UpHealth (UPHL) 10-Q 29 Dec 22 2022 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2022	Dec. 28, 2022
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2022
Document Transition Report	false
Entity File Number	001-38924
Entity Registrant Name	UpHealth, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	83-3838045
Entity Address, Address Line One	14000 S. Military Trail,
Entity Address, Address Line Two	Suite 203
Entity Address, City or Town	Delray Beach,
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33484
City Area Code	888
Local Phone Number	424-3646
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		15,054,431
Entity Central Index Key	0001770141
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Amendment Flag	false
Common Stock, par value $0.0001 per share
Document Information [Line Items]
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	UPH.BC
Security Exchange Name	NYSE
Redeemable Warrants, exercisable for one share of Common Stock at an exercise price of $115.00 per share
Document Information [Line Items]
Title of 12(b) Security	Redeemable Warrants, exercisable for one share of Common Stock at an exercise price of $115.00 per share
Trading Symbol	UPH.WS.BC
Security Exchange Name	NYSE

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands		Sep. 30, 2022	Dec. 31, 2021
Current Assets:
Cash and cash equivalents		$ 22,608	$ 58,192
Restricted cash		0	18,609
Accounts receivable, net		22,626	22,761
Inventories		2,762	2,928
Due from related parties		21	40
Prepaid expenses and other current assets		4,077	4,217
Total current assets		52,094	106,747
Property and equipment, net		20,075	56,072
Intangible assets, net		56,474	115,313
Goodwill		195,028	284,268
Equity investment		21,200	0
Deferred tax assets		83	0
Other assets		454	6,907
Total assets		345,408	569,307
Current Liabilities:
Accounts payable		16,393	13,604
Accrued expenses		41,238	36,084
Deferred revenues		4,407	2,649
Due to related party		209	47
Income taxes payable		229	739
Related-party debt, current		403	657
Debt, current		10	22,093
Forward share purchase liability		0	18,051
Other liabilities, current		3,758	2,780
Total current liabilities		66,647	96,704
Related-party debt, noncurrent		343	331
Debt, noncurrent		143,303	98,417
Deferred tax liabilities		0	28,281
Warrant liabilities, noncurrent		61	252
Derivative liability, noncurrent		692	7,977
Other liabilities, noncurrent		2,880	3,502
Total liabilities		213,926	235,464
Commitments and Contingencies (Note 11)
Stockholders’ Equity:
Common stock		2	1
Additional paid-in capital		686,518	665,474
Treasury stock, at cost		(17,000)	0
Accumulated deficit		(538,854)	(343,209)
Accumulated other comprehensive loss		0	(3,802)
Total UpHealth, Inc., stockholders’ equity		130,666	318,464
Noncontrolling interests		816	15,379
Total stockholders’ equity	[1]	131,482	333,843
Total liabilities and stockholders’ equity		$ 345,408	$ 569,307
[1] Amounts as of September 30, 2022 and before that date differ from those published in our prior condensed consolidated financial statements as they were retrospectively adjusted as a result of the Reverse Stock Split (as described below in Note 1, Organization and Business ). Specifically, the number of common shares outstanding during periods before the Reverse Stock Split are divided by the exchange ratio of 10:1, such that each ten shares of common stock were combined and reconstituted into one share of common stock effective December 8, 2022.

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Total revenues	$ 38,666	$ 45,192	$ 118,306	$ 89,890
Total costs of revenues	20,167	27,245	62,110	53,621
Gross profit	18,499	17,947	56,196	36,269
Operating expenses:
Sales and marketing	4,771	3,090	10,983	5,670
Research and development	2,231	1,916	5,600	5,759
General and administrative	13,922	11,452	42,213	22,481
Depreciation and amortization	3,336	3,626	13,272	7,496
Stock-based compensation	2,126	410	4,588	410
Lease abandonment expenses	0	915	75	915
Goodwill and intangible asset impairment	106,096	0	112,270	0
Acquisition, integration, and transformation costs	6,049	1,227	15,182	36,566
Total operating expenses	138,531	22,636	204,183	79,297
Loss from operations	(120,032)	(4,689)	(147,987)	(43,028)
Other income (expense):
Interest expense	(6,708)	(8,145)	(20,306)	(13,760)
Gain on consolidation of equity investment	0	0	0	640
Loss on deconsolidation of subsidiary	(37,708)	0	(37,708)	0
Gain on fair value of derivative liability	223	49,885	6,893	49,885
Gain on fair value of warrant liabilities	0	373	190	1,447
Gain (loss) on extinguishment of debt	(14,610)	0	(14,610)	151
Other income, net, including interest income	32	259	30	40
Total other income (expense)	(58,771)	42,372	(65,511)	38,403
Income (loss) before income tax benefit (expense)	(178,803)	37,683	(213,498)	(4,625)
Income tax benefit (expense)	13,219	(6,695)	17,744	357
Net income (loss) before loss from equity investment	(165,584)	30,988	(195,754)	(4,268)
Loss from equity investment	0	0	0	(561)
Net income (loss)	(165,584)	30,988	(195,754)	(4,829)
Less: net income (loss) attributable to noncontrolling interests	178	231	(109)	147
Net income (loss) attributable to UpHealth, Inc.	$ (165,762)	$ 30,757	$ (195,645)	$ (4,976)
Net income (loss) per share attributable to UpHealth, Inc.:
Basic (in dollars per share)	$ (11.17)	$ 2.61	$ (13.41)	$ (0.52)
Diluted (in dollars per share)	$ (11.17)	$ 2.60	$ (13.41)	$ (0.52)
Weighted average shares outstanding:
Basic (in shares)	14,842	11,763	14,588	9,519
Diluted (in shares)	14,842	11,807	14,588	9,519
Services
Total revenues	$ 27,600	$ 21,977	$ 81,382	$ 45,563
Total costs of revenues	13,440	12,434	42,647	26,497
Licenses and subscriptions
Total revenues	2,019	10,956	10,612	23,759
Total costs of revenues	463	6,350	913	13,020
Products
Total revenues	9,047	12,259	26,312	20,568
Total costs of revenues	$ 6,264	$ 8,461	$ 18,550	$ 14,104

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ (165,584)	$ 30,988	$ (195,754)	$ (4,829)
Foreign currency translation adjustments, net of tax	0	19	(3,857)	(3,459)
Comprehensive income (loss)	(165,584)	31,007	(199,611)	(8,288)
Comprehensive income (loss) attributable to noncontrolling interests	178	231	(109)	147
Comprehensive income (loss) attributable to UpHealth, Inc.	$ (165,762)	$ 30,776	$ (199,502)	$ (8,435)

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Thousands		Total		Common Stock	Additional Paid-In Capital		Treasury Stock	Accumulated Deficit	Accumulated Other Comprehensive Loss	Total UpHealth, Inc. Stockholders’ Equity	Noncontrolling Interests
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	[1],[2]						0
Beginning balance (in shares) at Dec. 31, 2020	[1],[2]			7,002
Beginning balance at Dec. 31, 2020	[1],[2]	$ 220,721		$ 1	$ 222,906		$ 0	$ (2,186)	$ 0	$ 220,721	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock to consummate business combinations (in shares)	[1],[2]			875
Issuance of common stock to consummate business combinations	[1],[2]	104,798		$ 0	87,409					87,409	17,389
Net income (loss)		(3,027)						(2,949)		(2,949)	(78)
Foreign currency translation adjustments		(1,159)							(1,159)	(1,159)
Ending balance (in shares) at Mar. 31, 2021	[1],[2]			7,877
Ending balance at Mar. 31, 2021	[1],[2]	321,333		$ 1	310,315		0	(5,135)	(1,159)	304,022	17,311
Beginning balance (in shares) at Dec. 31, 2020	[1],[2]			7,002
Beginning balance at Dec. 31, 2020	[1],[2]	220,721		$ 1	222,906		0	(2,186)	0	220,721	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)		(4,829)
Foreign currency translation adjustments		(3,459)
Ending balance (in shares) at Sep. 30, 2021	[2]			11,780
Ending balance at Sep. 30, 2021	[2]	626,549		$ 1	621,871		$ 0	(7,161)	(3,459)	611,252	15,297
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	[1],[2]						0
Beginning balance (in shares) at Mar. 31, 2021	[1],[2]			7,877
Beginning balance at Mar. 31, 2021	[1],[2]	321,333		$ 1	310,315		$ 0	(5,135)	(1,159)	304,022	17,311
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock to consummate business combinations (in shares)	[1],[2]			2,616
Issuance of common stock to consummate business combinations	[1],[2]	241,348		$ 0	243,587					243,587	(2,239)
Merger recapitalization (in shares)	[1],[2]			947
Merger recapitalization	[1],[2]	54,605		$ 0	54,605					54,605
PIPE common stock issuance (in shares)	[2]			300
PIPE common stock issuance	[2]	27,079			27,079					27,079
Forward share repurchase agreement	[2]	(17,000)			(17,000)					(17,000)
Issuance of common stock for debt conversion (in shares)	[1],[2]			20
Issuance of common stock for debt conversion	[1],[2]	1,879			1,879					1,879
Net income (loss)		(32,789)						(32,783)		(32,783)	(6)
Foreign currency translation adjustments		(2,319)							(2,319)	(2,319)
Ending balance (in shares) at Jun. 30, 2021	[2]			11,760
Ending balance at Jun. 30, 2021	[2]	594,136		$ 1	620,465		$ 0	(37,918)	(3,478)	579,070	15,066
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	[2]						0
Purchase consideration adjustment		677			677					677
Exercise of stock option, net (in shares)	[2]			20
Exercise of stock options, net		319	[2]		319	[2]				319
Stock-based compensation		410			410					410
Net income (loss)		30,988						30,757		30,757	231
Foreign currency translation adjustments		19							19	19
Ending balance (in shares) at Sep. 30, 2021	[2]			11,780
Ending balance at Sep. 30, 2021	[2]	626,549		$ 1	621,871		$ 0	(7,161)	(3,459)	611,252	15,297
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	[2]						0
Beginning balance (in shares)	[3]						0
Beginning balance (in shares) at Dec. 31, 2021	[3]			14,428
Beginning balance at Dec. 31, 2021	[3]	333,843		$ 1	665,474		$ 0	(343,209)	(3,802)	318,464	15,379
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity award activity, net of shares withheld for taxes (in shares)	[3]			37
Equity award activity, net of shares withheld for taxes	[3]	(67)			(67)					(67)
Stock-based compensation		1,374			1,374					1,374
Net income (loss)		(17,705)						(17,445)		(17,445)	(260)
Foreign currency translation adjustments		(1,377)							(1,377)	(1,377)
Ending balance (in shares) at Mar. 31, 2022	[3]			14,465
Ending balance at Mar. 31, 2022	[3]	316,068		$ 1	666,781		0	(360,654)	(5,179)	300,949	15,119
Beginning balance (in shares) at Dec. 31, 2021	[3]			14,428
Beginning balance at Dec. 31, 2021	[3]	333,843		$ 1	665,474		0	(343,209)	(3,802)	318,464	15,379
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Deconsolidation of subsidiary		(14,300)
Net income (loss)		(195,754)
Foreign currency translation adjustments		(3,857)
Ending balance (in shares) at Sep. 30, 2022	[3]			15,006
Ending balance at Sep. 30, 2022	[3]	131,482		$ 2	686,518		$ (17,000)	(538,854)	0	130,666	816
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	[3]						0
Beginning balance (in shares) at Mar. 31, 2022	[3]			14,465
Beginning balance at Mar. 31, 2022	[3]	316,068		$ 1	666,781		$ 0	(360,654)	(5,179)	300,949	15,119
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity award activity, net of shares withheld for taxes (in shares)	[3]			390
Equity award activity, net of shares withheld for taxes	[3]	(1,159)			(1,160)					(1,159)
Stock-based compensation		1,088			1,088					1,088
Common stock repurchased in connection with forward share purchase agreement (in shares)	[3]			(170)			170
Common stock repurchased in connection with forward share purchase agreement	[3]	0			17,000		$ (17,000)
Purchase of noncontrolling interest		(139)									(139)
Distribution to noncontrolling interests		(30)									(30)
Net income (loss)		(12,465)						(12,438)		(12,438)	(27)
Foreign currency translation adjustments		(2,480)							(2,480)	(2,480)
Ending balance (in shares) at Jun. 30, 2022	[3]			14,685
Ending balance at Jun. 30, 2022	[3]	300,883		$ 2	683,709		$ (17,000)	(373,092)	(7,659)	285,960	14,923
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	[3]						170
Equity award activity, net of shares withheld for taxes	[3]	(30)			(30)					(30)
Issuance of common stock in connection with 2025 Notes	[3]	713			713					713
Stock-based compensation		2,126			2,126					2,126
Deconsolidation of subsidiary		(6,626)							7,659	7,659	(14,285)
Net income (loss)		(165,584)						(165,762)		(165,762)	178
Foreign currency translation adjustments		0
Ending balance (in shares) at Sep. 30, 2022	[3]			15,006
Ending balance at Sep. 30, 2022	[3]	$ 131,482		$ 2	$ 686,518		$ (17,000)	$ (538,854)	$ 0	$ 130,666	$ 816
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)	[3]						170
[1] Amounts as of March 31, 2021 and before that date differ from those published in our prior condensed consolidated financial statements as they were retrospectively adjusted as a result of the accounting for the Business Combinations (as defined below in Note 1, Organization and Business ). Specifically, the number of common shares outstanding during periods before the Business Combinations are computed on the basis of the number of common shares of UpHealth Holdings (accounting acquiror) during those periods multiplied by the exchange ratio established in the stock purchase agreement (1.00 UpHealth Holdings shares converted to 10.28 GigCapital2 shares). Common stock and additional paid-in capital were adjusted accordingly. Amounts as of September 30, 2022 and before that date differ from those published in our prior condensed consolidated financi al statements as they were retrospectively adjusted as a result of the Reverse Stock Split (as described below in Note 1, Organization and Business ). Specifically, the number of common shares outstanding during periods before the Reverse Stock Split are divided by the exchange ratio of 10:1, such that each ten shares of common stock were combined and reconstituted into one share of common stock effective December 8, 2022. Amounts as of September 30, 2022 and before that date differ from those published in our prior condensed consolidated financial statements as they were retrospectively adjusted as a result of the Reverse Stock Split (as described below in Note 1, Organization and Business ). Specifically, the number of common shares outstanding during periods before the Reverse Stock Split are divided by the exchange ratio of 10:1, such that each ten shares of common stock were combined and reconstituted into one share of common stock effective December 8, 2022.

