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Concentra Group Holdings Parent, Inc. Announces Results For Its Third Quarter Ended September 30, 2025, Cash Dividend, and Raised FY 2025 Guidance

businesswire.com

ADDISON, Texas--( BUSINESS WIRE)--Concentra Group Holdings Parent, Inc. (“Concentra,” the “Company,” “we,” “us,” or “our”) (NYSE: CON), the nation’s largest provider of occupational health services, today announced results for its third quarter ended September 30, 2025, the declaration of a cash dividend, and raised guidance for full year 2025.

“2025 has continued to be an excellent year for Concentra,” said Keith Newton, Chief Executive Officer of Concentra. “Building on our business growth in the first half of the year, our strong third quarter results delivered year-over-year increases in revenue, net income, and Adjusted EBITDA driven by visit and rate growth, as well as executing on our inorganic strategy. Our stellar results are a direct reflection of the commitment and effort of our outstanding colleagues.”

Matt DiCanio, Concentra’s President and Chief Financial Officer, added, “We continue to execute on our key strategic initiatives, accelerating technology investments to modernize and enhance our systems and capabilities and making substantial progress towards our full separation from Select Medical Corporation. Through our continued focus on operational discipline and clinical excellence, as well as our core M&A and de novo strategy, we are well-positioned to deliver an exceptional experience and unmatched outcomes to our patients, customers, and partners.”

Third Quarter 2025 Highlights

Third Quarter 2025 Financial Overview

For the third quarter ended September 30, 2025, revenue increased 17.0% to $572.8 million, compared to $489.6 million for the same quarter, prior year. Income from operations increased 9.6% to $94.5 million for the third quarter ended September 30, 2025, compared to $86.2 million for the same quarter, prior year. Net income was $49.8 million, earnings per share was $0.38, and Adjusted Earnings per Share was $0.39 for the third quarter ended September 30, 2025, compared to net income of $45.8 million, earnings per share of $0.37 and Adjusted Earnings per Share of $0.37, for the same quarter, prior year. Adjusted EBITDA increased 17.1% to $118.9 million for the third quarter ended September 30, 2025, compared to $101.6 million for the same quarter, prior year. The definition of Adjusted EBITDA and a reconciliation of net income to Adjusted EBITDA are presented in table X of this release. The definition of Adjusted Earnings per Share and a reconciliation of net income attributable to the Company and earnings per share on a fully diluted basis to Adjusted Net Income Attributable to the Company and Adjusted Earnings per Share on a fully diluted basis are presented in table XI of this release.

Year to Date September 30, 2025 Financial Overview

For the nine months ended September 30, 2025, revenue increased 13.2% to $1,624.3 million, compared to $1,435.2 million for the same period, prior year. Income from operations increased 7.6% to $264.3 million for the nine months ended September 30, 2025, compared to $245.7 million for the same period, prior year. Net income was $136.7 million, earnings per share was $1.03 and Adjusted Earnings per Share was $1.09 for the nine months ended September 30, 2025, compared to net income of $149.1 million, earnings per share of $1.32, and Adjusted Earnings per Share of $1.33 for the same period, prior year. Net income decreased due to a higher interest expense from the IPO recapitalization. Adjusted EBITDA increased 12.5% to $336.6 million for the nine months ended September 30, 2025, compared to $299.3 million for the same period, prior year.

Balance Sheet

As of September 30, 2025, our balance sheet reflected cash of $49.9 million, total debt of $1,612.4 million and total assets of $2,843.9 million. Concentra’s net leverage ratio as of September 30, 2025 is 3.6x, which was in compliance with the financial covenant under our credit agreement. The Company is targeting a net leverage ratio of 3.5x or below by the end of 2025 and less than 3.0x by the end of 2026.

Cash Flow

Cash flows provided by operating activities in the third quarter ended September 30, 2025 totaled $60.6 million compared to $65.9 million for the same quarter, prior year. The decrease in year over year cash flow from operations is driven primarily by a $25.0 million increase in interest payments offset by an $11.7 million decrease in taxes paid. During the third quarter ended September 30, 2025, cash flow from investing activity resulted in cash used of $20.5 million, including capital expenditures of $21.2 million, with $3.3 million of one-time capital expenditures associated with our Nova integration and rebranding. Cash flow from operations less cash flow from investing activity resulted in cash provided of $40.2 million for the quarter. Cash flow from financing activity used $64.1 million for the quarter, driven by $54.4 million in debt repayments and $8.0 million in dividend payments, and resulted in a decrease in cash of $23.9 million.

