FALSE000172525500017252552024-11-052024-11-05

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

November 5, 2024
Date of Report (date of earliest event reported)

AdaptHealth Corp.
(Exact name of registrant as specified in its charter)

Delaware001-3839982-3677704
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification Number)
220 West Germantown Pike, Suite 250, Plymouth Meeting, PA 19462
(Address of principal executive offices and zip code)
(610) 424-4515
(Registrant's telephone number, including area code)
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
Name of each exchange on which registered
Common Stock, par value $0.0001 per shareAHCOThe 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.

The following information is furnished pursuant to Regulation FD.

On November 5, 2024, AdaptHealth Corp. (the "Company") issued a press release (the “Press Release”) announcing financial results for the quarter ended September 30, 2024. A copy of the Press Release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in 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 of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by reference in such filing.

Item 9.01 - Financial Statements and Exhibits
(d)    Exhibits

Exhibit No.Description
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Dated: November 5, 2024



AdaptHealth Corp.
By:
/s/ Jason Clemens
Name:
Jason Clemens
Title:
Chief Financial Officer


Exhibit 99.1
adapthealthimg001a.jpg
FOR IMMEDIATE RELEASE
ADAPTHEALTH CORP. ANNOUNCES THIRD QUARTER 2024 RESULTS
PLYMOUTH MEETING, Pa. – November 5, 2024 - AdaptHealth Corp. (NASDAQ: AHCO) (“AdaptHealth” or the “Company”), a national leader in providing patient-centered, healthcare-at-home solutions including home medical equipment, medical supplies, and related services, announced today financial results for the third quarter ended September 30, 2024.
Third Quarter Results and Highlights

All comparisons are to the quarter ended September 30, 2023 unless otherwise stated.
•Net revenue was $805.9 million compared to $804.0 million, an increase of 0.2%.
•Net income attributable to AdaptHealth Corp. was $22.9 million compared to a net loss attributable to AdaptHealth Corp. of $454.1 million.
•Adjusted EBITDA was $164.3 million compared to $161.2 million, an increase of 1.9%.
•Cash flow from operations was $391.4 million year-to-date 2024, an increase from $325.4 million during the comparable period in 2023, and free cash flow was $162.7 million year-to-date 2024, an increase from $76.6 million during the comparable period in 2023.
•The Company completed the sale of certain custom rehab assets during the quarter.

Management Commentary

Suzanne Foster, Chief Executive Officer of AdaptHealth, stated, “I continue to be optimistic about the road ahead. We have identified growth opportunities, we are assembling a high performing team and investing in areas that allow us to serve even more patients in their homes.”

Financial Outlook

The Company is updating previous financial guidance for fiscal year 2024 as follows:

•Net revenue of $3.220 billion to $3.260 billion, from $3.255 billion to $3.315 billion
•Adjusted EBITDA of $655 million to $675 million, from $660 million to $700 million
•Free cash flow of $175 million to $195 million, from $160 million to $180 million
Conference Call
Management will host a teleconference today, Tuesday, November 5, 2024, at 8:30 am ET to discuss the results and business activities with analysts and investors.

Interested parties may participate in the call by dialing: 
•(800) 343-4136 (Domestic) or
•(203) 518-9843 (International)

When prompted, reference Conference ID: AHCO3Q24
To access the Webcast, please go to the Company’s Investor Relations page at https://adapthealth.com/investorrelations/
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Following the live call, a replay will be available for six months on the Company's website, www.adapthealth.com, under "Investor Relations."
About AdaptHealth Corp.