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Operating activities:
Net loss	$ (195,754)	$ (4,829)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	17,274	9,701
Amortization of debt issuance costs and discount on convertible debt	10,130	5,398
Stock-based compensation	4,588	410
Impairment of property, plant and equipment, intangible assets and goodwill	112,270	0
Loss (gain) on extinguishment of debt	14,610	(151)
Loss from equity investment	0	561
Gain on consolidation of equity investment	0	(640)
Loss on deconsolidation of subsidiary	37,708	0
Gain on fair value of warrant liabilities	(190)	(1,447)
Gain on fair value of derivative liability	(6,893)	(49,885)
Loss on disposal of property and equipment	0	80
Deferred income taxes	(17,485)	(1,274)
Other	0	350
Changes in operating assets and liabilities, net of effects of acquisitions:
Accounts receivable	(5,201)	(27,550)
Inventories	(126)	(326)
Prepaid expenses and other current assets	(592)	(1,050)
Accounts payable and accrued expenses	10,475	16,467
Income taxes payable	(758)	886
Deferred revenue	2,382	4,643
Due to related parties	(39)	17
Other liabilities	49	230
Net cash used in operating activities	(17,551)	(48,409)
Investing activities:
Purchases of property and equipment	(5,238)	(1,879)
Due to (from) related parties	(14)	253
Decondolidated Glocal cash (Note 1)	(8,743)	0
Net cash acquired in acquisition of businesses	0	4,263
Net cash (used in) provided by investing activities	(13,995)	2,637
Financing activities:
Proceeds from merger and recapitalization transaction	0	83,435
Proceeds from debt	67,500	164,500
Repayments of debt	(48,234)	(23,307)
Proceeds from Provider Relief Funds	0	506
Payment of debt issuance costs	(1,475)	(8,100)
Repayment of forward share purchase	(18,521)	0
Repayments of seller notes	(18,680)	(99,207)
Payments of capital lease obligations	(2,544)	(1,253)
Proceeds from stock option exercises	0	319
Payments for taxes related to net settlement of equity awards	(95)	0
Distribution to noncontrolling interest	(139)	(100)
Payments of amount due to member	0	(4,271)
Net cash (used in) provided by financing activities	(22,188)	112,522
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	(459)	(807)
Net (decrease) increase in cash, cash equivalents, and restricted cash	(54,193)	65,943
Cash, cash equivalents, and restricted cash, beginning of period	76,801	2,369
Cash, cash equivalents, and restricted cash, end of period	22,608	68,312
Supplemental cash flow information:
Cash paid for interest	5,269	4,640
Cash paid for income taxes	521	0
Property, plant and equipment reclassed from other assets	3,751	0
Property and equipment acquired through capital lease and vendor financing arrangements	3,005	1,047
Issuance of common stock for debt conversion	0	1,879
Issuance of common stock for debt issuance costs	713	0
Reconciliation of cash, cash equivalents, and restricted cash:
Cash and cash equivalents	22,608	67,877
Restricted cash	0	435
Total cash, cash equivalents, and restricted cash	22,608	68,312
TTC
Issuance of common stock and promissory note to consummate business combination	0	34,954
Glocal
Issuance of common stock and promissory note to consummate business combination	0	110,122
Innovations Group
Issuance of common stock and promissory note to consummate business combination	0	157,878
Cloudbreak
Issuance of common stock and promissory note to consummate business combination	$ 0	$ 106,298

