09810

54-1701843

(State or other jurisdiction of

(Commission

(I.R.S. Employer

incorporation or organization)

File Number)

Identification No.)

4435 Waterfront Drive, Suite 300

Glen Allen, Virginia

23060

(Address of principal executive

offices)

(Zip Code)

Post Office Box 27626,

Richmond, Virginia

23261-7626

(Mailing address of principal

executive offices)

(Zip Code)

Registrant’s telephone number, including area code (804) 277-4304

10900 Nuckols Road, Suite 400, Glen Allen, Virginia, 23060

(Former name, former address and former fiscal year, if changes since last report)

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, $2 par value per share

ACH

New York Stock Exchange

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 (see General Instruction A.2.below):

☐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))

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 2.02Results of Operations and Financial Condition.

On May 11, 2026, Accendra Health, Inc. (the “Company”) issued a press release regarding its financial results for the first quarter ended March 31, 2026. The Company is furnishing the press release attached hereto as Exhibit 99.1 pursuant to Item 2.02 of Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 7.01Regulation FD Disclosure.

On May 11, 2026, the Company posted an earnings presentation on the Investor Relations section of its website. The Company is furnishing the earnings presentation attached hereto as Exhibits 99.2 pursuant to Item 7.01 of Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01, including Exhibit 99.2, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits.

99.1

Press Release issued by the Company on May 11, 2026, announcing first quarter results (furnished pursuant to Item 2.02)

99.2

Earnings Presentation dated May 11, 2026 (furnished pursuant to Item 7.01)

104

Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document)

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 thereunto duly authorized.

OWENS & MINOR, INC.

Date: May 11, 2026

By:

/s/ Heath H. Galloway

Name:

Heath H. Galloway

Title:

Executive Vice President, General Counsel and Corporate Secretary

EX-99.1

Filename: ach-20260511xex99d1.htm · Sequence: 2

Exhibit 99.1

Accendra Health Reports First Quarter 2026 Financial Results and Announces Comprehensive Balance Sheet Optimization Transaction

Commitments in Place from Existing Creditors to Strengthen Balance Sheet, Extend Maturities, and Reduce Leverage

RICHMOND, VA – May 11, 2026 – Accendra Health, Inc. (NYSE: ACH) today reported financial results for the first quarter ended March 31, 2026, and announced a more than $1.5 billion comprehensive balance sheet optimization transaction with commitments from existing creditors that will strengthen the balance sheet, significantly extend maturities and reduce total leverage. Unless otherwise noted, the results herein reflect the Company’s continuing operations, which represent what was previously the Patient Direct segment and certain functional operations.

“Our first quarter results were aligned with our expectations as we continue our transformation into a pure play home based care company. We are also pleased to report that transition services and other separation activity related to our divestiture of Owens & Minor are on track and going according to schedule,” said Edward A. Pesicka, President & Chief Executive Officer, Accendra Health.

“Also, this morning we announced the receipt of commitments from existing creditors that will allow us to conduct a holistic reset of our capital structure and establish the long-term foundation for Accendra Health. Key benefits include paying off our 2027 maturities, a multi-year extension of our revolving credit facility, meaningful debt reduction, and other maturity extensions. This comprehensive solution should provide the business with the appropriate level of liquidity and allows for strategic and financial flexibility for our future,” Pesicka concluded.

The Company plans to effectuate the balance sheet optimization transaction in the near term. Further details on the transactions are available in supplemental slides included on Form 8-K filed with the Securities & Exchange Commission this morning.

Details on First Quarter 2026 Results

First Quarter Results(1)

($ in millions, except per share data)

1Q26

1Q25

Net Revenue

627.8

673.9

Loss from continuing operations, net of tax, GAAP

(6.5)

(3.8)

Adj. net (loss) income from continuing operations, Non-GAAP

(3.1)

23.2

Adj. EBITDA, Non-GAAP

58.4

96.0

Free cash flow, Non-GAAP

(2.0)

35.6

Loss from continuing operations, net of tax per common share, GAAP

(0.08)

(0.05)

Adj. net (loss) income from continuing operations per share, Non-GAAP

(0.04)

0.29

(1) Reconciliations of the differences between the non-GAAP financial measures presented in this release and their most directly comparable GAAP financial measures are included in the tables below.

2026 Continuing Operations Financial Outlook

The company is affirming its prior guidance for net revenue and adjusted EBITDA for the full year 2026.