AdaptHealth is a national leader in providing patient-centered, healthcare-at-home solutions including home medical equipment (HME), medical supplies, and related services. The Company provides a full suite of medical products and solutions designed to help patients manage chronic conditions in the home, adapt to challenges in their activities of daily living, and thrive. Product and service offerings include (i) sleep therapy equipment, supplies, and related services (including CPAP and bi PAP services) to individuals suffering from obstructive sleep apnea, (ii) medical devices and supplies to patients for the treatment of diabetes (including continuous glucose monitors and insulin pumps), (iii) HME to patients discharged from acute care and other facilities, (iv) oxygen and related chronic therapy services in the home, and (v) other HME devices and supplies on behalf of chronically ill patients with wound care, urological, incontinence, ostomy and nutritional supply needs. The Company is proud to partner with an extensive and highly diversified network of referral sources, including acute care hospitals, sleep labs, pulmonologists, skilled nursing facilities, and clinics. AdaptHealth services beneficiaries of Medicare, Medicaid, and commercial insurance payors, reaching approximately 4.2 million patients annually in all 50 states through its network of approximately 670 locations in 47 states.
Forward-Looking Statements
This press release includes certain statements that are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding projections, estimates and forecasts of revenue and other financial and performance metrics and projections of market opportunity and expectations and the Company’s acquisition pipeline. These statements are based on various assumptions and on the current expectations of AdaptHealth management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on, by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of the Company.

These forward-looking statements are subject to a number of risks and uncertainties, including the outcome of judicial and administrative proceedings to which the Company may become a party or governmental investigations to which the Company may become subject that could interrupt or limit the Company’s operations, result in adverse judgments, settlements or fines and create negative publicity; changes in the Company’s customers’ preferences, prospects and the competitive conditions prevailing in the healthcare sector. A further description of such risks and uncertainties can be found in the Company’s filings with the Securities and Exchange Commission. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that the Company presently knows or that the Company currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this press release. The Company anticipates that subsequent events and developments will cause the Company’s assessments to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.
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Use of Non-GAAP Financial Information

The Company uses EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin and free cash flow, which are financial measures that are not in accordance with generally accepted accounting principles in the United States, or U.S. GAAP, to analyze its financial results and believes that they are useful to investors, as a supplement to U.S. GAAP measures. In addition, the Company’s ability to incur additional indebtedness and make investments under its existing credit agreement is governed, in part, by its ability to satisfy tests based on a variation of Adjusted EBITDA.

The Company believes Adjusted EBITDA and Adjusted EBITDA Margin are useful to investors in evaluating the Company’s financial performance. The Company uses Adjusted EBITDA as the profitability measure in its incentive compensation plans that have a profitability component and to evaluate acquisition opportunities, where it is most often used for purposes of contingent consideration arrangements.

EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin should not be considered as measures of financial performance under U.S. GAAP, and the items excluded from EBITDA and Adjusted EBITDA are significant components in understanding and assessing financial performance. Accordingly, these key business metrics have limitations as an analytical tool. They should not be considered as an alternative to net income or any other performance measures derived in accordance with U.S. GAAP or as an alternative to cash flows from operating activities as a measure of the Company’s liquidity.

The Company uses free cash flow, which is a financial measure that is not in accordance with U.S. GAAP, in its operational and financial decision-making and believes free cash flow is useful to investors because similar measures are frequently used by securities analysts, investors, ratings agencies and other interested parties to evaluate the Company's competitors and to measure the ability of companies to service their debt. The Company's presentation of free cash flow should not be construed as a measure of liquidity or discretionary cash available to the Company to fund its cash needs, including investing in the growth of its business and meeting its obligations.

Free cash flow should not be considered as a measure of financial performance under U.S. GAAP. Accordingly, this key business metric has limitations as an analytical tool. It should not be considered as an alternative to any performance measures derived in accordance with U.S. GAAP or as an alternative to cash flows from operating activities as a measure of AdaptHealth’s liquidity.
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ADAPTHEALTH CORP.
Condensed Consolidated Balance Sheets (Unaudited)
(in thousands)September 30, 2024December 31, 2023
Assets
Current assets:
Cash$100,180 $77,132 
Accounts receivable401,215 388,910 
Inventory133,490 113,642 
Prepaid and other current assets48,906 69,338 
Total current assets683,791 649,022 
Equipment and other fixed assets, net474,922 495,101 
Operating lease right-of-use assets106,390 110,465 
Finance lease right-of-use assets38,769 31,962 
Goodwill2,707,282 2,724,958 
Identifiable intangible assets, net113,452 130,160 
Deferred tax assets328,106 345,854 
Other assets17,224 21,128 
Total Assets$4,469,936 $4,508,650 
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable and accrued expenses$430,371 $391,994 
Current portion of long-term debt16,250 53,368 
Current portion of operating lease obligations30,276 29,270 
Current portion of finance lease obligations12,307 9,122 
Contract liabilities35,842 38,570 
Warrant liability2,221 4,021 
Other liabilities25,758 10,654 
Total current liabilities553,025 536,999 
Long-term debt, less current portion2,013,644 2,094,614 
Operating lease obligations, less current portion80,135 85,529 
Finance lease obligations, less current portion26,098 22,746 
Other long-term liabilities272,846 302,093 
Total Liabilities2,945,748 3,041,981 
Total Stockholders' Equity1,524,188 1,466,669 
Total Liabilities and Stockholders' Equity$4,469,936 $4,508,650 
-4 -
ADAPTHEALTH CORP.
  Consolidated Statements of Operations (Unaudited)
 