Organization and Business

Organization and Business	9 Months Ended
	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Business	Organization and Business UpHealth, Inc. (“ UpHealth ,” “ we ,” “ us ,” “ our ,” “ UpHealth, ” or the “ Company ”) is the parent company of both UpHealth Holdings, Inc. (“ UpHealth Holdings ”) and Cloudbreak Health, LLC (“ Cloudbreak ”). GigCapital2, Inc. (“ GigCapital2 ”), the Company’s predecessor, was incorporated in Delaware on March 6, 2019. GigCapital2 was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. The Company’s business combinations (the “ Business Combinations ”) were consummated on June 9, 2021, and in connection with the business combinations, GigCapital2 changed its corporate name to “UpHealth, Inc.” Our public units began trading on the NYSE under the symbol “GIX.U” on June 5, 2019. On June 26, 2019, we announced that the holders of our units may elect to separately trade the securities underlying such units. On July 1, 2019, the shares, warrants, and rights began trading on the NYSE under the symbols “GIX”, “GIX.WS,” and “GIX.RT,” respectively. On June 9, 2021, upon the completion of the Business Combinations, our units separated into their underlying shares of common stock, warrants, and rights (and the rights were converted into shares of common stock). Our units and rights ceased to trade, and our common stock and warrants now trade under the symbols “UPH.BC” and “UPH.WS.BC,” respectively. Reverse Stock Split On December 5, 2022 our stockholders approved an amendment to our Second Amended and Restated Certificate of Incorporation (the “ Certificate of Amendment ”) to effect a reverse split of the outstanding shares of our common stock, par value $0.0001 per share, at a specific ratio within a range of 4:1 to 10:1, with the specific ratio to be fixed within this range by our board of directors in its sole discretion without further stockholder approval (the “ Reverse Stock Split ”). Our board of directors fixed the Reverse Stock Split ratio at 10:1, such that each ten shares of common stock were combined and reconstituted into one share of common stock effective December 8, 2022. Except as noted, all share, stock option, restricted stock unit (“ RSU ”), and per share information throughout this Quarterly Report on Form 10-Q (this “ Quarterly Report ”) has been retroactively adjusted to reflect this Reverse Stock Split. Deconsolidation of Subsidiary As a result of events which occurred during the three months ended September 30, 2022, as described in Dispute and Litigation Regarding Control of Glocal Board of Directors of Item 1. Legal Proceedings in Part II of this Quarterly Report, we determined that a reconsideration event occurred in July 2022, which required us to reassess whether Glocal was a Variable Interest Entity (“ VIE ”) and whether we continued to have a controlling financial interest in Glocal Healthcare Systems Private Limited (“ Glocal ”). Based on this assessment, we concluded that Glocal was a VIE, and furthermore, that we no longer have the ability to direct any activities of Glocal and no longer have a controlling financial interest. As a result, effective July 2022, we deconsolidated Glocal and recorded a $37.7 million loss on deconsolidation of equity investment in our unaudited condensed consolidated statements of operations, measured as the difference between the probability-weighted fair value of Glocal of $21.2 million and the carrying amount of Glocal’s assets and liabilities as of July 1, 2022. The probability-weighted fair value of Glocal, which is included in equity investment in our unaudited condensed consolidated balance sheets, incorporated scenarios where control of Glocal was gained and Glocal would continue as a going concern, control of Glocal was gained and Glocal would need to be liquidated, and control of Glocal was not gained and the equity investment in Glocal would be worthless. Further, we assessed the prospective accounting for our equity investment in Glocal. Since we no longer had the ability to exercise significant influence over operating and financial policies of Glocal, we concluded the investment should be accounted for utilizing the ASC 621 measurement alternative, whereby the investment was measured at cost and will continue to be evaluated for any indicators of impairment. In addition, we derecognized $14.3 million of noncontrolling interests related to Glocal. If through the legal processes discussed in Dispute and Litigation Regarding Control of Glocal Board of Directors of Item 1. Legal Proceedings in Part II of this Quarterly Report, we are able to obtain the ability to direct the activities of Glocal, and it is our intent to exercise all legal rights and remedies to achieve such a result, then we will further reassess the appropriate accounting treatment of our investment in Glocal. The following table sets forth details of Glocal's condensed balance sheet, which was deconsolidated effective July 1, 2022: (In thousands) As of July 1, 2022 Cash and cash equivalents $ 8,743 Restricted cash 508 Accounts receivable, net 5,043 Inventories 276 Prepaid expenses and other current assets 816 Property and equipment, net 27,415 Intangible assets 34,449 Other assets 1,814 Total assets 79,064 Accounts payable 2,430 Accrued expenses 1,189 Deferred revenue, current 588 Income taxes payable 2,512 Related-party debt 71 Debt 551 Other liabilities 144 Deferred tax liabilities 6,045 Accumulated other comprehensive loss (7,659) Noncontrolling interests 14,285 Total liabilities and stockholder's equity 20,156 Carrying value of Glocal at deconsolidation 58,908 Fair value of Glocal at deconsolidation 21,200 Loss on deconsolidation of equity investment $ 37,708 The financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. The only transactions between the Company and Glocal during the three months ended September 30, 2022 was the transfer by the Company of $5.1 million to a designated “Share Account” maintained with a leading bank in India in the name of Glocal for which our Chief Financial Officer is the sole authorized signatory.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation Our accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“ GAAP ”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“ SEC ”) for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Our unaudited condensed consolidated financial statements, including the condensed notes thereto, are unaudited and exclude some of the disclosures required in audited financial statements. Our condensed consolidated balance sheets as of December 31, 2021 have been derived from our audited consolidated financial statements as of that date, but do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, our accompanying unaudited condensed consolidated financial statements contain all adjustments and eliminations, consisting only of normal recurring adjustments necessary for a fair presentation in conformity with GAAP. Our accompanying unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements for the year ended December 31, 2021. Our unaudited condensed consolidated financial statements include the accounts of UpHealth and its consolidated subsidiaries. As described in Note 1, Organization and Business , our Glocal subsidiary was deconsolidated effective July 2022. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of the unaudited condensed consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts in the unaudited condensed consolidated financial statements and accompanying notes thereto. Significant estimates and assumptions made by management include the determination of: • The identification and reporting of variable interest entities (“VIEs”). We consolidate VIEs when we have variable interests and are the primary beneficiary. We continually evaluate our involvement with VIEs to determine when these criteria are met. • The valuation of equity investments, including our determination of the fair value of Glocal; • The valuation of assets acquired and liabilities assumed for business combinations, including intangible assets and goodwill; • The estimated economic lives and recoverability of intangible assets; • The valuations prepared in connection with the review of goodwill, intangible assets, and other long-lived assets for impairment: • The timing and amount of revenues to be recognized, including standalone selling price (“SSP”) of performance obligations for revenue contracts with multiple performance obligations; • The identification of and provision for uncollectible accounts receivable; • The capitalization and useful life of internal-use software development costs; • The valuation of derivatives and warrants; and • The recognition, measurement, and valuation of current and deferred income taxes and uncertain tax positions. Actual results could differ materially from those estimates. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable, the result of which forms the basis for making judgments about the carrying values of assets and liabilities. Equity Investment As discussed in Deconsolidation of Equity Investment in Note 1, Organization and Business , as of September 30, 2022, and for the three months then ended, we held an interest in the privately-held equity securities of Glocal in which we did not have a controlling interest and were unable to exercise significant influence. Based on the terms of these privately-held securities, we concluded the investment should be accounted for utilizing the ASC 621 measurement alternative, whereby the investment was measured at cost and will continue to be evaluated for any indicators of impairment. New Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) . This ASU simplifies the accounting for convertible instruments by eliminating the conversion option separation model for convertible debt that can be settled in cash and by eliminating the measurement model for beneficial conversion features. Convertible instruments that continue to be subject to separation models are (1) those with conversion options that are required to be accounted for as bifurcated derivatives and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. This ASU also requires entities to use the if-converted method for all convertible instruments in the diluted earnings per share calculation and include the effect of share settlement for instruments that may be settled in cash or shares, except for certain liability-classified share-based payment awards. This ASU will be effective for us on January 1, 2024. Early adoption is permitted, but no earlier than the fiscal year beginning on January 1, 2021, including interim periods within that fiscal year. We are currently evaluating the effect of the adoption of this ASU will have on our unaudited condensed consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . This ASU removes specific exceptions to the general principles in Topic 740. It eliminates the need for an organization to analyze whether the following apply in a given period: (1) exception to the incremental approach for intraperiod tax allocation, (2) exceptions to accounting for basis differences when there are ownership changes in foreign investments, and (3) exception in interim period income tax accounting for year-to-date losses that exceed anticipated losses. This ASU also improves financial statement preparers’ application of income tax-related guidance and simplifies GAAP for franchise taxes that are partially based on income, transactions with a government that result in a step up in the tax basis of goodwill, separate financial statements of legal entities that are not subject to tax, and enacted changes in tax laws in interim periods. This ASU will be effective for us for fiscal year beginning January 1, 2022, and to interim periods within the fiscal year beginning on January 1, 2023, with early adoption permitted. We are currently evaluating the effect the adoption of this ASU will have on our unaudited condensed consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , and subsequently issued several supplemental/clarifying ASUs (collectively, “ ASC 842 ”). Among other things, under this ASU, lessees will be required to recognize, at commencement date, a lease liability representing the lessee’s obligation to make lease payments arising from the lease and a right-of-use asset representing the lessee’s right to use or control the use of a specified asset for the lease term for leases greater than 12 months. Under the new guidance, lessor accounting is largely unchanged. We will adopt ASC 842 and all associated amendments, using the optional transition method to recognize a cumulative-effect adjustment through opening retained earnings as of the date of adoption. We will present the impact of the new guidance in our annual consolidated financial statements as of December 31, 2022 and our interim condensed consolidated financial statements thereafter. We have elected the package of practical expedients permitted under the transition guidance, which allowed us to carryforward our historical assessments of: (1) whether contracts are or contain leases, (2) lease classification and (3) initial direct costs. We will not elect the hindsight practical expedient. We will elect a policy of not recording leases on our consolidated balance sheets when the leases have a term of 12 months or less and we are not reasonably certain to elect an option to renew the leased asset. Due to the adoption of ASC 842, we expect to recognize an operating right-of-use assets and operating lease liabilities of approximately $12 million to $14 million and $13 million to $15 million, respectively, on our consolidated balance sheets as of the date of adoption. The difference between the right-of-use assets and lease liabilities on our consolidated balance sheets will be primarily due to the accrual for lease payments as a result of straight-line lease expense. The adoption of ASC 842 is not anticipated to have a material impact on our results of operations or cash flows. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , and subsequently issued several supplemental/clarifying ASUs (collectively, “ ASC 326 ”). This ASU requires entities to estimate a lifetime expected credit loss for most financial assets, including trade and other receivables, other long-term financings including available for sale and held-to-maturity debt securities, and loans. Subsequently, the FASB issued ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments-Credit Losses , which amended the scope of ASC 326 and clarified that receivables arising from operating leases are not within the scope of the standard and should continue to be accounted for in accordance with ASC 842. This ASU will be effective for us on January 1, 2023. We are currently evaluating the effect the adoption of this ASU will have on our unaudited condensed consolidated financial statements. Recently Adopted Accounting Pronouncements In May 2021, the FASB issued Accounting Standards Update (“ ASU ”) 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). This ASU reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. This ASU provides guidance for a modification or an exchange of a freestanding equity-classified written call option that is not within the scope of another Topic. It specifically addresses: (1) how an entity should treat a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; (2) how an entity should measure the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; and (3) how an entity should recognize the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchang e. We adopted the amended guidance effective January 1, 2022. The adoption of this standard did not have a material impact on our unaudited condensed consolidated financial statements.