Although the Company provides guidance for adjusted EBITDA (which is a non-GAAP financial measure), it is not able to forecast the most directly comparable measures calculated and presented in accordance with GAAP without unreasonable effort. Certain elements of the composition of the GAAP amounts are not predictable, making it impracticable for the Company to forecast. Such elements include, but are not limited to, restructuring and acquisition charges which could have a significant and unpredictable impact on our GAAP results. As a result, no GAAP guidance or reconciliation of the Company’s adjusted EBITDA guidance is provided. The outlook is based on certain assumptions, including, but not limited to, market conditions, consumer demand, supply chain stability, interest rates, and other factors that are subject to the risk factors discussed in the Company’s filings with the SEC.

Investor Conference Call for First Quarter 2026 Financial Results

Accendra Health will host a conference call for investors and analysts on Monday, May 11, 2026, at 8:30 a.m. E.T. Participants may access the call via the toll-free dial-in number at 1-888-300-2035, or the toll dial-in number at 1-646-517-7437. The conference ID access code is 1058917. All interested stakeholders are encouraged to access the simultaneous live webcast by visiting the Investor Relations page of the Accendra Health website available at investors.accendrahealth.com/events-and-presentations/. A replay of the webcast can be accessed following the presentation at the link provided above.

Safe Harbor

This release is intended to be disclosure through methods reasonably designed to provide broad, non-exclusionary distribution to the public in compliance with the SEC’s Fair Disclosure Regulation. This release contains certain “forward looking” statements made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, the statements in this release regarding our future prospects and performance, including our expectations with respect to our financial performance, our 2026 financial results, our expectations regarding the performance of our business following the completion of the sale of the Products & Healthcare Services business, the adverse impact of failing to consummate all or part of the balance sheet optimization transaction on the terms described herein or at all, our cost saving initiatives, future indebtedness and growth, industry trends, as well as statements related to our expectations regarding the performance of our business, including our ability to address macro and market conditions. Forward-looking statements involve known and unknown risks and uncertainties that may cause our actual results in future periods to differ materially from those projected or contemplated in the forward-looking statements. Investors should refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 20, 2026, including the section captioned “Item 1A. Risk Factors,” as applicable, and subsequent quarterly reports on Form 10-Q and current reports on Form 8-K filed with or furnished to the SEC, for a discussion of certain known risk factors that could cause the Company’s actual results to differ materially from its current estimates. These filings are available at www.accendrahealth.com. Given these risks and uncertainties, the Company can give no assurance that any forward-looking statements will, in fact, transpire and, therefore, cautions investors not to place undue reliance on them. The Company specifically disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.

About Accendra Health

Accendra Health, Inc. (NYSE: ACH) is a leading nationwide provider of products, technology and services that support health beyond the hospital for millions of people each year. We connect patients, providers, and insurers, delivering innovative solutions that help promote better health outcomes and improve quality of life for people living with chronic, complex health conditions. Backed by the industry-leading expertise of our Apria and Byram brands, Accendra Health is reimagining the future of home-based care. To learn more about our broad portfolio of essentials for diabetes, sleep health, wound care, respiratory care, urology and ostomy, visit www.accendrahealth.com.

Accendra Health, Inc.

Condensed Consolidated Statements of Operations (unaudited)

(dollars in thousands, except per share data)

Three Months Ended March 31,

2026

2025

Net revenue

627,780

673,884

Operating costs and expenses:

Cost of net revenue

349,752

354,642

Selling, general and administrative expenses

255,226

262,370

Acquisition-related charges and intangible amortization

29,229

23,456

Exit and realignment (income) charges, net

(23,552)

13,625

Total operating costs and expenses

610,655

654,093

Operating income

17,125

19,791

Interest expense, net

32,348

24,214

Other expense, net

1,023

975

Loss from continuing operations before income taxes

(16,246)

(5,398)

Income tax benefit

(9,778)

(1,588)

Loss from continuing operations, net of tax

(6,468)

(3,810)

Loss from discontinued operations, net of tax

—

(21,172)

Net loss

(6,468)

(24,982)

Basic loss per common share

Loss from continuing operations, net of tax

(0.08)

(0.05)

Loss from discontinued operations, net of tax

—

(0.27)

Net loss

(0.08)

(0.32)

Diluted loss per common share

Loss from continuing operations, net of tax

(0.08)

(0.05)

Loss from discontinued operations, net of tax

—

(0.27)

Net loss

(0.08)

(0.32)

Accendra Health, Inc.

