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This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “believe,” “project,” “estimate,” “expect,” “may,” “should,” “will” and similar references to future periods. Examples of forward-looking statements include, among others, statements the Company may make regarding the acquisition, future revenues, future earnings, other future financial results, regulatory developments, market developments, new products and growth strategies and the effects of any of the foregoing on its future results of operations or financial condition.

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on the Company's current beliefs, expectations and assumptions regarding the future of its business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the Company's control. The Company's actual results and financial condition may differ materially from those indicated in the forward-looking statements. Important factors that could cause the Company's actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: the termination of or occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, including circumstances requiring the Company to pay a termination fee pursuant to the merger agreement, or the inability to complete the proposed transaction on the anticipated terms and timetable; the inability to complete the proposed transaction due to the failure to obtain approval of the stockholders of the Company or to satisfy any other condition to closing in a timely manner or at all, or the risk that a regulatory approval that may be required for the proposed transaction is delayed, is not obtained or is obtained subject to conditions that are not anticipated; costs related to the proposed transaction, including from potential litigation relating to the proposed transaction; the risk that restrictions on the operation of the Company’s business during the pendency of the proposed transaction may impact the Company’s ability to pursue certain business opportunities or strategic transactions or undertake certain actions the Company might otherwise have taken; the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the Company’s common stock, credit ratings or operating results; the risk that the proposed transaction and its announcement could have an adverse effect on the ability of the Company to retain and hire key personnel, retain customers and maintain relationships with business partners, suppliers and customers; the diversion of management’s time and attention from ordinary course business operations to completion of the proposed transaction; changes in laws, regulations or trade policies applicable to its business model; loss of relationships with managed care organizations and other non-governmental third party payers; changes in the pharmaceutical industry, including limiting or discontinuing research, development, production and marketing of pharmaceuticals compatible with its services; changes in market conditions and receptivity to its services and offerings; and pending and future litigation or potential liability for claims not covered by insurance. The foregoing review of important factors should not be construed as exhaustive. Additional information concerning risks, uncertainties and assumptions can be found in the Company’s filings with the SEC, including the risk factors discussed in the Company’s most recent Annual Report on Form 10-K, as updated by the Company’s Quarterly Reports on Form 10-Q and future filings with the SEC.

In addition to reporting financial information in accordance with generally accepted accounting principles (GAAP), the Company is also reporting Adjusted net income, Adjusted EBITDA and Adjusted diluted earnings per share ("EPS"), which are non-GAAP financial measures. These adjusted measures are not measurements of financial performance under GAAP and should not be used in isolation or as a substitute or alternative to net income, EPS, or any other performance measure derived in accordance with GAAP, or as a substitute or alternative to cash flow from operating activities or a measure of the Company’s liquidity. In addition, the Company's definitions of Adjusted net income, Adjusted EBITDA, and Adjusted diluted EPS may not be comparable to similarly titled non-GAAP financial measures reported by other companies. As defined by the Company: (i) Adjusted net income represents net income before intangible asset amortization expense, stock-based compensation expense, loss on extinguishment of debt, and restructuring, acquisition, integration and other expenses, net of tax adjustments, (ii) Adjusted EBITDA represents net income before net interest expense, income tax expense, depreciation and amortization, stock-based compensation expense, loss on extinguishment of debt, and restructuring, acquisition, integration and other expenses, and (iii) Adjusted diluted EPS represents Adjusted net income divided by weighted average common shares outstanding, diluted. As part of restructuring, acquisition, integration and other expenses, the Company may incur significant charges such as the write down of certain long‑lived assets, temporary redundant expenses, professional fees, certain litigation expenses and reserves related to acquired businesses, potential retention and severance costs and potential accelerated payments or termination costs for certain of its contractual obligations. Management believes that these adjusted measures provide useful supplemental information regarding the performance of Option Care Health’s business operations and facilitate comparisons to the Company’s historical operating results. The Company has not reconciled Adjusted EBITDA guidance to net income or Adjusted diluted EPS guidance to GAAP diluted EPS as management believes creation of this reconciliation would not be practicable due to the uncertainty regarding, and potential variability of, material reconciling items. Full reconciliations of each historical adjusted measure to the most comparable GAAP financial measure are set forth below.