Dividend

On November 5, 2025, the Board of Directors declared a cash dividend of $0.0625 per share. The dividend will be payable on or about December 9, 2025, to stockholders of record as of the close of business on December 2, 2025.

There is no assurance that future dividends will be declared. The declaration and payment of dividends in the future are at the discretion of the Board of Directors after taking into account various factors, including, but not limited to, the Company’s financial condition, operating results, available cash and current and anticipated cash needs, the terms of indebtedness, and other factors the Board of Directors may deem to be relevant.

Share Repurchase Program

On November 5, 2025, the Board of Directors authorized a share repurchase program to repurchase up to $100 million of the Company’s outstanding common stock. The share repurchase authorization will expire on December 31, 2027, unless extended or terminated by the Board of Directors. Stock repurchases under this program may be made in the open market or through privately negotiated transactions, and at times and in such amounts as the Board of Directors deems appropriate. Concentra will fund this program with cash on hand. Concentra currently does not expect the use of this share repurchase program to impact our net leverage targets for 2025 and 2026.

2025 Business Outlook

Concentra raised its financial guidance for 2025. We now expect to deliver the following results:

A reconciliation of full year 2025 Adjusted EBITDA expectations to net income is presented in table XII of this release.

Company Overview

Concentra is the largest provider of occupational health services in the United States by number of locations, with the mission of improving the health of America’s workforce, one patient at a time. Our approximately 13,000 colleagues and affiliated physicians and clinicians support the delivery of an extensive suite of services, including occupational and consumer health services and other direct-to-employer care. We support the care of over 50,000 patients each day on average across 47 states and the District of Columbia at our 628 occupational health centers, 413 onsite health clinics at employer worksites, and Concentra Telemed as of September 30, 2025.

Conference Call

Concentra will host a conference call regarding its third quarter financial results and business outlook on Friday November 7, 2025, at 9 a.m. Eastern Time. The conference call will be a live webcast and can be accessed via this Earnings Call Webcast Link or via Concentra’s website at https://ir.concentra.com. A replay of the webcast will be available shortly after the call at the same locations.

Participants may join the audio-only version of the webcast or participate in the question-and-answer session by calling:

Toll Free: 888-506-0062

International: 973-528-0011

Participant Access: All dial-in participants should ask to join the Concentra call.

Certain statements contained herein that are not descriptions of historical facts are “forward-looking” statements (as such term is defined in the Private Securities Litigation Reform Act of 1995), including statements related to Concentra’s 2025 and long-term business outlook. Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements due to factors including the following:

Except as required by applicable law, including the securities laws of the United States and the rules and regulations of the SEC, we are under no obligation to publicly update or revise any forward-looking statements, whether as a result of any new information, future events, or otherwise. You should not place undue reliance on our forward-looking statements. Although we believe that the expectations reflected in forward-looking statements are reasonable, we cannot guarantee future results or performance.

I. Condensed Consolidated Statements of Operations

For the Third Quarter Ended September 30, 2025 and 2024

(In thousands, except per share amounts, unaudited)

Three Months Ended September 30,

2025

2024

% Change

Revenue

$

572,800

$

489,638

17.0

%

Costs and expenses:

Cost of services, exclusive of depreciation and amortization

405,535

351,103

15.5

General and administrative, exclusive of depreciation and amortization (1)

52,884

37,088

42.6

Depreciation and amortization

19,909

15,213

30.9

Total costs and expenses

478,328

403,404

18.6

Income from operations

94,472

86,234

9.6

Other income and expense:

Interest expense

(28,683

)

(21,369

)

34.2

Interest expense on related party debt

(2,691

)

N/M

Income before income taxes

65,789

62,174

5.8

Income tax expense

15,967

16,415

(2.7

)

Net income

49,822

45,759

8.9

Less: net income attributable to non-controlling interests

1,563

1,421

10.0

Net income attributable to the Company

$

48,259

$

44,338

8.8

%

Basic and diluted earnings per common share: (2)

$

0.38

$

0.37

________________________________________

(1)

Includes transition services agreement fees of $2.7 million for the three months ended September 30, 2025, and shared service fees from Select Medical Corporation (“Select”) and transition services agreement fees of $3.8 million for the three months ended September 30, 2024.