Condensed Consolidated Balance Sheets (unaudited)

(dollars in thousands)

March 31, 2026

December 31, 2025

Assets

Current assets

Cash and cash equivalents

336,880

281,989

Accounts receivable, net

103,703

95,907

Inventories, net

65,285

74,435

Other current assets

82,632

95,540

Total current assets

588,500

547,871

Patient service equipment and other fixed assets, net of accumulated depreciation and amortization of $180,939 and $207,595

227,732

256,161

Operating lease assets

101,967

109,099

Goodwill

1,228,140

Intangible assets, net

107,236

136,465

Other assets, net

162,407

174,025

Total assets

2,415,982

2,451,761

Liabilities and deficit

Current liabilities

Accounts payable

374,824

363,565

Accrued payroll and related liabilities

33,403

69,426

Current portion of long-term debt

581,250

250,000

Other current liabilities

213,627

264,084

Total current liabilities

1,203,104

947,075

Long-term debt, excluding current portion

1,521,941

1,799,876

Operating lease liabilities, excluding current portion

67,466

70,317

Other liabilities

88,236

95,471

Total liabilities

2,880,747

2,912,739

Total deficit

(464,765)

(460,978)

Total liabilities and deficit

2,415,982

2,451,761

Accendra Health, Inc.

Condensed Consolidated Statements of Cash Flows (unaudited)

(dollars in thousands)

Three Months Ended March 31,

2026

2025

Operating activities:

Net loss

(6,468)

(24,982)

Loss from discontinued operations, net of tax

—

21,172

Adjustments to reconcile net loss to cash used for operating activities:

Depreciation and amortization

61,742

42,902

Share-based compensation expense

3,090

4,421

Deferred income tax expense (benefit)

2,571

(4,395)

Changes in operating lease right-of-use assets and lease liabilities

122

827

Gain from sale and dispositions of patient service equipment

(55,509)

(5,353)

Changes in operating assets and liabilities:

Accounts receivable, net

(7,796)

4,745

Inventories, net

9,150

(6,319)

Accounts payable

8,775

16,124

Net change in other assets and liabilities

(69,174)

(18,065)

Other, net

3,420

401

Cash used for operating activities from discontinued operations

—

(66,544)

Cash used for operating activities

(50,077)

(35,066)

Investing activities:

Additions to patient service equipment ($41,343 and $44,484) and other fixed assets

(41,646)

(45,793)

Proceeds from sale of patient service equipment

96,415

16,884

Additions to computer software

(844)

(2,329)

Other, net

—

(410)

Cash used for investing activities from discontinued operations

—

(16,552)

Cash provided by (used for) investing activities

53,925

(48,200)

Financing activities:

Borrowings under Revolving Credit Facility

269,100

776,984

Repayments under Revolving Credit Facility

(217,600)

(679,484)

Repurchase of common stock

—

(1,503)

Other, net

(416)

(146)

Cash used for financing activities from discontinued operations

—

(3,073)

Cash provided by financing activities

51,084

92,778

Effect of exchange rate changes on cash and cash equivalents

(41)

542

Net increase in cash and cash equivalents

54,891

10,054

Cash and cash equivalents at beginning of period

281,989

49,382

Cash and cash equivalents at end of period

336,880

59,436

Supplemental disclosure of cash flow information:

Income taxes paid, net

20,042

125

Interest paid

29,446

27,487

Noncash investing activity:

Unpaid purchases of patient service equipment and other fixed assets at end of period

71,997

81,085

Accendra Health, Inc.

Net Loss Per Common Share (unaudited)

(dollars in thousands, except per share data)

Three Months Ended March 31,

2026

2025

Loss from continuing operations, net of tax

(6,468)

(3,810)

Loss from discontinued operations, net of tax

—

(21,172)

Net loss

(6,468)

(24,982)

Weighted average shares outstanding - basic

76,432

77,272

Dilutive shares

—

Weighted average shares outstanding - diluted

76,432

77,272

Basic loss per common share

Loss from continuing operations, net of tax

(0.08)

(0.05)

Loss from discontinued operations, net of tax

—

(0.27)

Net loss

(0.08)

(0.32)

Diluted loss per common share:

Loss from continuing operations, net of tax

(0.08)

(0.05)

Loss from discontinued operations, net of tax

—

(0.27)

Net loss

(0.08)

(0.32)

Share-based awards for the three months ended March 31, 2026 and 2025 of approximately 1.3 million and 1.8 million shares were excluded from the calculation of net loss per diluted common share as the effect would be anti-dilutive.

Accendra Health, Inc.

GAAP/Non-GAAP Reconciliations (unaudited)

(dollars in thousands, except per share data)

The following table provides a reconciliation of reported loss from continuing operations, net of tax and loss from continuing operations per common share to non-GAAP measures used by management.

