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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
February 24, 2022
NantHealth, Inc.
(Exact name of registrant as specified in its charter)
Delaware001-3779227-3019889
(State or other jurisdiction of
incorporation)
(Commission File Number)(IRS Employer
Identification No.)

3000 RDU Drive, Suite 200
Morrisville, North Carolina 27560
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (855) 949-6268

Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (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))

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareNHNasdaq 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 (17 CFR §(§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §(§240.12b-2).

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 February 24, 2022, NantHealth, Inc. publicly disseminated a press release announcing its financial results for the year ended December 31, 2021. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

As provided in General Instruction B.2 to Form 8-K, the information furnished in Item 2.02 and Exhibit 99.1 of this Current Report on Form 8-K 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, and such information shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01
Financial Statements and Exhibits.

(d) Exhibits. The following is furnished as an exhibit to this Current Report on Form 8-K:
Exhibit No.Description
99.1





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 hereunto duly authorized.
NantHealth, Inc.
Date:February 24, 2022By:/s/ Bob Petrou
Bob Petrou
Chief Financial Officer







Exhibit 99.1
nanthealthlogoaa10.jpg
Investor Contact:
Robert Jaffe
rjaffe@rjaffeco.com
424.288.4098

NANTHEALTH REPORTS 2021 FOURTH-QUARTER, FULL-YEAR FINANCIAL RESULTS

Q4 2021 Financial Highlights:
Total revenue was $16.0 million
Total gross margin was 57%

Full-Year 2021 Financial Highlights:
Total revenue was $62.6 million
Total gross margin was 56%

Operational Highlights:
In Q4, signed and went live with Eviti Connect for Autoimmune Diseases program with Maryland Physician’s Care (MPC), to provide digital drug authorizations for members living with autoimmune conditions

In Q4, continued expansion of Eviti Connect for Oncology services provided through a key Eviti channel partner with the addition of the country’s largest customer-owned health insurer

In Q4, released the first OpenNMS Minion Appliance, a cloud-enabled, simple solution that extends the reach of the OpenNMS monitoring system

Recorded 17% year-over-year revenue growth for NaviNet AllPayer Advantage, a direct-to-provider solution

Morrisville, NC - February 24, 2022 - NantHealth, Inc. (NASDAQ-GS: NH), a provider of enterprise solutions that help transform complex data into actionable insights, today reported financial results for its fourth quarter and full year ended December 31, 2021.

“The past year was marked by a number of operational highlights, including the continuing launch of new products and services, ongoing efforts to build and expand our business capabilities and successfully completing a major refinancing," said Ron Louks, Chief Operating Officer, NantHealth. “As expected, our 2021 fourth quarter revenues increased from the third quarter, returning to the average quarterly run rate for the year. We are encouraged to have ended 2021 on an upswing, with solid customer interest across our entire portfolio of products and services, and a strengthened cash position.

"We believe we have built a strong foundation that positioned NantHealth for meaningful top line growth in the coming year. This belief is in part based on the progress of our recently launched Eviti Connect program for autoimmune diseases and the exciting business opportunities for our OpenNMS platform. In addition, we continue to see growing interest in our NaviNet suite of authorization solutions from payers and network service providers, which we attribute to the robust product offering and ongoing investments in developing new features and enhanced functionality."

Software and Services Q4 Highlights:







Clinical Decision Support (Eviti®):
Signed and went live with Eviti Connect for Autoimmune Diseases program with Maryland Physicians Care (MPC), to provide digital drug authorizations for members living with chronic autoimmune conditions

Continued expansion of Eviti Connect for Oncology services provided through a key Eviti channel partner with the addition of the country’s largest customer-owned health insurer

Expanded utilization management certification to include the states of Kentucky, Florida and Massachusetts, enabling the company to provide Eviti Connect customers with fully delegated end-to-end services

Signed a new partner agreement that enables NantHealth to offer care management services for complex, high risk and chronic diseases, as previously stated

Payer Engagement (NaviNet®):
Signed a multi-year agreement with a new third party administrator that will use NaviNet Open to enhance the services it provides to self-insured health plan customers, as previously reported

Recorded 17% year-over-year revenue growth for NaviNet AllPayer Advantage, a direct-to-provider solution

Launched the new NantHealth Partner Portal that offers payer customers self-service, on-demand access to interactive reporting on workflows, trends, analytics and insights

Enhanced NaviNet Open Authorizations to guide users through submission of clinical criteria information and supporting documentation with smart workflow technology and dynamic instructional messaging

Entered into an alliance agreement with Change Healthcare to integrate InterQual® Connect automation solution with NaviNet Open, allowing NaviNet payer customers to leverage InterQual medical review criteria in their NaviNet-based electronic prior authorization workflow