Business Combinations

Business Combinations	9 Months Ended
	Sep. 30, 2022
Business Combination and Asset Acquisition [Abstract]
Business Combinations	Business Combinations Measurement Period We have included a measurement period table for each acquisition, identifying the line item or line items where an adjustment was deemed necessary and have quantified its impact. We finalized the valuations and completed the purchase price allocations for Thrasys, Inc. (“ Thrasys ”), Behavioral Health Services, LLC (“ BHS ”), TTC Healthcare, Inc. (“ TTC ”), and Innovations Group, Inc. (d/b/a MedQuest) (“ Innovations Group ”) during the three months ended December 31, 2021. We finalized the valuation and completed the purchase price allocation for Glocal during the three months ended March 31, 2022, and finalized the valuation and completed the purchase price allocation for Cloudbreak during the three months ended June 30, 2022. Acquisition of TTC The following table sets forth the allocation of the purchase price to TTC’s identifiable tangible and intangible assets acquired and liabilities assumed, including measurement period adjustments. The allocation of value in this table is complete, as the measurement period ended as of January 25, 2022. (In thousands) As of January 25, 2022 Measurement As of January 25, 2021 Accounts receivable $ 1,311 $ (462) $ 1,773 Prepaid expenses and other 187 — 187 Identifiable intangible assets 1,125 — 1,125 Property and equipment 531 — 531 Other assets 281 — 281 Goodwill 58,354 780 57,574 Total assets acquired 61,789 318 61,471 Accounts payable 625 — 625 Accrued expenses and other current liabilities 602 — 602 Due to related parties 4,200 2,807 1,393 Debt 11,216 (1,284) 12,500 Deferred tax liabilities 446 (28) 474 Total liabilities assumed 17,089 1,495 15,594 Net assets acquired $ 44,700 $ (1,177) $ 45,877 TTC submitted a request for forgiveness of its PPP loans in 2020 and they were forgiven in full and TTC was legally released from repaying the loans in the amount of $0.9 million and $0.3 million in February and March 2021, respectively. The forgiveness was recorded as a decrease in debt and goodwill during the three months ended March 31, 2021. In connection with the closing of the Business Combinations on June 9, 2021, the purchase consideration was adjusted in accordance with the merger agreements, resulting in a net decrease in net assets acquired and goodwill of $1.2 million. During the three months ended June 30, 2021, TTC recorded an accrual in the amount of $2.8 million for amounts owing to a related party as of the acquisition date, with an offsetting increase in goodwill. During the three months ended December 31, 2021, a $0.5 million accounts receivable reserve was recorded as a decrease in accounts receivable and an increase in goodwill. The acquired intangible assets from TTC and their related estimated useful lives consisted of the following: Approximate Estimated (In thousands) (in years) Definite-life intangible assets – Trade names $ 1,125 3 Acquisition of Glocal The following table sets forth the allocation of the purchase price to Glocal's identifiable tangible and intangible assets acquired and liabilities assumed, including measurement period adjustments. The allocation of value in this table is complete, as the measurement period ended as of March 26, 2022. (In thousands) As of March 26, 2022 Measurement Period Adjustments As of March 26, 2021 Accounts receivable, net $ 1,350 $ (5,111) $ 6,461 Inventories 325 — 325 Identifiable intangible assets 45,289 7,250 38,039 Property, equipment, and work in progress 26,767 (13,959) 40,726 Other current assets, including short term advances 15 (1,965) 1,980 Other noncurrent assets, including long term advances 509 — 509 Goodwill 121,913 30,042 91,871 Total assets acquired 196,168 16,257 179,911 Accounts payable 579 — 579 Accrued expenses and other current liabilities 9,692 1,421 8,271 Income tax liability 2,420 2,420 — Deferred tax liability 8,649 8,649 — Debt 19,937 (2,275) 22,212 Noncontrolling interest 29,278 11,889 17,389 Total liabilities assumed and noncontrolling interest 70,555 22,104 48,451 Net assets acquired $ 125,613 $ (5,847) $ 131,460 In connection with the closing of the Business Combinations on June 9, 2021, the purchase consideration was adjusted in accordance with the merger agreements, resulting in a net decrease in net assets acquired and goodwill of $5.8 million during the three months ended June 30, 2021. During the three months ended June 30, 2021, Glocal recorded a deferred tax liability in the amount of $9.9 million relating to identifiable intangible and other assets acquired in connection with the acquisition, with an offsetting increase in goodwill. During the three months ended September 30, 2021, Glocal recorded a reserve against its accounts receivable in the amount of $2.0 million and a liability related to redeemable preferred shares as of the acquisition date in the amount of $11.9 million, with offsetting increases in goodwill. During the three months ended December 31, 2021, Glocal recorded reserves against accounts receivable and other assets in the amount of $5.1 million and additions to accrued expenses for unrecorded liabilities in the amount of $1.2 million, with an offsetting increase to goodwill. During the three months ended December 31, 2021, Glocal recorded debt forgiveness in the amount of $2.3 million, with an offsetting decrease to goodwill, as well as a deferred tax liability in the amount of $2.6 million relating to income tax liabilities and other assets acquired in connection with the acquisition, with an offsetting increase in goodwill. During the three months ended March 31, 2022, Glocal recorded a reduction in the fair value of property, equipment, and work in progress in the amount of $15.6 million, an increase in the value of intangible assets in the amount of $7.3 million, and an increase in accrued expenses related to unrecorded liabilities in the amount of $0.2 million, with offsetting increases to goodwill, as well as a reduction to the deferred tax liability in the amount of $2.6 million related to these adjustments, with an offsetting decrease in goodwill. The acquired intangible assets from Glocal and their related estimated useful lives consisted of the following: Approximate Estimated (In thousands) (in years) Definite-lived intangible assets—Technology and intellectual property $ 45,289 7 As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. Acquisition of Innovations Group The following table sets forth the allocation of the purchase price to Innovation Group’s identifiable tangible and intangible assets acquired and liabilities assumed. The allocation of value in this table is complete, as the measurement period ended as of April 27, 2022. (In thousands) As of April 27, 2022 Measurement Period Adjustments As of April 27, 2021 Accounts receivable $ 47 $ — $ 47 Inventories 2,693 — 2,693 Prepaid expenses and other 530 — 530 Identifiable intangible assets 29,115 790 28,325 Property and equipment 3,642 (4,295) 7,937 Other assets — (22) 22 Goodwill 143,654 (76) 143,730 Total assets acquired 179,681 (3,603) 183,284 Accounts payable 472 — 472 Accrued expenses and other current liabilities 772 (8) 780 Deferred revenue 302 — 302 Deferred tax liability 8,017 180 7,837 Debt — (4,069) 4,069 Noncontrolling interests — — — Total liabilities assumed and noncontrolling interest 9,563 (3,897) 13,460 Net assets acquired $ 170,118 $ 294 $ 169,824 During the three months ended September 30, 2021, Innovations Group recorded noncontrolling interests related to a VIE as of the acquisition date in the amount of $0.5 million, with an offsetting increase in goodwill. During the three months ended December 31, 2021, Innovations Group determined that the VIE should not be consolidated since it no longer had a variable interest in the VIE, and recorded a $4.3 million decrease to property and equipment, a $22 thousand decrease to other assets, an $8 thousand decrease to accrued expenses and other current liabilities and a $4.1 million decrease to debt, with no change to goodwill. In addition, during the three months ended December 31, 2021, Innovations Group recorded a lease intangible of $0.8 million, with an offsetting decrease in goodwill, as well as a $0.2 million increase in deferred tax liability related to income tax liabilities and other assets acquired in connection with the acquisition, with an offsetting increase in goodwill. The acquired intangible assets from Innovations Group and their related estimated useful lives consisted of the following: Approximate Estimated (In thousands) (in years) Definite-lived intangible assets—Trade names $ 10,925 10 Definite-lived intangible assets—Technology and intellectual property 8,075 5 - 7 Definite-lived intangible assets—Customer relationships 9,325 10 Definite-lived intangible assets—Lease $ 790 4.8 Total fair value of identifiable intangible assets $ 29,115 Acquisition of Cloudbreak The following table sets forth the allocation of the purchase price to Cloudbreak’s identifiable tangible and intangible assets acquired and liabilities assumed. The allocation of value in this table is complete, as the measurement period ended as of June 9, 2022. (In thousands) As of June 9, 2022 Measurement Period Adjustments As of June 9, 2021 Accounts receivable $ 5,551 $ 741 $ 4,810 Prepaid expenses and other 921 — 921 Identifiable intangible assets 32,475 — 32,475 Property and equipment 7,065 183 6,882 Other assets 631 (411) 1,042 Goodwill 107,219 (3,749) 110,968 Total assets acquired 153,862 (3,236) 157,098 Accounts payable 2,518 — 2,518 Accrued expenses and other current liabilities 1,267 362 905 Deferred revenue 15 — 15 Deferred tax liability 3,912 (3,994) 7,906 Other liabilities, noncurrent 382 382 — Debt 3,752 — 3,752 Total liabilities assumed 11,846 (3,250) 15,096 Net assets acquired $ 142,016 $ 14 $ 142,002 During the three months ended September 30, 2021, the purchase consideration was adjusted in accordance with the merger agreements, resulting in a net increase in net assets acquired and goodwill of $14 thousand. During the three months ended September 30, 2021, Cloudbreak recorded a lease liability related to its operating leases as of the acquisition date in the amount of $0.4 million, with an offsetting increase in goodwill. During the three months ended December 31, 2021, Cloudbreak recorded a $0.7 million increase to accounts receivable, net of reserve, with an offsetting decrease in goodwill; a $0.2 million increase to property and equipment and a $0.4 million decrease in other assets, with an offsetting increase in goodwill, related to capital lease security deposits; a $0.4 million increase to accrued expenses and other current liabilities, with an offsetting increase to goodwill, related to a payroll accrual and a payable to a customer; and a $3.9 million decrease in deferred tax liability related to income tax liabilities and other assets acquired in connection with the acquisition, with an offsetting increase in goodwill. During the three months ended June 30, 2022, Cloudbreak recorded a $0.1 million decrease in deferred tax liability related to income tax liabilities and other assets acquired in connection with the acquisition, with an offsetting decrease in goodwill. The acquired intangible assets from Cloudbreak and their related estimated useful lives consisted of the following: Approximate Estimated (In thousands) (in years) Definite-lived intangible assets—Trade names $ 12,975 10 Definite-lived intangible assets—Technology and intellectual property 5,825 5 Definite-lived intangible assets—Customer relationships 13,675 10 Total fair value of identifiable intangible assets $ 32,475 Acquisition, Integration and Transformation Costs For the three and nine months ended September 30, 2022, we incurred $6.0 million and $15.2 million, respectively, of acquisition, integration, and transformation costs for the acquisitions of UpHealth Holdings and its subsidiaries (Thrasys, BHS, TTC, Glocal, and Innovations Group), and Cloudbreak, which are included in our unaudited condensed consolidated statements of operations. For the three and nine months ended September 30, 2021, we incurred $1.2 million and $36.6 million, respectively, of acquisition, integration, and transformation costs for the acquisitions of UpHealth Holdings and its subsidiaries (Thrasys, BHS, TTC, Glocal, and Innovations Group), and Cloudbreak, which are included in our unaudited condensed consolidated statements of operations. Combined Pro Forma Results for the Three and Nine Months Ended September 30, 2021 The results of operations of UpHealth Holdings and its subsidiaries (BHS, Thrasys, TTC, Glocal, and Innovations Group) and Cloudbreak have been included in our unaudited condensed consolidated financial statements subsequent to their acquisition dates. The following unaudited pro forma consolidated financial information reflects the results of operations as if the acquisition of UpHealth Holdings (including all subsidiaries) and Cloudbreak had occurred on January 1, 2021, after giving effect to certain purchase accounting adjustments. These purchase accounting adjustments mainly include incremental depreciation expense related to the fair value adjustment of property and equipment, amortization expense related to identifiable intangible assets, and tax expense related to the combined tax provisions. This information does not purport to be indicative of the actual results that would have occurred if the acquisition had actually been completed on the date indicated, nor is it necessarily indicative of the future operating results or the financial position of the combined company: Three Months Ended September 30, Nine Months Ended (In thousands) 2021 2021 Pro Forma Revenues $ 45,192 $ 114,972 Net income (loss) $ 30,757 $ (9,294) Basic income (loss) per share $ 2.61 $ (0.98) Diluted income (loss) per share $ 2.61 $ (0.98)

Revenues

Revenues	9 Months Ended
	Sep. 30, 2022
Revenue from Contract with Customer [Abstract]
Revenues	Revenues As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. Revenues by geography consisted of the following: Three months ended September 30, Nine months ended September 30, (In thousands) 2022 2021 2022 2021 Americas $ 38,666 $ 32,097 $ 111,402 $ 61,449 Europe — 7,800 — 18,600 Asia — 5,295 6,904 9,841 Total revenues $ 38,666 $ 45,192 $ 118,306 $ 89,890 Our revenues are entirely derived from the healthcare industry. Revenues recognized over-time were approximately 75% and 70% of the total revenues during three months ended September 30, 2022 and 2021, respectively. Revenues recognized over-time were approximately 73% and 72% of total revenues during the nine months ended September 30, 2022 and 2021, respectively. Contract Assets There were no impairments of contract assets, consisting of unbilled receivables, during the three and nine months ended September 30, 2022 and 2021. The change in contract assets was as follows: Nine Months Ended September 30, (In thousands) 2022 2021 Unbilled receivables, beginning of period $ 784 $ 3,536 Reclassifications to billed receivables (784) (1,975) Revenues recognized in excess of period billings 896 11,526 Unbilled receivables, end of period $ 896 $ 13,087 Contract Liabilities The change in contract liabilities, consisting of deferred revenue, was as follows: Nine Months Ended September 30, (In thousands) 2022 2021 Deferred revenues, beginning of period $ 2,649 $ 397 Revenues recognized from balances held at the beginning of the period (2,023) (397) Revenues deferred from period collections on unfulfilled performance obligations 4,403 5,348 Deconsolidation of equity investment (622) — Deferred revenues, end of period $ 4,407 $ 5,348 Revenues recognized ratably over time are generally billed in advance and includes SaaS internet hosting, subscriptions, construction of digital hospitals and dispensaries, and related consulting, implementation, services support, and advisory services. Revenues recognized as delivered over time include professional services billed on a time and materials basis, and fixed fee professional services and training classes that are primarily billed, delivered, and recognized within the same reporting period. Approximately 0.1% and 1.7% of revenues recognized during the three and nine months ended September 30, 2022, respectively, was from the deferred revenues balance existing as of December 31, 2021. Approximately zero and 0.4% of revenues recognized during the three and nine months ended September 30, 2021, respectively, was from the deferred revenues balance existing as of December 31, 2020. Remaining Performance Obligations Remaining performance obligations consisted of the following as of September 30, 2022: (In thousands) Total Remaining 2023 - 2024 Subscriptions $ 9,979 $ 4,188 $ 5,791 Program management and professional services 4,115 1,372 2,743 Total $ 14,094 $ 5,560 $ 8,534