Three Months Ended March 31,

2026

2025

Loss from continuing operations, net of tax, as reported (GAAP)

(6,468)

(3,810)

Pre-tax adjustments:

Acquisition-related charges and intangible amortization (1)

29,229

23,456

Exit and realignment (income) charges, net (2)

(23,552)

13,625

Litigation and related charges (3)

270

Other (6)

409

424

Income tax benefit on pre-tax adjustments (8)

(2,828)

(10,732)

(Loss) income from continuing operations, net of tax, adjusted (non-GAAP) (Adjusted Net Income)

(3,146)

23,233

Loss from continuing operations, net of tax per common share, as reported (GAAP)

(0.08)

(0.05)

After-tax adjustments:

Acquisition-related charges and intangible amortization (1)

0.20

0.22

Exit and realignment (income) charges, net (2)

(0.16)

0.12

Litigation and related charges (3)

—

Other (6)

—

(Loss) income from continuing operations, net of tax, per common share, adjusted (non-GAAP) (Adjusted EPS)

(0.04)

0.29

Accendra Health, Inc.

GAAP/Non-GAAP Reconciliations (unaudited), continued

(dollars in thousands)

The following tables provide reconciliations of loss from continuing operations, net of tax and total debt to non-GAAP measures used by management.

Three Months Ended March 31,

2026

2025

Loss from continuing operations, net of tax, as reported (GAAP)

(6,468)

(3,810)

Income tax benefit

(9,778)

(1,588)

Interest expense, net

32,348

24,214

Acquisition-related charges and intangible amortization (1)

29,229

23,456

Exit and realignment (income) charges, net (2)

(23,552)

13,625

Litigation and related charges (3)

270

Other depreciation and amortization (4)

32,513

35,336

Stock compensation (5)

3,604

4,091

Other (6)

409

424

Adjusted EBITDA (non-GAAP)

58,369

96,018

Non-cash convert to sale write off expense (7)

10,416

11,531

Patient service equipment capital expenditures

(41,343)

(44,484)

Interest paid

(29,446)

(27,487)

Free cash flow (non-GAAP)

(2,004)

35,578

March 31,

December 31,

2026

2025

Total debt, as reported (GAAP)

2,103,191

2,049,876

Cash and cash equivalents

(336,880)

(281,989)

Net debt (non-GAAP)

1,766,311

1,767,887

The following items have been excluded in our non-GAAP financial measures:

(1) Acquisition-related charges and intangible amortization for the three months ended March 31, 2025 includes $16 million of acquisition-related costs related to the terminated acquisition of Rotech, which consisted primarily of legal and professional fees. Acquisition-related charges and intangible amortization also include amortization of intangible assets established during acquisition method of accounting for business combinations. Acquisition-related charges consist primarily of one-time costs related to acquisitions, including transaction costs necessary to consummate acquisitions, such as advisory fees and legal fees, director and officer tail insurance expense, as well as transition costs, such as severance and retention bonuses, information technology (IT) integration costs and professional fees. These amounts are highly dependent on the size and frequency of acquisitions and are being excluded to allow for a more consistent comparison with forecasted, current and historical results.

(2) During the three months ended March 31, 2026 exit and realignment (income) charges, net was $(24) million and primarily included a $(52) million gain on sales of patient service equipment in response to the contract termination with a commercial Payor, net separation costs incurred after the P&HS Sale of $26 million and charges related to IT and other strategic initiatives of $2.0 million. Exit and realignment charges, net were $14 million for the three months ended March 31, 2025 and primarily included professional fees associated with strategic initiatives of $6.2 million and wind-down costs of Fusion5 of $6.8 million. These costs are not normal recurring, cash operating expenses necessary for the Company to operate its business on an ongoing basis.

(3) Litigation and related charges includes settlement costs and related charges of legal matters. These costs do not occur in the ordinary course of our business, and are inherently unpredictable in timing and amount.

(4) Other depreciation and amortization relates to patient service equipment and other fixed assets, excluding such amounts captured within exit and realignment (income) charges, net or acquisition-related charges.

(5) Stock compensation includes share-based compensation expense related to our share-based compensation plans, excluding such amounts captured within exit and realignment (income) charges, net or acquisition-related charges and intangible amortization.

(6) For the three months ended March 31, 2026 and 2025, other includes interest costs and net actuarial losses related to our frozen noncontributory, unfunded retirement plan for certain retirees in the United States (U.S.).

(7) Non-cash convert to sale write off expense includes non-cash charges primarily for equipment converted from rental to sales, excluding such amounts captured within in exit & realignment (income) charges, net. This reflects the non-cash write-off of the remaining book value of patient service equipment at the time of sale. The purchase of patient service equipment is captured within capital expenditures and is subsequently charged to our statements of operations through normal depreciation and this non-cash convert to sale write off expense. This line item does not include non-cash write off expense associated with sales of patient service equipment in connection with the contract termination with a commercial Payor, as such amounts are captured within exit & realignment (income) charges, net.