Signed agreement with PriorAuthNow that enables it to leverage NaviNet Open Authorizations APIs to automate and streamline prior authorization requests for PriorAuthNow clients

Network Monitoring and Management (The OpenNMS® Group, Inc.)
Partnered with a Fortune 500 managed service provider to offer OpenNMS Meridian monitoring to over 150 customers

Released OpenNMS Horizon 29 featuring improved streaming analytics for flow data at scale, and enhancements in distributed monitoring and security: OpenNMS now runs without elevated privileges reducing security risk

Launched OpenNMS Minion virtual appliance and cloud-enabled service to help organizations quickly, reliably, and securely deploy OpenNMS Minion collectors to remote or adjacent private networks

Rapidly delivered updates to address the global Log4j vulnerability, collaborating closely with the OpenNMS open-source community

Business and Financial Highlights:
For the 2021 fourth quarter:
Total net revenue was $16.0 million compared with $18.6 million in the 2020 fourth quarter.

Gross profit was $9.1 million, or 57% of total net revenue, compared with $11.4 million, or 61% of total net revenue, for the prior year period.







Selling, general and administrative (SG&A) expenses increased to $14.8 million compared with $11.7 million in the 2020 fourth quarter.

Research and development (R&D) expenses increased to $5.2 million from $4.8 million mainly from the Company's ongoing investments in expanding its product offerings.

Net loss from continuing operations, net of tax, of $16.7 million, or $0.14 per share, significantly decreased from $20.1 million, or $0.18 per share, for the 2020 fourth quarter.

On a non-GAAP basis, net loss from continuing operations was $11.8 million, or $0.10 per share, compared with $6.2 million, or $0.06 per share, for the fourth quarter of last year.

For the 2021 full year:
Total net revenue was $62.6 million, compared with $73.2 million.

Gross profit was $34.8 million, or 56% of total net revenue, from $43.9 million, or 60% of total net revenue, for the prior year.

SG&A expense was $52.1 million compared with $48.5 million.

R&D expense increased to $19.7 million from $17.3 million.

Net loss from continuing operations, net of tax, was $58.3 million, or $0.51 per share, compared with $88.3 million, or $0.80 per share, for the 2020 full year.

On a non-GAAP basis, net loss from continuing operations was $41.9 million, or $0.37 per share, up from $27.0 million, or $0.24 per share, for 2020.

At December 31, 2021, cash and cash equivalents totaled $29.1 million.

Conference Call Information and Forward-Looking Statements
Later today, the company will host a conference call at 1:30 p.m. PT (4:30 p.m. ET) to review its results of operations for the fourth quarter and full year ended December 31, 2021. The conference call will be available to interested parties by dialing 877-407-0312 from the U.S. or Canada, or 201-389-0899. The call will be broadcast via the Internet at www.nanthealth.com. Listeners are encouraged to visit the website at least 10 minutes prior to the start of the scheduled presentation to register, download and install any necessary audio software. A playback of the call will be archived and accessible on the same website for at least three months.

Discussion during the conference call may include forward-looking statements regarding topics such as the company’s financial status and performance, regulatory and operational developments, and other comments the company may make about its future plans or prospects in response to questions from participants on the conference call.

Use of Non-GAAP Financial Measures
This news release contains references to Non-GAAP financial measures, including adjusted net loss and adjusted net loss per share, which are financial measures that are not prepared in conformity with United States generally accepted accounting principles (U.S. GAAP). The Company’s management believes that the presentation of Non-GAAP financial measures provides useful supplementary information regarding operational performance, because it enhances an investor’s overall understanding of the financial results for the Company’s core business. Additionally, it provides a basis for the comparison of the financial results for the Company’s core business between current, past and future periods. Other companies may define these measures in different ways. Non-GAAP financial measures should be considered only as a supplement to, and not as a substitute for or as a superior measure to, financial measures prepared in accordance with U.S. GAAP. Non-GAAP per share numbers are calculated based on one class of common stock and do not incorporate the effects, if any, of using the two-class






method.

About NantHealth, Inc.
NantHealth, a member of the NantWorks ecosystem of companies, provides enterprise solutions that help businesses transform complex data into actionable insights. By offering efficient ways to move, interpret and visualize complex and highly sensitive information, NantHealth enables customers in healthcare, life sciences, logistics, telecommunications and other industries to automate, understand and act on data while keeping it secure and scalable. NantHealth’s product portfolio comprises the latest technology in payer/provider collaboration platforms for real-time coverage decision support (Eviti and NaviNet), and data solutions that provide multi-data analysis, reporting and professional services offerings (Quadris). The OpenNMS Group, Inc., a NantHealth subsidiary, helps businesses monitor and manage network health and performance. For more information, visit nanthealth.com, follow us on Twitter, Facebook and LinkedIn, and subscribe to our blog.