Supplemental Financial Statemen

Supplemental Financial Statement Information	9 Months Ended
	Sep. 30, 2022
Payables and Accruals [Abstract]
Supplemental Financial Statement Information	Supplemental Financial Statement Information As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. Property and equipment consisted of the following: (In thousands) September 30, 2022 December 31, 2021 Land $ — $ 15,459 Buildings — 18,086 Leasehold improvements 4,010 3,393 Medical and surgical equipment 556 2,953 Electrical and other equipment 21 508 Computer equipment, furniture and fixtures 15,009 12,029 Vehicles 302 185 Internal-use software 6,036 3,837 Construction in progress 2,891 4,363 28,825 60,813 Accumulated depreciation and amortization (8,750) (4,741) Total property and equipment, net $ 20,075 $ 56,072 Depreciation expense was $1.8 million and $1.8 million for the three months ended September 30, 2022 and 2021, respectively, and $5.1 million and $2.8 million for the nine months ended September 30, 2022 and 2021, respectively. Accrued expenses consisted of the following: (In thousands) September 30, 2022 December 31, 2021 Accrued professional fees $ 13,782 $ 10,238 Accrued products and licenses 17,820 17,889 Accrued interest on debt 2,971 1,227 Accrued payroll and bonuses 5,396 3,939 Accrued taxes in connection with shareholder distribution 120 120 Other accruals 1,149 2,671 Total accrued expenses $ 41,238 $ 36,084

Intangible Assets

Intangible Assets	9 Months Ended
	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	Intangible Assets As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. The changes in carrying amounts of intangible assets consisted of the following as of September 30, 2022: (In thousands) Trade Names Technology and Intellectual Property Customer Relationships Lease Total December 31, 2021 $ 29,506 $ 54,521 $ 30,612 $ 674 $ 115,313 Additions — 7,250 — — 7,250 Amortization (2,372) (6,976) (2,504) (127) (11,979) Impairments (5,428) (6,008) (6,191) — (17,627) Deconsolidation of equity investment — (34,449) — — (34,449) Foreign exchange — (2,034) — — (2,034) September 30, 2022 $ 21,706 $ 12,304 $ 21,917 $ 547 $ 56,474 Impairment charges of $16.9 million were recognized during the three months ended September 30, 2022 related to our Thrays and BHS business units and impairment charges of $17.6 million were recognized during the nine months ended September 30, 2022 related to our Thrasys, BHS and TTC business units. No impairment charge was recognized during the three and nine months ended September 30, 2021. The estimated useful lives of trade names are 3-10 years, the estimated useful lives of technology and intellectual property are 5-7 years, and the estimated useful life of customer relationships is 10 years. Amortization expense was $2.7 million and $3.5 million for the three months ended September 30, 2022 and 2021, respectively. Amortization expense was $12.0 million and $7.0 million for the nine months ended September 30, 2022 and 2021, respectively. The estimated amortization expense related to definite-lived intangible assets for the five succeeding years is as follows: (In thousands) Trade Name Amortization Technology and Intellectual Property Amortization Customer Relationships Amortization Lease Amortization Total Remaining 2022 $ 717 $ 726 $ 618 $ 38 $ 2,099 2023 2,076 2,951 2,548 165 7,740 2024 2,076 2,951 2,548 165 7,740 2025 2,076 2,951 2,548 165 7,740 2026 2,076 2,300 2,548 14 6,938 Thereafter 12,685 425 11,107 — 24,217 $ 21,706 $ 12,304 $ 21,917 $ 547 $ 56,474

Goodwill

Goodwill	9 Months Ended
	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	Goodwill In the three months ended March 31, 2022, as a result of measurement period adjustments, we increased goodwill in the amount of $5.5 million, which was immediately impaired. As a result of indicators of impairment identified during the three months ended September 30, 2022, we performed a goodwill impairment assessment as of September 30, 2022, which included both qualitative and quantitative assessments. Our assessment included a comparison of the carrying value to an estimated fair value using a market approach based on our market capitalization. Based on this assessment, we concluded the fair value of two segments were below the carrying value primarily due to the recent change in our market valuation and financial performance and recorded a goodwill impairment in the amount of $89.1 million. There were no impairments of goodwill during the three and nine months ended September 30, 2021. We performed our annual goodwill impairment assessment as of December 31, 2021, which included both qualitative and quantitative assessments. Our assessment included a comparison of the carrying value to an estimated fair value using a market approach based on our market capitalization. Based on this assessment, we concluded the fair value of all three segments was below the carrying value primarily due to the recent change in our market valuation and financial performance and recorded a goodwill impairment in the amount of $297.9 million. The carrying amount of goodwill consisted of the following: (In thousands) Goodwill Balance at December 31, 2021 $ 284,268 Measurement period adjustments 5,403 Impairments (94,643) Balance at September 30, 2022 $ 195,028