(8) These charges and income have been tax effected by determining the income tax rate depending on the amount of charges incurred in different tax jurisdictions and the deductibility of those charges for income tax purposes.

Use of Non-GAAP Measures

This earnings release contains financial measures that are not calculated in accordance with U.S. generally accepted accounting principles (GAAP). In general, the measures exclude items and charges that (i) management does not believe reflect Accendra Health, Inc.’s (the Company) core business and relate more to strategic, multi-year corporate activities; or (ii) relate to activities or actions that may have occurred over multiple or in prior periods without predictable trends. Management uses these non-GAAP financial measures internally to evaluate the Company’s performance, evaluate the balance sheet, engage in financial and operational planning and determine incentive compensation.

Management provides these non-GAAP financial measures to investors as supplemental metrics to assist readers in assessing the effects of items and events on its financial and operating results and in comparing the Company’s performance to that of its competitors. However, the non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies.

The non-GAAP financial measures disclosed by the Company should not be considered substitutes for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements set forth above should be carefully evaluated.

CONTACT:

Investors

Will Parrish

Vice President, Strategy, Corporate Development, & Investor Relations

Investor.Relations@accendra.com

Media

Darla Turner

media@accendra.com

ACH-CORP

ACH-IR

SOURCE: Accendra Health, Inc.

EX-99.2

Filename: ach-20260511xex99d2.htm · Sequence: 3

Exhibit 99.2

First Quarter 2026 Continuing Operations

Supplemental Slides

May 11, 2026

p. 2

About Accendra Health

• Accendra Health, Inc. is a leading nationwide provider of products, technology, and

services that support health beyond the hospital for millions of people each year.

• We connect patients, providers, and insurers, delivering innovative solutions that

help promote better health outcomes and improve quality of life for people living

with chronic, complex, and acute health conditions.

• Backed by the industry-leading expertise of our Apria and Byram brands, Accendra

Health is reimagining the future of home-based care.

• To learn more about our broad portfolio of essentials for diabetes, sleep health,

wound care, respiratory care, urology, and ostomy, please visit AccendraHealth.com.

p. 3

This presentation is intended to be disclosure through methods reasonably designed to provide broad, non-exclusionary distribution to the public in

compliance with the SEC’s Fair Disclosure Regulation. This presentation contains certain “forward-looking” statements made pursuant to the Safe

Harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, the statements in this

presentation regarding our future prospects and performance, including our expectations with respect to our financial performance, our 2026 financial

results, our expectations regarding the performance of our business following the completion of the sale of the Products & Healthcare Services

business, the adverse impact of failing to consummate all or part of the balance sheet optimization transaction on the terms described herein or at all,

our cost saving initiatives, future indebtedness and growth, industry trends, as well as statements related to our expectations regarding the performance

of our business, including our ability to address macro and market conditions. Forward-looking statements involve known and unknown risks and

uncertainties that may cause our actual results in future periods to differ materially from those projected or contemplated in the forward-looking

statements. Investors should refer to the Accendra Health, Inc.’s (the Company)’s Annual Report on Form 10-K for the year ended December 31, 2025,

filed with the SEC on February 20, 2026, including the section captioned “Item 1A. Risk Factors,” as applicable, and subsequent quarterly reports on

Form 10-Q and current reports on Form 8-K filed with or furnished to the SEC, for a discussion of certain known risk factors that could cause the

Company’s actual results to differ materially from its current estimates. These filings are available at www.accendrahealth.com. Given these risks and

uncertainties, the Company can give no assurance that any forward-looking statements will, in fact, transpire and, therefore, cautions investors not to

place undue reliance on them. The Company specifically disclaims any obligation to update or revise any forward-looking statements, whether as a

result of new information, future developments or otherwise.

Safe Harbor

p. 4

Non-GAAP

This presentation contains financial measures that are not calculated in accordance with U.S. generally accepted accounting principles (GAAP). In

general, the measures exclude items and charges that (i) management does not believe reflect the Company’s core business and relate more to

strategic, multi-year corporate activities; or (ii) relate to activities or actions that may have occurred over multiple or in prior periods without predictable

trends. Management uses these non-GAAP financial measures internally to evaluate the Company’s performance, evaluate the balance sheet, engage in

financial and operational planning, and determine incentive compensation.

Management provides these non-GAAP financial measures to investors as supplemental metrics to assist readers in assessing the effects of items and

events on its financial and operating results and in comparing the Company’s performance to that of its competitors. However, the non-GAAP financial

measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other

companies.

The non-GAAP financial measures disclosed by the Company should not be considered substitutes for, or superior to, financial measures calculated in

accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements set forth above

should be carefully evaluated.