(2)

Refer to table III for calculation of earnings per common share.

N/M

Not meaningful

II. Condensed Consolidated Statements of Operations

For the Nine Months Ended September 30, 2025 and 2024

(In thousands, except per share amounts, unaudited)

Nine Months Ended September 30,

2025

2024

% Change

Revenue

$

1,624,337

$

1,435,151

13.2

%

Costs and expenses:

Cost of services, exclusive of depreciation and amortization

1,151,970

1,027,366

12.1

General and administrative, exclusive of depreciation and amortization (1)

152,528

110,825

37.6

Depreciation and amortization

55,526

51,568

7.7

Total costs and expenses

1,360,024

1,189,759

14.3

Other operating income

20

284

(93.0

)

Income from operations

264,333

245,676

7.6

Other income and expense:

Loss on early retirement of debt

(875

)

N/M

Equity in losses of unconsolidated subsidiaries

(3,676

)

N/M

Interest expense

(82,424

)

(21,275

)

287.4

Interest expense on related party debt

(21,980

)

N/M

Income before income taxes

181,034

198,745

(8.9

)

Income tax expense

44,376

49,648

(10.6

)

Net income

136,658

149,097

(8.3

)

Less: net income attributable to non-controlling interests

4,928

4,066

21.2

Net income attributable to the Company

$

131,730

$

145,031

(9.2

)%

Basic and diluted earnings per common share (2)

$

1.03

$

1.32

________________________________________

(1)

Includes transition services agreement fees of $9.9 million for the nine months ended September 30, 2025, and shared service fees from Select and transition services agreement fees of $11.5 million for the nine months ended September 30, 2024

(2)

Refer to table III for calculation of earnings per common share.

N/M

Not meaningful

III. Earnings per Share

For the Three and Nine Months Ended September 30, 2025 and 2024

(In thousands, except per share amounts, unaudited)

As of September 30, 2025, the Company’s capital structure consists of common stock and unvested restricted stock. To calculate earnings per share (“EPS”) for the three and nine months ended September 30, 2025, the Company applied the two-class method because its unvested restricted shares were participating securities.

As of September 30, 2024, the Company’s capital structure consists of common stock. There were no participating shares or securities outstanding during the three and nine months ended September 30, 2024.

The following table sets forth the net income attributable to the Company, its shares, and its participating shares:

Three Months Ended September 30,

Nine Months Ended September 30,

2025

2024

2025

2024

Net income

$

49,822

$

45,759

$

136,658

$

149,097

Less: net income attributable to non-controlling interests

1,563

1,421

4,928

4,066

Net income attributable to the Company

48,259

44,338

131,730

145,031

Less: distributed and undistributed net income attributable to participating securities

573

1,558

Distributed and undistributed net income attributable to common shares

$

47,686

$

44,338

$

130,172

$

145,031

The following table sets forth the computation of EPS. The Company applied the two-class method for the three and nine months ended September 30, 2025.

Three Months Ended

September 30, 2025

Three Months Ended

September 30, 2024

Net Income

Attributable to

the Company

Shares (1)

Basic and

Diluted

EPS

Net Income

Attributable to

the Company

Shares (1)

Basic and

Diluted

EPS

Common shares

$

47,686

126,647

$

0.38

$

44,338

120,765

$

0.37

Participating securities

573

1,523

$

0.38

$

Total Company

$

48,259

128,170

$

0.38

$

44,338

120,765

$

0.37

Nine Months Ended

September 30, 2025

Nine Months Ended

September 30, 2024

Net Income

Attributable to

the Company

Shares (1)

Basic and

Diluted

EPS

Net Income

Attributable to

the Company

Shares (1)

Basic and

Diluted

EPS

Common shares

$

130,172

126,647

$

1.03

$

145,031

109,691

$

1.32

Participating securities

1,558

1,516

$

1.03

$

Total Company

$

131,730

128,163

$

1.03

$

145,031

109,691

$

1.32

(1)

Represents the weighted average shares outstanding during the period.