Debt

Debt	9 Months Ended
	Sep. 30, 2022
Debt Disclosure [Abstract]
Debt	Debt As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. Debt consisted of the following: (In thousands) September 30, 2022 December 31, 2021 2025 Notes $ 67,500 $ — 2026 Notes 115,000 160,000 Other debt facilities (various maturities and interest rates) — 3,847 Provider Relief and EIDL Funds 10 123 Seller notes — 18,680 Total debt 182,510 182,650 Less: unamortized original issue and debt discount (39,197) (62,140) Total debt, net of unamortized original issue and debt discount 143,313 120,510 Less: current portion of debt (10) (22,093) Noncurrent portion of debt $ 143,303 $ 98,417 2026 Unsecured Convertible Notes and Indenture On January 20, 2021, GigCapital2 entered into convertible note subscription agreements, each dated January 20, 2021 and amended on June 8, 2021, with certain institutional investors, pursuant to which GigCapital2 agreed to issue and sell unsecured convertible notes in a private placement to close immediately prior to the closing of the Business Combinations. On June 15, 2021, in connection with the closing of the Business Combinations, we entered into an indenture (the “2026 Indenture ”) with Wilmington Trust, National Association, a national banking association, (the “ Indenture Trustee ”) in its capacity as trustee thereunder, in respect of the $160.0 million in aggregate principal amount of unsecured convertible notes due in 2026 (the “ 2026 Notes ”) that were issued to certain institutional investors. The 2026 Notes bear interest at a rate of 6.25% per annum, payable semi-annually, and were convertible following the reverse split of our shares into approximately 1,502,347 shares of common stock at a conversion price of $106.50 in accordance with the terms of the 2026 Indenture, and will mature on June 15, 2026. The total proceeds received from the 2026 Notes were $151.9 million, net of debt issuance costs of $8.1 million. In accounting for the 2026 Notes, we bifurcated and accounted for the conversion option as a derivative measured at fair value on the issuance date in accordance with ASC 815, Derivatives and Hedging . The difference between the proceeds allocated to the 2026 Notes at issuance and the fair value of the conversion option was allocated to the host debt contract. At September 30, 2022 and December 31, 2021, the fair value of the derivative was $0.7 million and $8.0 million, respectively, all of which was included in derivative liability, noncurrent, in our unaudited condensed consolidated balance sheets. Total interest expense for the three months ended September 30, 2022 was $5.3 million, of which $2.2 million related to contractual interest expense, $2.7 million related to derivative accretion, and $0.4 million related to debt issuance costs amortization and for the nine months ended September 30, 2022 was $17.2 million, of which $7.2 million related to contractual interest expense, $8.9 million related to derivative accretion, and $1.2 million related to debt issuance costs amortization. Total interest expense for the three and nine months ended September 30, 2021 was $1.4 million, of which $0.6 million related to contractual interest expense, $0.7 million related to derivative accretion, and $0.1 million related to debt issuance costs amortization. Total other income for the three months ended September 30, 2022 included a $0.2 million gain on the fair value of the derivative liability. Total other income for the nine months ended September 30, 2022 included a $6.9 million gain on the fair value of the derivative liability. On August 12, 2022, concurrently and in connection with the issuance of our 2025 senior secured convertible notes and indenture (see below), Oppenheimer & Co. Inc. (“ OpCo ”) commenced a private offer to repurchase approximately $45.0 million in aggregate principal amount of our 2026 Notes (the “ 2026 Notes Repurchase ”). In connection with the 2026 Notes Repurchase, OpCo entered into a note purchase agreement with each institutional investor pursuant to which OpCo agreed to purchase 2026 Notes from each investor, concurrently with each investor’s purchase of 2025 Notes in the 2025 Notes Offering (see below). At the closing, each investor had the ability to sell $2.0 million in principal amount of 2026 Notes at 100% of par value for each $3.0 million in principal amount of 2025 Notes purchased in the 2025 Notes Offering. Concurrently and in connection with the closing on August 18, 2022, OpCo purchased from each investor the principal amount of the 2026 Notes set forth in each investor’s note purchase agreement, pursuant to and in accordance with the terms thereof. Total other expense for the three and nine months ended September 30, 2022 included a loss on extinguishment of debt of $14.6 million attributed to the unexpended accretion and the write-off of the derivative value on the repurchased 2026 Notes. Following the reverse split of shares, the remaining 2026 Notes are convertible into approximately 1,079,812 shares of common stock at a conversion price of $106.50 in accordance with the terms of the Indenture. 2025 Senior Secured Convertible Notes and Indenture On August 12, 2022, we entered into an indenture (the “2025 Indenture ”) with the Indenture Trustee in its capacity as trustee thereunder, in respect of the $67.5 million in aggregate principal amount of a new series of variable rate convertible senior secured notes due December 15, 2025 (the “ 2025 Notes ”) issued to holders of our 2026 Notes in a private placement transaction (“ 2025 Notes Offering ”), raising approximately $22.5 million in gross cash proceeds, net of debt issuance costs of $2.2 million, after paying for a repurchase of $45.0 million of the 2026 Notes, which net proceeds were used in part to fully repay the Seller Notes (see below). The debt issuance costs consisted of cash paid in the amount of $1.5 million and the issuance of 115,000 shares of common stock, following the reverse stock split, with a value of $0.7 million. The 2025 Notes are convertible following the reverse split of our shares into 3,857,142 shares of UpHealth common stock at a conversion price, subject to the occurrence of certain corporate events, of $17.50 per share. The 2025 Notes are senior secured obligations of UpHealth, secured by substantially all of our assets and those of our domestic subsidiaries, and accrue interest at a rate equal to the daily secured overnight financing rate (“ SOFR ”) plus 9.0% per annum, with a minimum rate of 10.5% per annum, payable quarterly in arrears, for a quarterly rate of 12.21% for our December 15, 2022 interest payment date. The 2025 Notes will mature on December 15, 2025, unless earlier repurchased, redeemed or converted. Holders will have the right to convert their 2025 Notes at any time. Upon the occurrence of certain corporate events, holders of the 2025 Notes can require UpHealth to repurchase for cash all or part of their 2025 Notes in principal amounts of $1,000 or an integral multiple thereof at a repurchase price that will be equal to 105% of the principal amount of the 2025 Notes to be repurchased, plus accrued and unpaid interest thereon, if any. In the event that UpHealth sells assets with net proceeds in excess of $15.0 million, then it will make an offer to all holders of the 2025 Notes to repurchase the 2025 Notes for an aggregate amount of cash equal to 20.0% of the net proceeds of such asset sale, at a repurchase price per 2025 Note equal to 100.0% of the principal amount thereof, plus accrued and unpaid interest, if any. UpHealth may not otherwise seek to redeem the 2025 Notes prior to June 16, 2024. UpHealth will settle conversions solely in shares of its common stock, except for payments of cash in lieu of fractional shares. Total interest expense for the three and nine months ended September 30, 2022 was $1.1 million, of which $1.0 million related to contractual interest expense and $0.1 million related to debt issuance costs amortization. In December 2022, the Indenture Trustee, in its capacity as calculation agent, notified us of the quarterly rate reset of 13.53% for our March 15, 2023 interest payment date. Revolving Line of Credit and Term Loan One of our subsidiaries had a loan and security agreement (the “ Loan Agreement ”) with a bank that allowed for maximum borrowings of $1.8 million on a revolving line of credit and a $10.8 million term loan. On June 9, 2021, in connection with the GigCapital2 merger, we paid off the revolving line of credit and term loan balance of $1.8 million and $9.1 million, respectively, and terminated the Loan Agreement. There were no unamortized debt issuance costs and thus no gain or loss was recognized on extinguishment. Glocal Debt Facilities As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. Glocal’s debt facilities include term loans denominated in Indian Rupees (“ INR ”) with an aggregate carrying value of $0.7 million (or INR 54 million) as of December 31, 2021. These term loans are primarily utilized for financing the construction of hospitals, administrative offices, equipment, and working capital, and are required to be repaid in monthly and quarterly installments with maturity dates extending to March 31, 2025. The loans are secured by mortgages on real property and personal guarantee of two Glocal Directors. The loans bear interest rates between 11.15% up to 16.25% per annum. During the three and six months ended June 30, 2022, Glocal repaid $0.1 million of the aggregate carrying value of the term loans. As of December 31, 2021 accrued interest on Glocal's debt facilities was $23 thousand and is included in accrued expenses in our unaudited condensed consolidated balance sheets. Prior to being acquired, Glocal had been negotiating with its banks to restructure the payment terms of some of the debt facilities above; these negotiations were completed in the fourth quarter of 2021 and Glocal was able to realize a forgiveness of debt of approximately $2.3 million. Convertible Notes On March 23, 2021, we issued a $4.1 million principal amount, 15.0% convertible note (the “2021 Note”) of which $0.5 million was to be converted and repaid in UpHealth common stock and the remainder in cash. The 2021 Note bears interest at a fixed rate of 15.0% per year, to begin accruing on June 15, 2021 if not repaid previous to this date. Total proceeds received from the 2021 Note were $3.0 million, net of original issue discount of $1.0 million. Additional debt issuance costs of $0.1 million for a placement fee were accrued, and paid at the closing. The principal and accrued interest of the 2021 Note was due and payable by us to the holder on the earlier of (1) the date that is one business day after the closing of the Business Combinations and we begin public trading, (2) the maturity date, which is nine months from the issuance of the 2021 Note, or (3) November 23, 2021, pursuant to its payment provisions. On June 9, 2021, in connection with the closing of the Business Combinations, we paid the holder of the 2021 Note the sum of $3.6 million and the remaining $0.5 million balance due to the holder was converted and exchanged into 5,000 shares of UpHealth common stock. Original issue discount and debt issuance costs of $0.5 million were written-off and a $31 thousand gain on extinguishment of debt was recognized and included in other income, net, including interest income, in our unaudited condensed consolidated statements of operations. On January 6, 2021, we issued a $1.5 million principal amount, 5.0% convertible note due January 6, 2026 (the “ 2026 5% Note ”). The 2026 5% Note is unsecured and bears interest at a fixed rate of 5.0% per year and, unless earlier converted, the principal and accrued interest of the 2026 5% Note will be due and payable by us at any time on or after the maturity date at our election or upon demand by the holder. On June 9, 2021, in connection with the closing of the Business Combinations, the 2026 5% Note was converted into 15,036 shares of UpHealth common stock, representing the total outstanding principal balance and unpaid accrued interest of $1.5 million and $30 thousand , respectively. A $0.1 million gain on extinguishment was recognized and included in other income, net, including interest income, in our unaudited condensed consolidated statements of operations. Paycheck Protection Program Loans In April 2020, three of our subsidiaries obtained a U.S. government subsidy of $0.5 million, $1.0 million and $1.9 million (representing five loan agreements), respectively, under the Paycheck Protection Program (“ PPP ”). The PPP is a U.S. government temporary program created with the intent to provide a subsidy to assist businesses in keeping employees employed during the pandemic. The PPP loan may not need to be repaid if certain requirements are met. Under the Coronavirus Aid, Relief and Economic Security (“ CARES Act ”), as modified, any amounts not forgiven will be required to be repaid over a term having a minimum of five years and a maximum maturity of 10 years from the date on which the borrower applies for forgiveness. The loans carry a 1.0% interest rate. One of our subsidiaries applied for forgiveness of its $0.5 million PPP loan during 2020 and it was forgiven in full and the subsidiary legally released from repaying the loan by the SBA in June 2021. The forgiveness was recognized as a measurement period adjustment to goodwill during the three months ended June 30, 2021. One of our subsidiaries submitted a request for forgiveness of its $1.0 million PPP loans during 2021 and it was forgiven in full and the subsidiary legally released from repaying the loan by the SBA in August 2021. The forgiveness was recognized as a measurement period adjustment to goodwill during the three months ended September 30, 2021. One of our subsidiaries applied for forgiveness of its $1.9 million PPP loans during 2020, of which three of the loans, totaling $0.7 million, were forgiven in full by the SBA and the subsidiary was legally released from repaying the loans. In February 2021 and March 2021, the remainder of the PPP loans totaling $0.9 million and $0.3 million, respectively, were forgiven by the SBA and the subsidiary was legally released from repaying the loans. We recorded this as a measurement period adjustment to goodwill during the three months ended March 31, 2021. Provider Relief Funds Provider Relief Funds (“ PRF ”) were made available by the U.S. Department of Health and Human Services (“ HHS ”) as part of a $100 billion appropriation as part of the CARES Act’s Provider Relief Fund. In April and July 2020, one of our subsidiaries received PRF proceeds aggregating $0.2 million, and in January 2021, another subsidiary received PRF proceeds aggregating $0.5 million. The PRF amounts received will not require repayment as long as the subsidiaries comply with certain terms and conditions outlined by HHS. The terms and conditions first require the subsidiaries to identify health care-related expenses attributed to COVID-19 that another source has not reimbursed or is obligated to reimburse. If those expenses do not exceed the funding received, the subsidiaries then apply the funds to patient care lost revenue. On January 15, 2021 HHS released a Post-Payment Notice of Reporting Requirements Notice that provides healthcare providers three options to calculate patient care lost revenue. During the three months ended March 31, 2022, one subsidiary had used $0.1 million of the PRF funds and returned the remaining $0.1 million to HHS and the other subsidiary had used all $0.5 million of the PRF funds under the terms and conditions and restrictions for the CARES Act relative to these funds. Related Party Debt One of our subsidiaries has notes payable to related parties totaling $0.7 million as of September 30, 2022 and December 31, 2021. The notes bear interest at rates of 3.50% per annum. Notes totaling $0.7 million are payable in eight quarterly installments starting from October 1, 2022, or upon a liquidity event, as defined in the note agreement. The accrued interest payable was $0.1 million and $39 thousand as of September 30, 2022 and December 31, 2021, respectively, and is included in accrued expenses in our unaudited condensed consolidated balance sheets. Interest expense was $12 thousand and $12 thousand for the three months ended September 30, 2022 and 2021, respectively, and $34 thousand and $20 thousand for the nine months ended September 30, 2022 and 2021, respectively. Seller Notes As part of the purchase price consideration for several of UpHealth Holdings’ merger entities, we entered into secured seller notes payable to their former shareholders, of which one secured interest had been perfected. The seller notes accrued interest at