 Three Months EndedNine Months Ended
September 30,September 30,
(in thousands, except share and per share data)2024202320242023
Net revenue$805,858 $804,031 $2,404,330 $2,341,943 
Costs and expenses:
Cost of net revenue681,866 693,488 2,036,532 2,022,281 
General and administrative expenses49,242 45,198 154,632 142,797 
Depreciation and amortization, excluding patient equipment depreciation11,263 14,515 34,023 45,596 
Goodwill impairment— 511,866 13,078 511,866 
Total costs and expenses742,371 1,265,067 2,238,265 2,722,540 
Operating income (loss)63,487 (461,036)166,065 (380,597)
Interest expense, net31,429 32,306 96,939 96,813 
Loss on extinguishment of debt2,273 — 2,273 — 
Change in fair value of warrant liability (2,243)(9,160)(1,800)(31,886)
Other loss, net— 3,317 3,345 6,574 
Income (loss) before income taxes32,028 (487,499)65,308 (452,098)
Income tax expense (benefit)8,073 (34,578)21,931 (30,893)
Net income (loss)23,955 (452,921)43,377 (421,205)
Income attributable to noncontrolling interest1,096 1,155 3,217 3,187 
Net income (loss) attributable to AdaptHealth Corp.$22,859 $(454,076)$40,160 $(424,392)
Weighted average common shares outstanding - basic134,303134,825133,481134,549
Weighted average common shares outstanding - diluted136,530134,982135,441135,202
Basic net income (loss) per share$0.16 $(3.37)$0.28 $(3.15)
Diluted net income (loss) per share$0.15 $(3.43)$0.27 $(3.37)
 
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ADAPTHEALTH CORP.
Consolidated Statements of Cash Flows (Unaudited)
Nine Months Ended
September 30,
(in thousands)20242023
Cash flows from operating activities:
Net income (loss)$43,377 $(421,205)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization, including patient equipment depreciation274,797 290,419 
Goodwill impairment13,078 511,866 
Equity-based compensation10,614 17,284 
Change in fair value of warrant liability(1,800)(31,886)
Reduction in the carrying amount of operating lease right-of-use assets24,902 26,309 
Reduction in the carrying amount of finance lease right-of-use assets7,927 3,821 
Deferred income tax expense (benefit)18,664 (37,033)
Change in fair value of interest rate swaps, net of reclassification adjustment(367)(1,394)
Amortization of deferred financing costs4,247 3,926 
Loss on extinguishment of debt2,273 — 
Payment of contingent consideration from an acquisition(1,850)— 
Other569 350 
Changes in operating assets and liabilities, net of effects from acquisitions:
Accounts receivable(12,305)(10,043)
Inventory(21,474)12,769 
Prepaid and other assets23,656 10,956 
Operating lease obligations(25,212)(26,959)
Operating liabilities30,328 (23,780)
Net cash provided by operating activities391,424 325,400 
Cash flows from investing activities:
Purchases of equipment and other fixed assets(228,719)(248,816)
Proceeds from the sale of assets5,316 — 
Payments for business acquisitions, net of cash acquired— (17,917)
Payments for cost method investments— (128)
Net cash used in investing activities(223,403)(266,861)
Cash flows from financing activities:
Proceeds from borrowings on long-term debt and lines of credit253,477 50,000 
Repayments on long-term debt and lines of credit(373,477)(75,000)
Repayments of finance lease obligations(8,261)(4,558)
Payments for shares purchased under share repurchase program— (9,224)
Proceeds from the exercise of stock options742 538 
Proceeds received in connection with employee stock purchase plan999 2,031 
Payments relating to the Tax Receivable Agreement(1,432)(3,202)
Payments of debt financing costs(6,429)— 
Distributions to noncontrolling interest(3,500)(2,500)
Payments for tax withholdings from restricted stock vesting and stock option exercises(1,794)(5,253)
Payments of contingent consideration and deferred purchase price from acquisitions(5,298)(1,500)
Net cash used in financing activities(144,973)(48,668)
Net increase in cash23,048 9,871 
Cash at beginning of period77,132 46,272 
Cash at end of period$100,180 $56,143 
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ADAPTHEALTH CORP.
Non-GAAP Financial Measures
 
EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin

This press release presents AdaptHealth’s EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin for the three and nine months ended September 30, 2024 and 2023.
AdaptHealth defines EBITDA as net income (loss) attributable to AdaptHealth Corp., plus net income (loss) attributable to noncontrolling interests, interest expense, net, income tax expense (benefit), and depreciation and amortization, including patient equipment depreciation.
AdaptHealth defines Adjusted EBITDA as EBITDA (as defined above), plus equity-based compensation expense, change in fair value of the warrant liability, goodwill impairment, loss on extinguishment of debt, litigation settlement expense, and certain other non-recurring items of expense or income.
AdaptHealth defines Adjusted EBITDA Margin as Adjusted EBITDA (as defined above) as a percentage of net revenue.

The following unaudited table presents the reconciliation of net income attributable to AdaptHealth Corp. to EBITDA and Adjusted EBITDA, and the reconciliation of net income attributable to AdaptHealth Corp. as a percentage of net revenue to Adjusted EBITDA Margin, for the three months ended September 30, 2024 and 2023:

Three Months Ended September 30,
20242023
(Unaudited)
(in thousands, except percentages)DollarsRevenue PercentageDollarsRevenue Percentage
Net income (loss) attributable to AdaptHealth Corp.$22,8592.8%$(454,076)(56.5)%
Income attributable to noncontrolling interest1,0960.1%1,1550.1%
Interest expense, net31,4293.9%32,3064.0%
Income tax expense (benefit)8,0731.0%(34,578)(4.2)%
Depreciation and amortization, including patient equipment depreciation90,75911.3%97,31012.1%
EBITDA154,21619.1%(357,883)(44.5)%
Equity-based compensation expense (a)8630.1%4,5210.5%
Change in fair value of warrant liability (b)(2,243)(0.3)%(9,160)(1.1)%
Goodwill impairment (c)——%511,86663.7%
Loss on extinguishment of debt (d)2,2730.3%——%
Other non-recurring expenses, net (e)9,1481.2%11,8231.4%
Adjusted EBITDA$164,25720.4%$161,16720.0%
Adjusted EBITDA Margin20.4%20.0%
(a)Represents equity-based compensation expense for awards granted to employees and non-employee directors.
(b)Represents a non-cash gain for the change in the estimated fair value of the warrant liability.
(c)Represents a non-cash goodwill impairment charge as a result of the fair value of the Company’s reporting unit being less than its carrying value.
(d)Represents lender fees and the write-off of unamortized deferred financing costs in connection with the refinancing of the Company's credit agreement.
(e)The 2024 period consists of $3.3 million of severance charges (primarily related to the separation of the Company's former President), $2.8 million of consulting expenses associated with systems implementation activities, $1.1 million write-down of assets, $0.5 million of expenses associated with litigation, and
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ADAPTHEALTH CORP.
$1.5 million of other non-recurring expenses. The 2023 period consists of $2.9 million of expenses associated with litigation, $1.5 million of severance charges, $3.6 million of lease termination costs associated with a cost management program, $1.3 million of consulting expenses associated with systems implementation activities, and $2.5 million of other non-recurring expenses.
The following unaudited table presents the reconciliation of net income attributable to AdaptHealth Corp. to EBITDA and Adjusted EBITDA, and the reconciliation of net income attributable to AdaptHealth Corp. as a percentage of net revenue to Adjusted EBITDA Margin, for the nine months ended September 30, 2024 and 2023:
Nine Months Ended September 30,
20242023
(Unaudited)
(in thousands, except percentages)DollarsRevenue PercentageDollarsRevenue Percentage
Net income (loss) attributable to AdaptHealth Corp.$40,1601.7%$(424,392)(18.1)%
Income attributable to noncontrolling interest3,2170.1%3,1870.1%
Interest expense, net96,9394.0%96,8134.1%
Income tax expense (benefit)21,9310.9%(30,893)(1.3)%