IV. Condensed Consolidated Balance Sheets

(In thousands, unaudited)

September 30, 2025

December 31, 2024

ASSETS

Current assets:

Cash

$

49,941

$

183,255

Accounts receivable

278,973

217,719

Prepaid income taxes

4,325

1,544

Other current assets

42,200

34,689

Total current assets

375,439

437,207

Operating lease right-of-use assets

484,109

435,595

Property and equipment, net

227,339

197,930

Goodwill

1,482,885

1,234,707

Other Identifiable intangible assets, net

250,061

204,725

Other assets

24,097

11,000

Total assets

$

2,843,930

$

2,521,164

LIABILITIES AND EQUITY

Current liabilities:

Current operating lease liabilities

$

83,826

$

75,442

Current portion of long-term debt and notes payable

11,917

10,093

Accounts payable

32,790

19,752

Accrued and other liabilities

184,117

201,899

Total current liabilities

312,650

307,186

Non-current operating lease liabilities

441,867

396,914

Long-term debt, net of current portion

1,600,468

1,468,917

Non-current deferred tax liability

36,998

25,380

Other non-current liabilities

41,814

24,043

Total liabilities

2,433,797

2,222,440

Redeemable non-controlling interests

19,471

18,013

Stockholders’ equity:

Common stock, $0.01 par value, 700,000,000 shares authorized, 128,170,202 and 128,125,952 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively

1,282

1,281

Capital in excess of par

267,720

260,837

Retained earnings

120,075

13,553

Accumulated other comprehensive loss

(3,589

)

Total stockholders’ equity

385,488

275,671

Non-controlling interests

5,174

5,040

Total equity

390,662

280,711

Total liabilities and equity

$

2,843,930

$

2,521,164

V. Condensed Consolidated Statements of Cash Flows

For the Three Months Ended September 30, 2025 and 2024

(In thousands, unaudited)

Three Months Ended September 30,

2025

2024

Operating activities

Net income

$

49,822

$

45,759

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

Depreciation and amortization

19,909

15,213

Gain on sale of assets

(742

)

(1

)

Stock compensation expense

2,330

168

Amortization of debt discount and issuance costs

994

750

Deferred income taxes

11,370

459

Other

35

11

Changes in operating assets and liabilities, net of effects of business combinations:

Accounts receivable

(7,597

)

(3,250

)

Other current assets

2,076

11,276

Other assets

2,217

7,366

Accounts payable and accrued liabilities

(19,787

)

(11,843

)

Net cash provided by operating activities

60,627

65,908

Investing activities

Business combinations, net of cash acquired

(1,821

)

Purchases of property and equipment

(21,209

)

(15,145

)

Proceeds from sale of assets

741

2

Net cash used in investing activities

(20,468

)

(16,964

)

Financing activities

Payments on revolving facilities

(50,000

)

Payments on related party revolving promissory note

(420,000

)

Proceeds from term loans, net of issuance costs

836,697

Payments on term loans

(2,375

)

Proceeds from 6.875% senior notes, net of issuance costs

637,337

Borrowings of other debt

1,604

Principal payments on other debt

(2,042

)

(3,510

)

Dividends paid to common stockholders

(8,011

)

Distributions to non-controlling interests

(1,662

)

(1,583

)

Proceeds from Initial Public Offering

511,198

Dividend to Select

(1,535,683

)

Contributions from Select

11,149

Net cash (used in) provided by financing activities

(64,090

)

37,209

Net (decrease) increase in cash

(23,931

)

86,153

Cash at beginning of period

73,872

50,669

Cash at end of period

$

49,941

$

136,822

Supplemental information

Cash paid for interest

$

39,703

$

14,709

Cash paid for taxes

$

3,624

$

15,328

VI. Condensed Consolidated Statements of Cash Flows

For the Nine Months Ended September 30, 2025 and 2024

(In thousands, unaudited)

Nine Months Ended September 30,

2025

2024

Operating activities

Net income

$

136,658

$

149,097

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

Depreciation and amortization

55,526

51,568

Equity in losses of unconsolidated subsidiaries

3,676

Loss on extinguishment of debt

51

(Gain) loss on sale of assets

(742

)

41

Stock compensation expense

6,884

500

Amortization of debt discount and issuance costs

2,965

750

Deferred income taxes

9,165

(1,159

)

Other

1,142

70

Changes in operating assets and liabilities, net of effects of business combinations:

Accounts receivable

(33,848

)

(16,079

)

Other current assets

(5,705

)

12,500

Other assets

4,520

3,149

Accounts payable and accrued liabilities

(15,911

)

(23,150

)

Net cash provided by operating activities

160,705

180,963

Investing activities

Business combinations, net of cash acquired

(333,300

)