Fair Value of Financial Instrum

Fair Value of Financial Instruments	9 Months Ended
	Sep. 30, 2022
Fair Value Disclosures [Abstract]
Fair Value of Financial Instruments	Fair Value of Financial Instruments We estimate the fair value of our financial instruments using available market information and valuation methodologies we believe to be appropriate. As of September 30, 2022 and December 31, 2021, the fair values of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, and accrued expenses approximate their carrying values due to the short-term nature of these instruments. Additionally, the fair values of short-term and long-term debt instruments approximate their carrying values. The fair value hierarchy is as follows: Level 1 - Quoted (unadjusted) prices in active markets for identical assets or liabilities. Level 2 - Other observable inputs, either directly or indirectly, other than quoted prices included in Level 1, including: • Quoted prices for similar assets/liabilities in active markets; • Quoted prices for identical or similar assets/liabilities in non-active markets (e.g., few transactions, limited information, non-current prices, high variability over time); • Inputs other than quoted prices that are observable for the asset/liability (e.g., interest rates, yield curves, volatilities, default rates); and • Inputs that are derived principally from or corroborated by other observable market data. Level 3 - Unobservable inputs that cannot be corroborated by observable market data. The following tables present information about our financial assets and liabilities measured at fair value on are recurring basis: September 30, 2022 (In thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents - money market funds $ 11,973 $ — $ — $ 11,973 $ 11,973 $ — $ — $ 11,973 Liabilities: Derivative liability $ — $ — $ 692 $ 692 Warrant liability — 61 — 61 $ — $ 61 $ 692 $ 753 December 31, 2021 (In thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents - money market funds $ 45,006 $ — $ — $ 45,006 $ 45,006 $ — $ — $ 45,006 Liabilities: Derivative liability $ — $ — $ 7,977 $ 7,977 Warrant liability — 252 — 252 $ — $ 252 $ 7,977 $ 8,229 Money Market Funds As of September 30, 2022 and December 31, 2021, our cash equivalents consisted of money market funds which were classified as Level 1. We used observable prices in active markets in determining the classification of our money market funds as Level 1. There were no transfers between the hierarchy levels during the three and nine months ended September 30, 2022 and the year ended December 31, 2021. Cash equivalents at September 30, 2022 and December 31, 2021 were as follows: September 30, 2022 (In thousands) Amortized Cost Unrealized Gain Unrealized Loss Fair Value Cash equivalents: Money market funds $ 11,973 $ — $ — $ 11,973 Total cash equivalents $ 11,973 $ — $ — $ 11,973 December 31, 2021 (In thousands) Amortized Cost Unrealized Gain Unrealized Loss Fair Value Cash equivalents: Money market funds $ 45,006 $ — $ — $ 45,006 Total cash equivalents $ 45,006 $ — $ — $ 45,006 Derivative Liability As of September 30, 2022 , the fair value of the derivative was $0.7 million, all of which was included in derivative liability, non current in our unaudited condensed consolidated balance sheets. As of December 31, 2021, the fair value of the de rivative was $8.0 million, all of which was included in derivative liability, noncurrent in our unaudited condensed consolidated balance sheets. Total other income for the three months ended September 30, 2022 included a $0.2 million gain on the fair value of the derivative liability. Total other income for the nine months ended September 30, 2022 included a $6.9 million gain on the fair value of the derivative liability. The fair value of the derivative liabil ity is considered a Level 3 valuation and is determined using a Binomial Lattice Option Pricing Model. The significant assumptions used in the model were: September 30, 2022 December 31, 2021 Stock price $0.53 $2.24 Volatility 95.0% 82.5% Risk free rate 4.18% 1.18% Exercise price $10.65 $10.65 Expected life (in years) 3.69 4.44 Conversion periods 2-5 years 2-5 years Future share price $0.01-$31.54 $0.01-$34.05 Private Placement Warrants and PIPE Warrants As of September 30, 2022, the fair value of the Private Placement Warrants and the PIPE Warrants was determined to be $0.70 per warrant, totaling $40 thousand and $21 thousand respectively, and are included in warrant liabilities in our unaudited condensed consolidated balance sheets. As of December 31, 2021, the fair value of the Private Placement Warrants and the PIPE Warrants was determined to be $0.29 per warrant, totaling $0.2 million and $0.1 million respectively, and are included in warrant liabilities in our unaudited condensed consolidated balance sheets. During the three months ended September 30, 2022, no gain or loss was recorded due to the fair value changes in the Private Placement and the PIPE Warrants. During the nine months ended September 30, 2022, we recorded a gain in the amount of $0.2 million due to the fair value changes in the Private Placement and the PIPE Warrants, which is included in gain in fair value of warrant liabilities in our unaudited condensed consolidated statements of operations. There were no transfers between fair value levels during the three and nine months ended September 30, 2022 and year ended December 31, 2021.

Capital Structure

Capital Structure	9 Months Ended
	Sep. 30, 2022
Equity [Abstract]
Capital Structure	Capital Structure Common Stock Reserved for Future Issuance Shares of common stock reserved for future issuance as of September 30, 2022 (recorded on a post-reverse split basis) were as follows: (In thousands) Number of Shares Restricted stock units outstanding 983 Stock options outstanding 142 Shares issuable upon conversion of 2025 Notes 3,857 Shares issuable upon conversion of 2026 Notes 1,080 Shares issuable upon conversion of Public Warrants 1,725 Shares issuable upon conversion of Private Warrants 57 Shares issuable upon conversion of PIPE Warrants 30 Shares available for future grant under 2021 EIP 755 8,629 Forward Share Purchase Agreement On June 3, 2021, we entered into a third-party put option arrangement with Kepos Alpha Fund L.P. (“ KAF ”), a Cayman Islands limited partnership, whereby we assumed the obligation to repurchase our common stock at a future date by transferring cash to KAF under certain conditions. Due to its mandatorily redeemable for cash feature, we recorded such obligation as a forward share purchase liability, and the $18.1 million of cash held in escrow as restricted cash, in our unaudited condensed consolidated balance sheets at December 31, 2021. In April 2022, in accordance with the Purchase Agreement, KAF transferred the 170,000 shares of our common stock (such amount prior to the reverse split of shares) to us and we transferred to KAF the $18.5 million in cash previously held in escrow. The shares of common stock are recorded as treasury stock in our unaudited condensed consolidated balance sheets, and following the reverse split, are 170,000 shares of treasury stock. 2015 Cloudbreak Incentive Plan The following table summarizes stock option activity under the Cloudbreak Plan (recorded on a post-reverse split basis): Number of Shares Weighted Average Exercise Price Per Share Outstanding as of December 31, 2021 152 $ 48.10 Options exercised (10) $ 2.40 Outstanding as of September 30, 2022 142 $ 51.31 2021 Equity Incentive Plan The following table summarizes our RSU activity under the 2021 EIP (recorded on a post-reverse split basis): Number of Shares Weighted Average Grant Date Fair Value Per Share Outstanding as of December 31, 2021 1,069 $ 56.30 RSUs granted 75 $ 21.31 RSUs vested and released (34) $ 21.34 RSUs forfeited (21) $ 19.30 Outstanding as of March 31, 2022 1,089 $ 56.13 RSUs granted 13 $ 10.00 RSUs vested and released (556) $ 87.98 RSUs forfeited (165) $ 19.30 Outstanding as of June 30, 2022 381 $ 16.97 RSUs granted 852 $ 5.01 RSUs vested and released (210) $ 9.57 RSUs forfeited (42) $ 10.21 Outstanding as of September 30, 2022 981 $ 8.46

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Commitments As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. We lease various facilities with related parties in accordance with the terms of operating lease agreements that expire at various dates through November 2026. The leases require monthly payments ranging from $32 thousand to $36 thousand. We lease various facilities and office equipment from third parties in accordance with the terms of operating lease agreements requiring monthly payments ranging from $179 to $60 thousand. The leases expire at various dates through August 2027. In accordance with the lease terms, we may be required to deposit funds with the lessors in the form of a security deposit. The deposits may be returned to us if certain conditions are met, as stated in the lease agreements. Security deposits totaled approximately $0.2 million as of September 30, 2022 and December 31, 2021. Total rent expense under related party and third-party agreements consisted of the following: (In thousands) Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Related party $ 202 $ — $ 602 $ — Third-party 1,125 1,230 3,101 3,085 Sublease income (146) (122) (392) (155) Total, net of sublease income $ 1,181 $ 1,108 $ 3,311 $ 2,930 During the nine months ended September 30, 2022, we recorded lease abandonment expense totaling $0.1 million related to a termination fee we paid to exit an office lease. As of September 30, 2022, future minimum lease payments under non-cancelable operating leases were as follows: (In thousands) Related Third- Party Sublease Income Minimum Lease Payments, Net of Sublease Income Remaining 2022 $ 200 $ 811 $ (118) $ 893 2023 814 2,748 (403) 3,159 2024 848 2,415 (408) 2,855 2025 855 1,748 (420) 2,183 2026 323 1,010 (433) 900 Thereafter — 661 (72) 589 $ 3,040 $ 9,393 $ (1,854) $ 10,579 In March 2022, we entered into a Commercial Agreement (the “ Commercial Agreement ”) with McKinsey & Company, Inc. United States and its affiliates (“ McKinsey ”), which provides that McKinsey will assist in implementing a transformation of UpHealth (the “ Project ”). As consideration for the services performed under the Commercial Agreement, we will pay McKinsey (i) a fixed fee of $3.0 million, (ii) a fee of $1.2 million, reflecting an amount previously expensed and payment deferred from a previously completed project, (iii) up to $3.0 million of fees based on the achievement of certain milestones, and (iv) incentive fees with a target value of $3.0 million based on the achievement of certain targets. The Commercial Agreement will remain in effect until March 31, 2024, unless earlier terminated by either party in accordance with the terms set forth therein. In the event that the Project is terminated by us, or by McKinsey for cause, we will pay to McKinsey a termination fee in an amount that is to be determined based in part on when the termination occurs and the amount previously paid. As of September 30, 2022, fees accrued under the Commercial Agreement totaled $2.8 million, which is included in accounts payable and accrued expenses in our unaudited condensed consolidated balance sheets and in acquisition, integration, and transformation costs in our unaudited condensed consolidated statements of operations. Contingencies From time to time, we may be subjected to claims or lawsuits which arise in the ordinary course of business, including the previously disclosed tax matter (see Note 12, Income Taxes , for further information) and matters described below. Estimates for resolution of legal and other contingencies are accrued when losses are probable and reasonably estimable in accordance with ASC 450, Contingencies . As a result of events which occurred during the three months ended September 30, 2022, as described in Dispute and Litigation Regarding Control of Glocal Board of Directors of Item 1. Legal Proceedings in Part II of this Quarterly Report, we determined that a reconsideration event occurred in July 2022, which required us to reassess whether Glocal was a Variable Interest Entity (“ VIE ”) and whether we continued to have a controlling financial interest in Glocal. Based on this assessment, we concluded that Glocal was a VIE, and furthermore, that we no longer have the ability to direct any activities of Glocal and no longer have a controlling financial interest. As a result, effective July 2022, we deconsolidated Glocal and recorded a $37.7 million loss on deconsolidation of equity investment in our unaudited condensed consolidated statements of operations, measured as the difference between the probability-weighted fair value of Glocal of $21.2 million and the carrying amount of Glocal’s assets and liabilities as of June 30, 2022. The probability-weighted fair value of Glocal is included in equity investment in our unaudited condensed consolidated balance sheets. Further, we assessed the prospective accounting for our equity investment in Glocal. Since we no longer had the ability to exercise significant influence over operating and financial policies of Glocal, we concluded the investment should be accounted for utilizing the ASC 621 measurement alternative, whereby the investment was measured at cost and will continue to be evaluated for any indicators of impairment. In addition, we derecognized $14.3 million of noncontrolling interests related to Glocal. If through the legal processes discussed in Dispute and Litigation Regarding Control of Glocal Board of Directors of Item 1. Legal Proceedings in Part II of this Quarterly Report, we are able to obtain the ability to direct the activities of Glocal, and it is our intent to exercise all legal rights and remedies to achieve such a result, then we will further reassess the appropriate accounting treatment of our investment in Glocal. In the opinion of management, after consulting with legal counsel, the costs to be incurred in connection with the legal processes discussed in Dispute and Litigation Regarding Control of Glocal Board of Directors of Item 1. Legal Proceedings in Part II of this Quarterly Report has had and will continue to have a material adverse effect on our consolidated results of operations, financial position or cash flows. Advisory Services Agreement Dispute We are in a services agreement dispute with a third-party advisory firm for fees due under the services agreement. The advisory firm claims $31.0 million, plus interest, is owed in fees. Based on consultation with legal counsel, we previously proposed a settlement in the amount of $8.0 million, which has been accrued for as of September 30, 2022 and December 31, 2021, and is included in accrued expenses in our unaudited condensed consolidated balance sheets. COVID-19 The COVID-19 pandemic has not had a material adverse impact on our reported results to date and is currently not expected to have a material adverse impact on its near-term outlook; however, we are unable to predict the longer-term impact that the pandemic may have on its business, future results of operations, financial position or cash flows due to numerous uncertainties. Indemnification Certain of our agreements require us to indemnify our customers from any claim or finding of intellectual property infringements, as well as from any losses incurred relating to breach of representations, failure to perform, or specific events as outlined within the particular contract. We have not received any claims or estimated the maximum potential amount of indemnification liability under these agreements and have recorded no liabilities for these agreements.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. For interim period reporting, we record income taxes using an estimated effective tax rate for the period, including the forecasted permanent tax differences and statutory rates in jurisdictions in which we operate. At the end of each interim period, we update the estimated effective tax rate, and if the estimated tax rate changes based on new information, we make a cumulative adjustment in the period. We record the tax effect of an unusual or infrequently occurring item in the interim period in which it occurs as a discrete item of tax. Through the period ended September 30, 2022, as a result of not having a reliable forecast of tax expense for Glocal, we excluded Glocal from our estimated effective tax rate for the period and instead computed an income tax provision for Glocal on a year-to-date discrete basis. Excluding Glocal, our estimated effective tax rate for the remainder of our consolidated group was 9.4%, which is lower than the U.S. federal statutory rate of 21% primarily due to the 162(m) permanent addback, the non deductible interest expense on convertible notes as well as non-deductible book impairment expense on goodwill, partially offset by the impact of state and local income taxes. In the aggregate, these items reduce the forecasted tax benefit that would otherwise be generated on the forecasted pre-tax loss in the U.S., thereby reducing the estimated annual effective tax rate. The operations in India are generally taxed at rates ranging between 25% and 31%. The income tax benefit (expense) was $13.2 million and $(6.7) million for the three months ended September 30, 2022 and 2021, respectively, and $17.7 million and $0.4 million for the nine months ended September 30, 2022 and 2021, respectively. The Internal Revenue Service (“ IRS ”) audited Thrasys’ 2008 and 2009 tax returns for the proper year of inclusion of approximately $15.0 million long-term capital gain on the sale of certain intellectual property rights. Thrasys originally reported the gain on its 2010 S Corporation tax return, matching the year of inclusion for financial accounting purposes. The corporate level tax was paid to California and Thrasys passed the gain through to its shareholders. The IRS has asserted that Thrasys owes C Corporation tax of approximately $5.0 million for 2008, or in the alternative, Thrasys owes C Corporation tax of approximately $5.0 million for 2009 as a built-in gain. In addition, Thrasys could be assessed additional California franchise tax of approximately $1.3 million. Additionally, if additional income taxes are imposed, interest will be charged at approximately 4% per year, compounded annually, resulting in potential interest of approximately $3.0 million. The IRS has not asked that penalties be imposed. The matter is currently pending before the U.S. Tax Court, Docket 11565-15. There are related tax cases for some of the shareholders for additional income taxes due if the gain is shifted to 2009. On December 4, 2018, the IRS filed a motion for summary judgment in Thrasys, Inc. v. Commissioner (T.C. Memo 2018-199); however, Thrasys prevailed, and the motion was denied. In January 2020, Thrasys filed a motion for summary judgment arguing that either the gain was properly reported in 2010 and all taxes have been paid or in the alternative it should have been taxable in 2009 with no built-in gains tax. In both cases, there would be no additional income tax due for 2008 or 2009. The IRS filed an objection to Thrasys’ motion. On March 3, 2021, the U.S. Tax Court, without consideration of the merits of the case, issued a very brief court order dismissing Thrasys’ motion. Had the motion been granted, the need for a trial would have been obviated. Counsel for the IRS has contacted counsel for Thrasys and has offered to join Thrasys in a motion to have the case decided without trial. This and other alternatives are now under consideration. It is not likely this case will be resolved before the end of 2022. Thrasys intends to vigorously defend its position in the case and believes it will prevail if the case is taken to trial. We have accrued $0.2 million, representing probable additional taxes and interest imposed, in other current liabilities in our unaudited condensed consolidated balance sheets.