No Offer or Solicitation

This presentation is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to

purchase or subscribe for any securities or the solicitation of any vote, consent or approval in any jurisdiction in connection with the offers to exchange

the Company’s existing notes, or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of

applicable law. In particular, this presentation is not an offer of securities for sale into the United States. The new notes to be offered in the offers to

exchange have not been registered under the Securities Act or any state securities laws, and unless so registered, the new notes may not be offered or

sold in the United States or to any U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of

the Securities Act and applicable state securities laws.

p. 5

Accendra’s Broad Product Mix and Diversified Payor Portfolio Support a Resilient Earnings Profile

Diverse Earnings Profile

19.0%

17.0%

14.0%

8.0% 2.0%

40.0%

Diabetes Wound Care

Ostomy Urology

Incontinence Breast Pumps

Sleep

Equipment

Oxygen

Ventilators

HME & DME

NPWT

Diabetes

Diverse Mix Across Equipment Product Categories Diverse Commercial Payor Portfolio (1)

Soft Goods Durable Medical Equipment

Other Payors Payor #1

Payor #2

Payor #3 Payor #4

Payor #5

 Payor mix reflects national parent -level

aggregation, with underlying payor contracts

diversified across many multiple state level

entities within applicable payor organizations

CWO

Sleep

Supplies

(1) Based on 2025 data for commercial payors, excluding the previously disclosed terminated large commercial payor contract.

p. 6

Historical Total Company(1)

19%

47%

14%

10%

15%

20%

25%

30%

35%

40%

45%

50%

FY25A FY25A

Gross Profit Margin %

Adj. EBITDA Margin %

Gross Profit Margin %

Adj. EBITDA Margin %

Higher Margin Profile Post P&HS Divestiture

Continuing Operations(2)

(1) Reflects total Company results which is a non-GAAP financial measure and a reconciliation to the most comparable GAAP

equivalent financial measure is described on slides 16 and 17

(2) Reflects FY25A financial performance excluding the impact of discontinued operations related to the P&HS business.

(3) Adjusted EBITDA is a non-GAAP financial measure and a reconciliation to the most comparable GAAP equivalent financial

measure is described in the Company’s Current Report on Form 8-K filed with the SEC on February 19, 2026.

(3) (3)

p. 7

P&HS Net Operating and Investing Cash Flows(1)

P&HS Cash Flow Observations

 P&HS was a significant consumer of cash in

recent years, driven by:

 Declining P&HS revenue & profitability

 Very large and volatile working capital

swings

 Significant historical and needed

future investment in both opex and

capex

(1) Reflects FY24A and FY25A financial performance attributable to discontinued operations related to the P&HS business, the

sale of which was completed on December 31, 2025.

($18) ($55)

$18

($256)

~($1)

($311) ($350)

($300)

($250)

($200)

($150)

($100)

($50)

$50

FY24A FY25A

P&HS Net Investing Cash Flows P&HS Net Operating Cash Flows

Historical P&HS Cash Consumption

Divesting P&HS Has Removed a Major Source of Historical Cash Consumption and Cash Flow Volatility

Accendra Health post P&HS divestiture is

well positioned to deliver more stable and

higher quality free cash flow

$ millions

p. 8

Durable Post-Investment Earnings Support Accendra Health’s Long-Term Value Creation

Adjusted EBITDA (–) PSE Capex

Adjusted EBITDA (-) PSE

Capex Observations

Post-Investment Earnings Power

FY25A(1)

FY26E

(Outlook

Midpoint)(2)

Adjusted EBITDA (non-GAAP) $375 $345

(+) Non-Cash Convert to Sale

Write-Off Expense(3) 47 29

(-) PSE Capex (189) (155)

Adjusted EBITDA (–) PSE

Capex (non-GAAP) $233 $218

Adjusted EBITDA (–) PSE Capex Bridge

$233

$218

$50

$100

$150

$200

$250

$300

FY25A FY26E

8.4% 8.4%

 Adjusted EBITDA (-) PSE Capex reflects Accendra Health’s true earnings capacity available after investment in patient service

equipment (PSE) required to support patient volume growth and PSE maintenance needs. (4)

 Accendra Health’s projected Adjusted EBITDA (-) PSE Capex is anticipated to support operating stability and investment in growth

initiatives, underpinning long-term value creation

 Sustained underlying free cash flow profile supports liquidity and provides meaningful strategic flexibility

$ millions $ millions

(1) FY25A is presented on a continuing operations basis.

(2) Excludes one-time cash items, including those detailed on slide 12 as well as any future Purchaser Separation Costs

associated with the P&HS divestiture.