(6,965

)

Purchases of property and equipment

(62,167

)

(47,639

)

Proceeds from sale of assets

742

25

Net cash used in investing activities

(394,725

)

(54,579

)

Financing activities

Borrowings on revolving facilities

85,000

Payments on revolving facilities

(50,000

)

Borrowings from related party revolving promissory note

10,000

Payments on related party revolving promissory note

(480,000

)

Proceeds from term loans, net of issuance costs

948,848

836,697

Payments on term loans

(852,625

)

Proceeds from 6.875% senior notes, net of issuance costs

637,337

Borrowings of other debt

6,575

8,222

Principal payments on other debt

(8,547

)

(7,888

)

Dividends paid to common stockholders

(24,032

)

Distributions to non-controlling interests

(4,513

)

(4,226

)

Proceeds from Initial Public Offering

511,198

Dividend to Select

(1,535,683

)

Contributions from Select

3,407

Net cash provided by (used in) financing activities

100,706

(20,936

)

Net (decrease) increase in cash

(133,314

)

105,448

Cash at beginning of period

183,255

31,374

Cash at end of period

$

49,941

$

136,822

Supplemental information

Cash paid for interest

$

94,135

$

34,221

Cash paid for taxes

$

39,192

$

49,337

VII. Disaggregated Revenue

For the Three and Nine Months Ended September 30, 2025 and 2024

(In thousands, unaudited)

The following table disaggregates the Company’s revenue for the three and nine months ended September 30, 2025 and 2024:

Three Months Ended September 30,

Nine Months Ended September 30,

2025

2024

2025

2024

Occupational health centers:

Workers' compensation

$

343,454

$

298,681

$

977,752

$

866,952

Employer services

173,230

154,809

507,688

458,849

Consumer health

7,395

7,332

23,183

23,327

Other occupational health center revenue

1,953

2,239

6,469

6,245

Total occupational health center revenue

526,032

463,061

1,515,092

1,355,373

Onsite health clinics

34,897

15,593

74,016

46,989

Other

11,871

10,984

35,229

32,789

Total revenue

$

572,800

$

489,638

$

1,624,337

$

1,435,151

VIII. Key Statistics

For the Third Quarter Ended September 30, 2025 and 2024

(unaudited)

Three Months Ended September 30,

2025

2024

Facility Count

Number of occupational health centers—start of period

628

547

Number of occupational health centers acquired

1

Number of occupational health centers de novos

1

1

Number of occupational health centers closed/sold

(1

)

Number of occupational health centers—end of period

628

549

Number of onsite health clinics operated—end of period

413

156

The following table sets forth operating statistics for our occupational health centers operating segment for the periods presented:

Three Months Ended September 30,

Number of patient visits

2025

2024

% Change

Workers’ compensation

1,621,435

1,476,486

9.8

%

Employer services

1,882,820

1,728,720

8.9

%

Consumer health

53,442

53,399

0.1

%

Total

3,557,697

3,258,605

9.2

%

Visits per day volume

Workers’ compensation

25,335

23,070

9.8

%

Employer services

29,419

27,011

8.9

%

Consumer health

835

834

0.1

%

Total

55,589

50,916

(3

)

9.2

%

Revenue per visit (1)

Workers’ compensation

$

211.82

$

202.29

4.7

%

Employer services

92.01

89.55

2.7

%

Consumer health

138.38

137.30

0.8

%

Total

$

147.31

$

141.42

4.2

%

Business Days (2)

64

64

________________________________________

(1)

Represents the average amount of revenue recognized for each patient visit. Revenue per visit is calculated as total patient revenue divided by total patient visits. Revenue per visit as reported includes only the revenue and patient visits in our occupational health centers segment and does not include our onsite health clinics or other businesses segments.

(2)

Represents the number of days in which normal business operations were conducted during the periods presented.