NantHealth Forward Looking Statement
This news release contains certain statements of a forward-looking nature relating to future events or future business performance. Forward-looking statements can be identified by the words “expects,” “anticipates,” “believes,” “intends,” “estimates,” “plans,” “will,” “outlook” and similar expressions. Forward-looking statements are based on management’s current plans, estimates, assumptions and projections, and speak only as of the date they are made. Risks and uncertainties include, but are not limited to: our ability to successfully integrate a complex learning system to address a wide range of healthcare issues; our ability to successfully amass the requisite data to achieve maximum network effects; appropriately allocating financial and human resources across a broad array of product and service offerings; raising additional capital as necessary to fund our operations; our ability to grow the market for our software and data solutions; successfully enhancing our software and data solutions to achieve market acceptance and keep pace with technological developments; customer concentration; competition; security breaches; bandwidth limitations; our ability to integrate The OpenNMS Group, Inc. into our operations; our use and distribution of open source software; our ability to obtain necessary regulatory approvals, certifications and licenses; dependence upon senior management; the need to comply with and meet applicable laws and regulations; unexpected adverse events; and anticipated cost savings. We undertake no obligation to update any forward-looking statement in light of new information or future events, except as otherwise required by law. Forward-looking statements involve inherent risks and uncertainties, most of which are difficult to predict and are generally beyond our control. Actual results or outcomes may differ materially from those implied by the forward-looking statements as a result of the impact of a number of factors, many of which are discussed in more detail in our reports filed with the Securities and Exchange Commission.

FINANCIAL TABLES FOLLOW







NantHealth, Inc.
Consolidated Balance Sheets
(Dollars in thousands, except per share amounts)
(Unaudited) 
December 31,
20212020
Assets
Current assets
Cash and cash equivalents$29,084 $22,787 
Accounts receivable, net5,810 3,273 
Related party receivables, net506 1,031 
Prepaid expenses and other current assets4,010 3,504 
Total current assets39,410 30,595 
Property, plant, and equipment, net12,366 13,102 
Goodwill98,333 98,333 
Intangible assets, net39,039 47,969 
Related party receivable, net of current1,012 823 
Operating lease right-of-use assets6,048 7,539 
Other assets1,620 1,927 
Total assets$197,828 $200,288 
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable$3,204 $5,122 
Accrued and other current liabilities16,358 13,975 
Deferred revenue2,440 1,166 
Related party payables, net5,161 4,238 
Notes payable782 268 
Related party convertible note, net— 9,411 
Convertible notes, net— 90,578 
Total current liabilities27,945 124,758 
Deferred revenue, net of current2,024 393 
Related party liabilities38,278 31,091 
Related party promissory note112,666 112,666 
Related party convertible note, net62,268 — 
Convertible notes, net74,603 — 
Deferred income taxes, net1,775 1,853 
Operating lease liabilities6,248 8,170 
Other liabilities34,013 32,757 
Total liabilities359,820 311,688 
Stockholders' deficit
Common stock, $0.0001 par value per share, 750,000,000 shares authorized; 115,505,244 and 111,284,733 shares issued and outstanding at December 31, 2021 and 2020, respectively12 11 
Additional paid-in capital891,105 891,583 
Accumulated deficit(1,052,897)(1,003,210)
Accumulated other comprehensive loss(212)(168)
Total NantHealth stockholders' deficit(161,992)(111,784)
Noncontrolling interests— 384 
Total stockholders' deficit(161,992)(111,400)
Total liabilities and stockholders' deficit$197,828 $200,288 






