Segments | Segments The Company’s reportable segments are identified based on a number of factors related to how its chief operating decision maker ("CODM") determines the allocation of resources and assesses the performance of the Company’s operations. The Company's CODM manages the Company under four reportable segments. The Company’s reportable segments are strategic units that offer different services under different financial and operating models to the Company’s customers. The segments are managed separately because each requires different technology and marketing strategies. Furthermore, the different segments were each generally acquired as a unit, with the management of each at the time of acquisition retained to continue to operate their respective businesses. The Company has determined each of the separate reportable segments based on the difference in services provided by each of the segments as provided in further detail below: • NEMT - The Company's NEMT segment is its legacy segment and operates primarily under the brands ModivCare Solutions and Circulation. The NEMT segment is the largest manager of non-emergency medical transportation programs for state governments and managed care organizations, or MCOs, in the U.S. This segment also holds the results of the Company's captive insurance program. • Personal Care - The Company's Personal Care segment began operations in November 2020 with the acquisition of Simplura and expanded in September 2021 with the acquisition of Care Finders. The Personal Care segment operates under the brands Simplura and Care Finders and provides personal care to State and Managed Medicaid, Medicare, and Private Pay patient populations in need of care monitoring and assistance performing activities of daily living; • RPM - The Company's RPM segment began operations in September 2021 with the acquisition of VRI and expanded in May 2022 with the acquisition of GMM. The RPM segment operates under the VRI brand and is a provider of remote patient monitoring solutions, including personal emergency response systems, vitals monitoring and data-driven patient engagement solutions; • Corporate and Other - Effective January 1, 2022, the Company completed its segment reorganization which resulted in the addition of a Corporate and Other segment that includes the costs associated with the Company's corporate operations. The operating results of the Corporate and Other segment include activities related to executive, accounting, finance, internal audit, tax, legal and certain strategic and corporate development functions for each segment, as well as the results of the Matrix investment. Prior to the segment reorganization, we reported the investment in Matrix as a separate operating segment, however based on the relative size of the Matrix investment and all related activity to the overall financial statements, the CODM no longer views it as a separate operating segment but reviews results in conjunction with the other corporate results of the business. The Company reclassified certain costs associated with this reorganization for the three and nine months ended September 30, 2021, to conform to this presentation. The Company evaluates performance and allocates resources based on the operating income of the reportable segments, which includes an allocation of corporate expenses directly attributable to the specific segment and includes revenues and all other costs directly attributable to the specific segment. The following table sets forth certain financial information from continuing operations attributable to the Company’s business segments for the three and nine months ended September 30, 2022 and 2021 (in thousands): Three months ended September 30, 2022 NEMT Personal Care RPM Corporate and Other Total Service revenue, net $ 459,796 $ 169,226 $ 18,760 $ — $ 647,782 Grant income (1) — 789 — — 789 Service expense 394,981 132,746 6,836 — 534,563 General and administrative expense 31,815 22,057 5,816 16,201 75,889 Depreciation and amortization 7,079 12,919 5,467 207 25,672 Operating income (loss) $ 25,921 $ 2,293 $ 641 $ (16,408) $ 12,447 Equity in net loss (income) of investee, net of tax $ (208) $ — $ — $ 26,656 $ 26,448 Equity investment $ 208 $ — $ — $ 43,269 $ 43,477 Goodwill (2) $ 135,186 $ 552,775 $ 280,429 $ 30 $ 968,420 Total assets $ 517,930 $ 962,425 $ 402,929 $ 106,561 $ 1,989,845 Nine months ended September 30, 2022 NEMT Personal Care RPM Corporate and Other Total Service revenue, net $ 1,309,449 $ 491,661 $ 49,362 $ — $ 1,850,472 Grant income (1) — 4,587 — — 4,587 Service expense 1,100,801 379,423 17,884 — 1,498,108 General and administrative expense 102,736 68,536 17,520 43,316 232,108 Depreciation and amortization 21,576 37,976 14,201 623 74,376 Operating income (loss) $ 84,336 $ 10,313 $ (243) $ (43,939) $ 50,467 Equity in net loss (income) of investee, net of tax $ (143) $ — $ — $ 28,163 $ 28,020 Equity investment $ 208 $ — $ — $ 43,269 $ 43,477 Goodwill (2) $ 135,186 $ 552,775 $ 280,429 $ 30 $ 968,420 Total assets $ 517,930 $ 962,425 $ 402,929 $ 106,561 $ 1,989,845 (1) Grant income for the Personal Care segment includes funding received on a periodic basis from the PRF in relation to relief under the CARES Act and funding received from the SLFRF under ARPA in relation to economic recovery to combat health and economic impacts of the COVID-19 pandemic. See Note 2, Significant Accounting Policies and Recent Accounting Pronouncements. (2) In May 2022, the Company completed the acquisition of GMM which is included within the RPM segment. The Company recorded goodwill of $43.7 million related to the acquisition during the second quarter of 2022. During the third quarter of 2022, the Company recorded an increase in GMM goodwill of $0.4 million and a decrease in VRI goodwill of $0.4 million related to measurement period adjustments as discussed in Note 3, Acquisitions, for a total GMM goodwill balance of $44.1 million and a total VRI goodwill balance of $236.3 million. Additionally, during the third quarter of 2022, the Company recorded a net decrease in goodwill of $0.1 million in the Personal Care segment related to measurement period adjustments at the Care Finders subsidiary as discussed in Note 3, Acquisitions . Three months ended September 30, 2021 NEMT Personal Care RPM Corporate and Other Total Service revenue, net $ 372,992 $ 118,503 $ 1,564 $ — $ 493,059 Grant income (1) — — — — — Service expense 304,398 94,107 767 — 399,272 General and administrative expense 29,875 15,802 216 22,312 68,205 Depreciation and amortization 7,496 4,912 200 — 12,608 Operating income (loss) $ 31,223 $ 3,682 $ 381 $ (22,312) $ 12,974 Equity in net loss of investee, net of tax $ — $ — $ — $ 4,845 $ 4,845 Equity investment $ — $ — $ — $ 134,353 $ 134,353 Goodwill $ 135,186 $ 565,886 $ 228,884 $ 30 $ 929,986 Total assets $ 552,912 $ 1,037,886 $ 343,277 $ 201,078 $ 2,135,153 Nine months ended September 30, 2021 NEMT Personal Care RPM Corporate and Other Total Service revenue, net $ 1,081,168 $ 338,385 $ 1,564 $ — $ 1,421,117 Grant income (1) — 3,500 — — 3,500 Service expense 869,470 268,933 767 — 1,139,170 General and administrative expense 85,961 45,606 216 47,812 179,595 Depreciation and amortization 21,744 14,723 200 — 36,667 Operating income (loss) $ 103,993 $ 12,623 $ 381 $ (47,812) $ 69,185 Equity in net loss of investee, net of tax $ — $ — $ — $ 1,424 $ 1,424 Equity investment $ — $ — $ — $ 134,353 $ 134,353 Goodwill $ 135,186 $ 565,886 $ 228,884 $ 30 $ 929,986 Total assets $ 552,912 $ 1,037,886 $ 343,277 $ 201,078 $ 2,135,153 |