(3)

Does not total due to rounding

IX. Key Statistics

For the Nine Months Ended September 30, 2025 and 2024

(unaudited)

Nine Months Ended September 30,

2025

2024

Facility Count

Number of occupational health centers—start of period

552

544

Number of occupational health centers acquired

72

3

Number of occupational health centers de novos

5

3

Number of occupational health centers closed/sold

(1

)

(1

)

Number of occupational health centers—end of period

628

549

Number of onsite health clinics operated—end of period

413

156

The following table sets forth operating statistics for our occupational health centers operating segment for the periods presented:

Nine Months Ended September 30,

2025

2024

% Change

Number of patient visits

Workers’ compensation

4,656,296

4,364,824

6.7

%

Employer services

5,456,615

5,090,410

7.2

%

Consumer health

169,474

173,281

(2.2

)%

Total

10,282,385

9,628,515

6.8

%

Visits per day volume

Workers’ compensation

24,379

22,733

7.2

%

Employer services

28,569

26,513

7.8

%

Consumer health

887

903

(1.8

)%

Total

53,834

(3

)

50,149

7.3

%

Revenue per visit (1)

Workers’ compensation

$

209.98

$

198.62

5.7

%

Employer services

93.04

90.14

3.2

%

Consumer health

136.80

134.62

1.6

%

Total

$

146.72

$

140.12

4.7

%

Business days (2)

191

192

________________________________________

(1)

Represents the average amount of revenue recognized for each patient visit. Revenue per visit is calculated as total patient revenue divided by total patient visits. Revenue per visit as reported includes only the revenue and patient visits in our occupational health centers segment and does not include our onsite health clinics or other businesses segments.

(2)

Represents the number of days in which normal business operations were conducted during the periods presented.

(3)

Does not total due to rounding

X. Net Income to Adjusted EBITDA Reconciliation

For the Three and Nine Months Ended September 30, 2025 and 2024

(In thousands, unaudited)

Adjusted EBITDA and Adjusted EBITDA Margin are non-GAAP measures that we believe provide useful insight into the underlying performance of our business by excluding items that may obscure trends in our core operating results. These metrics are not intended to be substitutes for U.S. GAAP measures such as net income and may differ from similarly titled metrics supported by other companies. We use these non-GAAP measures internally for budgeting, forecasting, and evaluating performance. Investors should consider these measures in addition to, and not as a replacement for, U.S. GAAP results reported in our financial statements.

Adjusted EBITDA is a supplemental measure that we believe offers a clearer view of business performance by excluding items that do not reflect the core operations of the Company. We define adjusted EBITDA as net income before interest, income taxes, depreciation and amortization, stock-based compensation expense, acquisition related costs, gains or losses on early retirement of debt, separation transaction costs, gains or losses on the sale of businesses, and equity in earnings or losses from unconsolidated subsidiaries. Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA by total revenue. This margin helps assess the efficiency of our operations on a normalized basis.

The following table reconciles net income to Adjusted EBITDA and net income margin to Adjusted EBITDA margin and should be referenced when we discuss Adjusted EBITDA and Adjusted EBITDA margin.

Three Months Ended September 30,

Nine Months Ended September 30,

2025

2024

2025

2024

Amount

% of

Revenue

Amount

% of

Revenue

Amount

% of

Revenue

Amount

% of

Revenue

Reconciliation of Adjusted EBITDA:

Net income

$

49,822

8.7

%

$

45,759

9.3

%

$

136,658

8.4

%

$

149,097

10.4

%

Add (Subtract):

Income tax expense

15,967

2.8

16,415

3.4

44,376

2.7

49,648

3.5

Interest expense

28,683

5.0

21,369

4.4

82,424

5.1

21,275

1.5

Interest expense on related party debt

2,691

0.5

21,980

1.5

Equity in losses of unconsolidated subsidiaries

3,676

0.3

Loss on early retirement of debt

875

0.1

Stock compensation expense

2,330

0.4

168

0.0

6,884

0.4

500

0.0

Depreciation and amortization

19,909

3.5

15,213

3.1

55,526

3.4

51,568

3.6

Separation transaction costs (1)

1,025

0.2

(44

)

0.0

2,700

0.2

1,569

0.1

Nova and Pivot Onsite Innovations acquisition costs

1,181

0.2

7,151

0.4

Adjusted EBITDA

$

118,917

20.8

%

$

101,571

20.7

%

$

336,594

20.7

%

$

299,313

20.9

%

________________________________________

(1)

Separation transaction costs represent non-recurring incremental consulting, legal, audit-related fees, system implementation, and software disposal costs incurred in connection with the Company’s separation into a new, publicly traded company and are included within general and administrative expenses on the condensed consolidated statements of operations.