(3) Represents the non-cash write-off expense in cost of net revenue of the remaining book value of patient service equipment

upon conversion from a rental asset to a sale.

(4) Adjusted EBITDA is a non-GAAP financial measure and a reconciliation to the most comparable GAAP equivalent financial

measure is described in the Company’s Current Report on Form 8-K filed with the SEC on February 19, 2026.

Note: amounts may not sum due to rounding

p. 9

Q1 2026 Adjusted EBITDA and Free Cash Flow

Three Months Ended

March 31, 2026

Loss from continuing operations, net of tax, as reported (GAAP) $ (6)

Income tax benefit (10)

Interest expense, net 32

Acquisition-related charges and intangible amortization 29

Exit and realignment income, net (24)

Other depreciation and amortization 33

Stock compensation 4

Adjusted EBITDA (non-GAAP) 58

Non-cash convert to sale write off expense 10

Patient service equipment capital expenditures (41)

Interest paid (29)

Free cash flow (non-GAAP) $ (2)

$ millions

Adjusted EBITDA and free cash flow are non-GAAP financial measures and reconciliation to the most comparable GAAP equivalent

financial measure is described in the Company’s Current Report on Form 8-K filed with the SEC on May 11, 2026.

p. 10

$674

$628

Q1 2025 Actual

Large Commercial

Payor Volume Growth

Collection Rate

Q1 2026 Actual

Net Revenue Supplemental Information

$ millions

p. 11

$96

$58

Q1 2025 Actual Large Commercial Payor Net of Cost Reductions Volume / Mix Manufacturer Cost Increases & Inflation Collection Rate Q1 2026 Actual

Adjusted EBITDA Supplemental Information(1)

$ millions

(1) Adjusted EBITDA is a non-GAAP financial measure a reconciliation to the most comparable GAAP equivalent

financial measure is described in the Company’s Current Report on Form 8-K filed with the SEC on May 11, 2026

p. 12

The items above are notable one-time cash (outflows)/inflows which are included in our Statement of Cash Flows in our first quarter

2026 Form 10-Q but which are excluded from Free Cash Flow shown on slide 9 due to their one-time nature.

$ millions

Cash Flow Supplemental Information

Three Months Ended

March 31, 2026

Payments for settled portion of historical P&HS-driven IRS matter (19)

Payments for legal, advisory, and other fees and expenses related to the closing of the divestiture

of P&HS (22)

Cash proceeds from sale of patient service equipment and other assets stemming from the exit of

a large commercial payor 82

p. 13

Comprehensive Balance Sheet Optimization Summary

 Addresses near-term maturities and roughly doubles weighted average life to ~5.5 years

 Reduces funded debt through the exchange offers

 Enhances liquidity runway with a go-forward RCF sized to the business

 Supports free cash flow through maturity extension

 Locks in attractive pricing on new money and exchange debt

Key Transaction Benefits for Company

Transaction Summary

 Accendra Health announced a ~$1.5B comprehensive balance sheet optimization with the support from existing creditors

 The transaction includes:

o Amending / extending the 2027 Revolving Credit Facility into a right-sized facility of up to $300M due 2030, subject to a

springing maturity 91 days inside intervening maturities of certain indebtedness in excess of $25.0 million

o Refinancing the ~$326M 2027 Term Loan A with new money 1L secured notes

o Exchanging existing 2029 Senior Notes into new 1L / 2L secured notes and existing 2030 Senior Notes into new 2L secured

notes

o Discount capture reduces total debt by up to ~$115M (assuming full participation in the exchange offers)

o Attractive interest rates

o New 1L secured notes of up to $539M at 9.00% due 2032

o New 2L secured notes of up to $702M at 9.75% due 2033

p. 14

3/31/2026 Illustrative Pro Forma

$450M Revolving Credit Facility 255

Term Loan A 326

Term Loan B 511 511

Unsecured Notes Due 2029 479

Unsecured Notes Due 2030 552

New $300M Revolving Credit Facility -

New 1L Notes 539

New 2L Notes 702

Total Funded Debt $ 2,123 $ 1,752

Funded Debt Reduction

(1)

Balance Sheet Cash and up to ~$115M of Discount Capture Drive up to $370M+ Funded Debt Reduction

(1) Illustrative pro forma balances presented assume 100% participation in public notes exchanges and imply $326M from new money 1L Notes, $213M from exchanged 1L Notes, and $702M from exchanged 2L

Notes.