	September 30, 2026		December 31, 2025
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	299,093	$	232,624
Accounts receivable, net	505,568		473,566
Inventories	408,045		471,149
Prepaid expenses and other current assets	99,385		87,629
Total current assets	1,312,091		1,264,968

NONCURRENT ASSETS:
Property and equipment, net	139,035		139,236
Intangible assets, net	19,394		21,897
Referral sources, net	261,975		287,281
Goodwill	1,606,743		1,606,743
Other noncurrent assets	137,029		135,644
Total noncurrent assets	2,164,176		2,190,801
TOTAL ASSETS	$	3,476,267	$	3,455,769

LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable	$	670,676	$	639,829
Other current liabilities	179,854		189,519
Total current liabilities	850,530		829,348

NONCURRENT LIABILITIES:
Long-term debt, net of discount, deferred financing costs and current portion	1,151,054		1,154,052
Other noncurrent liabilities	150,205		145,976
Total noncurrent liabilities	1,301,259		1,300,028
Total liabilities	2,151,789		2,129,376

STOCKHOLDERS' EQUITY	1,324,478		1,326,393
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	3,476,267	$	3,455,769


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
NET REVENUE	$	1,493,529	$	1,435,016	$	4,286,583	$	4,184,073
COST OF REVENUE	1,208,555		1,162,114		3,472,344		3,379,076
GROSS PROFIT	284,974		272,902		814,239		804,997

OPERATING COSTS AND EXPENSES:
Selling, general and administrative expenses	171,998		167,470		503,063		497,744
Restructuring, acquisition, integration and other	5,640		4,634		13,796		12,570
Depreciation and amortization expense	18,120		16,291		50,479		48,278
Total operating expenses	195,758		188,395		567,338		558,592
OPERATING INCOME	89,216		84,507		246,901		246,405

OTHER INCOME (EXPENSE):
Interest expense, net	(12,875)		(14,146)		(40,199)		(41,824)
Other, net	2,560		(1,394)		7,189		(3,197)
Total other (expense) income	(10,315)		(15,540)		(33,010)		(45,021)

INCOME BEFORE INCOME TAXES	78,901		68,967		213,891		201,384
INCOME TAX EXPENSE	21,468		17,151		57,202		52,303
NET INCOME	$	57,433	$	51,816	$	156,689	$	149,081

Earnings per share, basic	$	0.38	$	0.32	$	1.02	$	0.91
Earnings per share, diluted	$	0.38	$	0.32	$	1.02	$	0.91

Weighted average shares outstanding, basic	149,788		161,829		153,099		163,393
Weighted average shares outstanding, diluted	150,491		163,086		153,932		164,602


	Nine Months Ended September 30,
	2026		2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	156,689	$	149,081
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense	52,874		50,374
Other non-cash adjustments	54,243		57,401
Changes in operating assets and liabilities:
Accounts receivable, net	(32,002)		(55,430)
Inventories	63,104		(24,899)
Prepaid expenses and other current assets	(14,933)		24,694
Accounts payable	31,824		10,224
Accrued compensation and employee benefits	(8,069)		8,338
Other	(17,518)		2,773
Net cash provided by operating activities	286,212		222,556

CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of property and equipment	(26,805)		(27,661)
Business acquisitions, net of cash acquired	—		(117,247)
Other investing activities	(877)		(2,529)
Net cash used in investing activities	(27,682)		(147,437)

CASH FLOWS FROM FINANCING ACTIVITIES:
Purchase of company stock and related excise taxes	(170,545)		(214,887)
Proceeds from issuance of debt	—		229,472
Retirement of debt obligations	—		(180,239)
Other financing activities	(21,516)		(12,208)
Net cash used in financing activities	(192,061)		(177,862)

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	66,469		(102,743)
Cash and cash equivalents - beginning of period	232,624		412,565
CASH AND CASH EQUIVALENTS - END OF PERIOD	$	299,093	$	309,822


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
Net income	$	57,433	$	51,816	$	156,689	$	149,081
Interest expense, net	12,875		14,146		40,199		41,824
Income tax expense	21,468		17,151		57,202		52,303
Depreciation and amortization expense	18,837		17,048		52,874		50,374
EBITDA	110,613		100,161		306,964		293,582

EBITDA adjustments
Stock-based incentive compensation expense	9,331		11,125		27,912		30,638
Loss on extinguishment of debt	—		4,744		—		4,744
Restructuring, acquisition, integration and other (1)	4,656		3,468		11,976		16,318
Adjusted EBITDA	$	124,600	$	119,498	$	346,852	$	345,282

Net income	$	57,433	$	51,816	$	156,689	$	149,081
Intangible asset amortization expense	9,269		9,269		27,808		27,663
Stock-based incentive compensation expense	9,331		11,125		27,912		30,638
Loss on extinguishment of debt (2)	—		4,744		—		4,744
Restructuring, acquisition, integration and other (1)	4,656		3,468		11,976		16,318
Total pre-tax adjustments	23,256		28,606		67,696		79,363
Tax adjustments (3)	(6,298)		(7,183)		(18,075)		(20,634)
Adjusted net income	$	74,391	$	73,239	$	206,310	$	207,810

Earnings per share, diluted	$	0.38	$	0.32	$	1.02	$	0.91
Adjusted earnings per share, diluted	$	0.49	$	0.45	$	1.34	$	1.26
Weighted average common shares outstanding, diluted	150,491		163,086		153,932		164,602


Bob Okunski
Vice President, Investor Relations
investor.relations@optioncare.com