XI. Reconciliation of Earnings per Share to Adjusted Earnings per Share

For the Three and Nine Months Ended September 30, 2025 and 2024

(In thousands, except per share amounts, unaudited)

Adjusted Net Income Attributable to the Company and Adjusted Earnings per Share are used by management to provide useful insight into the underlying performance of our business. Adjusted Net Income Attributable to the Company and Adjusted Earnings per Share are not measures of financial performance under U.S. GAAP and are not intended to be substitutes for U.S. GAAP measures such as net income or earnings per share. These metrics may differ from similarly titled metrics supported by other companies. Concentra believes that the presentation of Adjusted Net Income Attributable to the Company and Adjusted Earnings per Share are important to investors because they are reflective of the financial performance of Concentra’s ongoing operations and provide better comparability of its results of operations between periods. Investors should consider these measures in addition to, and not as a replacement for, U.S. GAAP results reported in our financial statements.

We define Adjusted Net Income Attributable to the Company as net income attributable to the Company, excluding gain (loss) on early retirement of debt, separation transaction costs, acquisition costs, gain (loss) on sale of businesses, and other non-recurring costs not directly tied to operating performance, all on an after tax basis. We define Adjusted Earnings per Share as the Adjusted Net Income Attributable to the Company divided by the diluted weighted average shares outstanding.

The following table reconciles net income attributable to the Company and earnings per share on a fully diluted basis to Adjusted Net Income Attributable to the Company and Adjusted Earnings per Share on a fully diluted basis.

Three Months Ended September 30,

Nine Months Ended September 30,

2025

Per Share (4)

2024

Per Share

2025

Per Share (4)

2024

Per Share

Reconciliation of Adjusted Net Income Attributable to the Company: (1)

Net income attributable to the Company

$

48,259

$

0.38

$

44,338

$

0.37

$

131,730

$

1.03

$

145,031

$

1.32

Adjustments:

Loss on early retirement of debt

875

0.01

Separation transaction costs (2)

1,025

0.01

(44

)

0.00

2,700

0.02

1,569

0.01

Nova and Pivot Onsite Innovations acquisition costs

1,181

0.01

7,151

0.06

Total additions (subtractions), net

$

2,206

$

0.02

$

(44

)

$

0.00

$

10,726

$

0.08

$

1,569

$

0.01

Less: tax effect of adjustments (3)

(536

)

0.00

12

0.00

(2,628

)

(0.02

)

(392

)

0.00

Adjusted Net Income Attributable to the Company

$

49,929

$

0.39

$

44,306

$

0.37

$

139,828

$

1.09

$

146,208

$

1.33

Weighted average shares outstanding - diluted

128,170

120,765

128,163

109,691

________________________________________

(1)

Beginning in the second quarter of 2025, we updated the schedule for all periods presented to include Net Income Attributable to the Company. Management believes this measure will provide an improved insight into the performance of our business.

(2)

Separation transaction costs represent non-recurring incremental consulting, legal, audit-related fees, system implementation, and software disposal costs incurred in connection with the Company’s separation into a new, publicly traded company and are included within general and administrative expenses on the condensed consolidated statements of operations.

(3)

Tax impact is calculated using the annual effective tax rate, excluding discrete costs and benefits.

(4)

Does not total due to rounding.

XII. 2025 Net Income to Adjusted EBITDA Reconciliation

Business Outlook for the Year Ending December 31, 2025

(In millions, unaudited)

The following is a reconciliation of full year 2025 Adjusted EBITDA expectations as computed at the low and high points of the range to the closest comparable U.S. GAAP financial measure. Refer to tables X for discussion of Concentra's use of Adjusted EBITDA in evaluating financial performance and for the definition of Adjusted EBITDA. Each item presented in the below table is an estimation of full year 2025 expectations.

Range

Low

High

Net income attributable to the Company

$

156

$

161

Net income attributable to non-controlling interests

7

7

Net income

$

163

$

168

Loss on early retirement of debt

1

1

Income tax expense

53

55

Interest expense

110

109

Income from operations

327

333

Stock compensation expense

10

10

Depreciation and amortization

76

75

Separation transaction costs

5

5

Nova and Pivot Onsite Innovations acquisition costs

7

7

Adjusted EBITDA

$

425

$

430

Adjusted Net Income Attributable to the Company (1)

$

166

$

171

________________________________________

(1)

Represents net income attributable to the Company plus the net of tax adjustments for loss on early retirement of debt, separation transaction costs, and Nova and Onsite Innovations, LLC (“Pivot Onsite Innovations”) acquisition costs.