Depreciation and amortization, including patient equipment depreciation274,79711.5%290,41912.4%
EBITDA437,04418.2%(64,866)(2.8)%
Equity-based compensation expense (a)10,6140.4%17,2840.7%
Change in fair value of warrant liability (b)(1,800)(0.1)%(31,886)(1.4)%
Goodwill impairment (c)13,0780.5%511,86621.9%
Loss on extinguishment of debt (d)2,2730.1%——%
Litigation settlement expense (e)3,3450.1%——%
Other non-recurring expenses, net (f)23,5031.1%33,7781.5%
Adjusted EBITDA$488,05720.3%$466,17619.9%
Adjusted EBITDA Margin20.3%19.9%
(a)Represents equity-based compensation expense for awards granted to employees and non-employee directors.
(b)Represents a non-cash gain for the change in the estimated fair value of the warrant liability.
(c)The 2024 period includes non-cash goodwill impairment charges relating to the disposition of certain immaterial custom rehab technology assets. The 2023 period includes a non-cash goodwill impairment charge as a result of the fair value of the Company’s reporting unit being less than it's carrying value.
(d)Represents lender fees and the write-off of unamortized deferred financing costs in connection with the refinancing of the Company's credit agreement.
(e)Represents a $2.4 million charge for the change in fair value of shares of Common Stock of the Company that were issued in July 2024 following final court approval of the settlement of a previously disclosed securities class action lawsuit, as well as an expense of $0.9 million to settle a shareholder derivative complaint.
(f)The 2024 period consists of $9.7 million of consulting expenses associated with systems implementation activities, $3.3 million of severance charges (primarily related to the separation of the Company's former President), $3.3 million of expenses associated with litigation, $2.7 million write-down of assets, and $4.5 million of other non-recurring expenses. The 2023 period consists of $12.5 million of expenses associated with litigation, $6.3 million of severance charges (of which $2.9 million related to the separation of the Company's former CEO), $4.1 million of lease termination costs associated with a cost management program, $3.9 million of consulting expenses associated with systems implementation activities, $0.9 million of net impairments of operating lease right-of-use assets, and $6.1 million of other non-recurring expenses.
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ADAPTHEALTH CORP.
Free Cash Flow

This press release presents AdaptHealth’s free cash flow for the three and nine months ended September 30, 2024 and 2023.

AdaptHealth defines free cash flow as net cash provided by operating activities less cash paid for purchases of equipment and other fixed assets.
 
The following unaudited table reconciles net cash provided by operating activities to the free cash flow measure for the three and nine months ended September 30, 2024 and 2023:

Three Months EndedNine Months Ended
September 30,September 30,
(in thousands)2024202320242023
(Unaudited)
Net cash provided by operating activities$144,405$98,833$391,424$325,400
Purchases of equipment and other fixed assets(59,556)(77,086)(228,719)(248,816)
Free cash flow$84,849$21,747$162,705$76,584






Contacts
AdaptHealth Corp.
Jason Clemens, CFA
Chief Financial Officer
IR@adapthealth.com
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v3.24.3
Cover
Nov. 05, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Nov. 05, 2024
Entity Registrant Name AdaptHealth Corp.
Entity Incorporation, State or Country Code DE
Entity File Number 001-38399
Entity Tax Identification Number 82-3677704
Entity Address, State or Province PA
Entity Address, Postal Zip Code 19462
Entity Address, Address Line Two Suite 250
Entity Address, Address Line One 220 West Germantown Pike
Entity Address, City or Town Plymouth Meeting
City Area Code 610
Local Phone Number 424-4515
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol AHCO
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001725255
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