NantHealth, Inc.  
Consolidated Statements of Operations
(Dollars in thousands, except per share amounts)  
(Unaudited)
Three Months Ended December 31,Year Ended
December 31,
2021202020212020
Revenue
Software-as-a-service related$15,262 $18,201 $60,402 $72,198 
Maintenance515 378 1,717 677 
Professional services250 24 507 86 
Total software-related revenue16,027 18,603 62,626 72,961 
Other39 23 211 
Total net revenue16,030 18,642 62,649 73,172 
Cost of Revenue
Software-as-a-service related5,280 5,504 21,503 23,056 
Maintenance399 230 1,174 361 
Professional services— 14 16 
Amortization of developed technologies1,247 1,247 4,988 4,755 
Total software-related cost of revenue6,926 6,982 27,679 28,188 
Other— 211 128 1,038 
Total cost of revenue6,926 7,193 27,807 29,226 
Gross Profit9,104 11,449 34,842 43,946 
Operating Expenses
Selling, general and administrative14,784 11,670 52,092 48,534 
Research and development5,197 4,828 19,707 17,274 
Amortization of acquisition-related assets987 985 3,942 3,676 
Impairment of intangible assets, including internal-use software— 729 — 729 
Total operating expenses20,968 18,212 75,741 70,213 
Loss from operations(11,864)(6,763)(40,899)(26,267)
Interest expense, net(3,538)(4,908)(14,481)(19,199)
Other expense, net(1,227)(8,274)(3,089)(10,824)
Loss from related party equity method investment— — — (31,702)
Loss from continuing operations before income taxes(16,629)(19,945)(58,469)(87,992)
Provision for income taxes76 273 97 447 
Net loss from continuing operations(16,705)(20,218)(58,566)(88,439)
Income from discontinued operations, net of tax, attributable to NantHealth— 38 23 31,993 
Net loss(16,705)(20,180)(58,543)(56,446)
Net loss attributable to noncontrolling interests— (78)(284)(120)
Net loss attributable to NantHealth$(16,705)$(20,102)$(58,259)$(56,326)
Basic and diluted net loss per share attributable to NantHealth:
Continuing operations - common stock$(0.14)$(0.18)$(0.51)$(0.80)
Discontinued operations - common stock$— $— $— $0.29 
Total net loss per share - common stock$(0.14)$(0.18)$(0.51)$(0.51)
Weighted average shares outstanding
Basic and diluted - common stock115,461,629 111,238,540 114,148,604 110,954,858 






NantHealth, Inc.
Non-GAAP Net Loss from Continuing Operations Attributable to NantHealth and Non-GAAP Net Loss Per Share from Continuing Operations Attributable to NantHealth
(Dollars in thousands, except per share amounts)
(Unaudited)
Three Months Ended December 31,Year Ended
December 31,
2021202020212020
Net loss from continuing operations attributable to NantHealth$(16,705)$(20,140)$(58,282)$(88,319)
Adjustments to GAAP net loss from continuing operations attributable to NantHealth:
Loss from related party equity method investment
— — — 31,702 
Stock-based compensation expense from continuing operations
1,346 961 3,879 2,722 
Loss on Exchange and Prepayment of 2016 Notes— — 742 — 
Change in fair value of derivatives liability
— (3)(4)
Change in fair value of Bookings Commitment
1,190 8,098 2,323 11,168 
Noncash interest expense related to convertible notes54 1,698 622 6,477 
Intangible amortization from continuing operations
2,234 2,212 8,880 8,395 
Impairment of intangible assets, including internal-use software— 729 — 729 
Securities litigation costs
— — — (103)
Tax provision (benefit) resulting from certain noncash tax items44 244 (60)228 
Total adjustments to GAAP net loss from continuing operations attributable to NantHealth4,868 13,939 16,382 61,322 
Net loss from continuing operations attributable to NantHealth - Non-GAAP$(11,837)$(6,201)$(41,900)$(26,997)
Weighted average basic common shares outstanding115,461,629 111,238,540 114,148,604 110,954,858 
Net loss per common share from continuing operations attributable to NantHealth - Non-GAAP$(0.10)$(0.06)$(0.37)$(0.24)







Reconciliation of Net Loss per Common Share from Continuing Operations Attributable to NantHealth to Net Loss per Common Share from Continuing Operations Attributable to NantHealth - Non-GAAP (Unaudited):
Three Months Ended December 31,Year Ended
December 31,
2021202020212020
Net loss per common share from continuing operations attributable to NantHealth$(0.14)$(0.18)$(0.51)$(0.80)
Adjustments to GAAP net loss per common share from continuing operations attributable to NantHealth:
Loss from related party equity method investment
— — — 0.29 
Stock-based compensation expense from continuing operations
0.01 0.01 0.04 0.02 
Loss on Exchange and Prepayment of 2016 Notes— — 0.01 — 
Change in fair value of derivatives liability
— — — — 
Change in fair value of Bookings Commitment
0.01 0.07 0.01 0.10 
Noncash interest expense related to convertible notes— 0.01 — 0.06 
Intangible amortization from continuing operations
0.02 0.02 0.08 0.08 
Impairment of intangible assets, including internal-use software— 0.01 — 0.01 
Securities litigation costs
— — — — 
Tax provision (benefit) resulting from certain noncash tax items— — — — 
Total adjustments to GAAP net loss per common share from continuing operations attributable to NantHealth0.04 0.12 0.14 0.56 
Net loss per common share from continuing operations attributable to NantHealth - Non-GAAP$(0.10)$(0.06)$(0.37)$(0.24)