$ millions

p. 15

Enhanced Maturity Profile

$450

$326

$511

$479

$552

$250

$500

$750

$1,000

2026 2027 2028 2029 2030 2031 2032 2033

$450M Revolving Credit Facility Term Loan A Term Loan B Unsecured Notes Due 2029 Unsecured Notes Due 2030

$300

$511 $539 $702

$250

$500

$750

$1,000

2026 2027 2028 2029 2030 2031 2032 2033

New $300M Revolving Credit Facility Term Loan B New 1L Notes New 2L Notes (2)

Pre-Transaction Maturity Profile

Illustrative Pro-Forma Maturity Profile

$ millions

(2)

Weighted Average Life: ~2.7 years

Weighted Average Life: ~5.5 years

(1)

$511

$300

$539

$702

$990

$776

$552

(1) Illustrates total facility capacity.

(2) Pro forma balances presented assume 100% participation in public notes exchange.

p. 16

GAAP to Non-GAAP Reconciliations

$ millions

Net loss, as reported (GAAP) $ (1,101)

Loss from discontinued operations, net of tax 998

Income tax provision 1

Interest expense, net 107

Acquisition-related charges and intangible amortization (1) 96

Transaction breakage fee (2) 80

Exit and realignment charges, net (3) 18

Transaction financing fees, net (4) 18

Litigation and related charges (5) 2

Other depreciation and amortization (6) 141

Stock compensation (7) 12

Other (8) 2

Adjusted EBITDA from continuing operations (non-GAAP) 375

Adjusted EBITDA from discontinued operations (non-GAAP) 50

Total Adjusted EBITDA (non-GAAP) $ 424

$ millions

Net revenue, as reported (GAAP) $ 2,762

Net revenue from discontinued operations (9) 7,910

Total net revenue (Non-GAAP) $ 10,672

$ millions

Net revenue, as reported (GAAP) $ 2,762

Cost of net revenue, as reported (GAAP) 1,473

Gross profit from continuing operations (GAAP) 1,289

Gross profit from discontinued operations (10) 783

Total gross profit (Non-GAAP) $ 2,072

December 31, 2025

Year Ended

December 31, 2025

Year Ended

December 31, 2025

Year Ended

p. 17

GAAP to Non-GAAP Reconciliations, continued

The following items have been excluded in our non-GAAP financial measures:

(1) Acquisition-related charges and intangible amortization for the year ended December 31, 2025 includes $22 million of acquisition-related costs related

to the terminated acquisition of Rotech, which consisted primarily of legal and professional fees. Acquisition-related charges and intangible amortization

also includes amortization of intangible assets established during acquisition method of accounting for business combinations. Acquisition-related

charges consist primarily of one-time costs related to acquisitions, including transaction costs necessary to consummate acquisitions, which consist of

investment banking advisory fees and legal fees, director and officer tail insurance expense, as well as transition costs, such as severance and retention

bonuses, IT integration costs and professional fees. These amounts are highly dependent on the size and frequency of acquisitions and are being

excluded to allow for a more consistent comparison with forecasted, current and historical results.

(2) Transaction breakage fee includes a cash payment to Rotech of $80 million on June 5, 2025, for the termination of the Rotech Acquisition.

(3) Exit and realignment charges, net were $18 million and included professional fees associated with strategic initiatives of $8.4 million, severance

associated with strategic realignments of $5.4 million, a $4.8 million gain on sale of patient service equipment in response to the contract termination with

a commercial Payor and IT strategic initiatives and other of $1.5 million. These charges also included $6.8 million related to wind-down costs of Fusion5.

These costs are not normal recurring, cash operating expenses necessary for the Company to operate its business on an ongoing basis.

(4) Transaction financing fees, net includes $12 million in net interest paid and $6.7 million in recognition of previously deferred debt issuance costs, all in

connection with the previously expected Rotech acquisition.

(5) Litigation and related charges includes settlement costs and related charges of certain legal matters. These costs do not occur in the ordinary course

of our business, are inherently unpredictable in timing and amount.

(6) Other depreciation and amortization relates to patient service equipment and other fixed assets, excluding such amounts captured within exit and

realignment charges, net or acquisition-related charges and intangible amortization.

(7) Stock compensation includes share-based compensation expense related to our share-based compensation plans, excluding such amounts captured

within exit and realignment charges, net or acquisition-related charges and intangible amortization. Stock compensation includes a $4.0 million benefit

associated with updated expected achievement for our performance share awards.

(8) Other includes interest costs and net actuarial losses related to our frozen noncontributory, unfunded retirement plan for certain retirees in the United

States.

(9) Represents net revenue from discontinued operations as disclosed in Note 3 in the Notes to Consolidated Financial Statements in our Form 10-K for

the year ended December 31, 2025.

(10) Represents gross profit from discontinued operations as disclosed in Note 3 in the Notes to Consolidated Financial Statements in our Form 10-K for

the year ended December 31, 2025.

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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