Earnings (Loss) Per Share

Earnings (Loss) Per Share	9 Months Ended
	Sep. 30, 2022
Earnings Per Share [Abstract]
Earnings (Loss) Per Share	Earnings (Loss) Per Share Basic income (loss) per share applicable to common stockholders is computed by dividing earnings applicable to common stockholders by the weighted-average number of common shares outstanding. Diluted income (loss) per share assumes the conversion of any convertible securities using the treasury stock method or the if-converted method. Three Months Ended September 30, Nine Months Ended September 30, (In thousands, except per share data) 2022 2021 2022 2021 Numerator: Net income (loss) attributable to UpHealth, Inc. $ (165,762) $ 30,757 $ (195,645) $ (4,976) Denominator: Weighted average shares outstanding (1) 14,842 11,763 14,588 9,519 Diluted effect of stock awards — 27 — — Diluted effect of RSUs — 17 — — Weighted average shares outstanding assuming dilution 14,842 11,807 14,588 9,519 Net income (loss) per share attributable to UpHealth, Inc.: Basic $ (11.17) $ 2.61 $ (13.41) $ (0.52) Diluted $ (11.17) $ 2.60 $ (13.41) $ (0.52) (1) The shares and earnings per share available to our common stock holders, prior to the Business Combinations, have been recast to reflect the exchange ratio established in the Business Combinations (1.0 UpHealth Holdings share to 10.28 GigCapital2 share). See Note 3, Business Combinations , for more information. (2) The shares and earnings per share as of September 30, 2022 and before that date differ from those published in our prior condensed consolidated financial statements as they were retrospectively adjusted as a result of the Reverse Stock Split (as described in Note 1, Organization and Business ). For the three months ended September 30, 2022, the calculation of dilutive earnings per share excluded outstanding warrants to purchase 1.8 million shares of common stock at $115.00 per share; 0.1 million of stock options; 1.0 million of RSUs; 2025 Notes convertible into 3.9 million shares of common stock at a conversion price, subject to the occurrence of certain corporate events, of $17.50 per share; and 2026 Notes, convertible into 1.1 million shares of common stock at $106.50 per share, because the effect would be anti-dilutive. For the three months ended September 30, 2021, the calculation of dilutive earnings per share excluded outstanding warrants to purchase 1.8 million shares of common stock at $115.00 per share; 22.9 thousand of stock options; and 2026 Notes convertible into 1.5 million shares of common stock at $106.50 per share, because the effect would be anti-dilutive. For the nine months ended September 30, 2022, the calculation of dilutive earnings per share excluded outstanding warrants to purchase 1.8 million shares of common stock at $115.00 per share; 0.1 million stock options; 1.0 million of RSUs; 2025 Notes convertible into 3.9 million shares of common stock at a conversion price, subject to the occurrence of certain corporate events, of $17.50 per share; 2026 Notes convertible into 1.1 million shares of common stock at $106.50 per share; and 0.2 million shares of treasury stock acquired under the terms of the forward share purchase agreement, because the effect would be anti-dilutive. For the nine months ended September 30, 2021, the calculation of dilutive earnings per share excluded outstanding warrants to purchase 1.8 million shares of common stock at $115.00 per share; 0.2 million stock options; 0.5 million RSUs; 2026 Notes convertible into 1.5 million shares of common stock at $106.50 per share; and 0.2 million shares of treasury stock acquired under the terms of the forward share purchase agreement, because the effect would be anti-dilutive.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2022
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions One of our subsidiaries had amounts due to the seller of the subsidiary, in a prior transaction unrelated to the merger with UpHealth Holdings, representing contingent consideration, accrued interest, and accrued preferred dividends totaling $4.2 million . The amount was paid in full during the three months ended June 30, 2021. The subsidiary also has a management agreement with a related party (our chief financial officer, who is the former shareholder and chairman of the subsidiary). Management fee expenses incurred were none and approximately $0.1 million for the three and nine months ended September 30, 2022 and 2021, respectively. Ther e were no unpaid management fees as of September 30, 2022 and December 31, 2021. The consulting firm noted in Note 8, Debt , is a related party throug h an officer of the Company, who is also a significant shareholder and a member of our board of directors. See Note 8, Debt , for related party debt. See Note 11, Commitments and Contingencies , for leases with related parties. The Company makes guaranteed payments to related parties. Guaranteed payments aggregated $1.3 million and $1.6 million for the three months ended September 30, 2022 and 2021, respectively and $3.8 million and $4.2 million for the nine months ended September 30, 2022 and 2021, respectively. These amounts are presented in cost of revenues in our unaudited condensed consolidated statements of operations. We had unpaid guaranteed payments of $0.3 million and $0.3 million as of September 30, 2022 and December 31, 2021, respectively, which is included in accrued liabilities in our unaudited condensed consolidated balance sheets. Due to and due from related parties consisted of the following: In thousands September 30, 2022 December 31, 2021 Due from related parties $ 21 $ 40 Due to related parties $ 209 $ 47

Segment Reporting

Segment Reporting	9 Months Ended
	Sep. 30, 2022
Segment Reporting [Abstract]
Segment Reporting	Segment Reporting Our business is organized into three operating business segments and one non-operating business segment: • Integrated Care Management—through our Thrasys subsidiary; • Virtual Care Infrastructure—through our Cloudbreak and Glocal subsidiaries (1) ; • Services—through our Innovations Group, BHS, and TTC subsidiaries; and • Corporate—through UpHealth and our UpHealth Holdings subsidiary. (1) As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. We evaluate performance based on several factors, of which Revenues, Gross Profit, and Total Assets are the primary financial measures: Revenues by segment consisted of the following: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2022 2021 2022 2021 Integrated Care Management $ 3,795 $ 11,858 $ 14,230 $ 29,427 Virtual Care Infrastructure (1) 14,978 15,284 47,423 22,838 Services 19,893 18,050 56,653 37,625 Total revenues $ 38,666 $ 45,192 $ 118,306 $ 89,890 (1) As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. Gross profit by segment consisted of the following: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2022 2021 2022 2021 Integrated Care Management $ 2,854 $ 4,760 $ 11,385 $ 14,483 Virtual Care Infrastructure (1) 8,191 5,838 23,779 8,771 Services 7,454 7,349 21,032 13,015 Total gross profit $ 18,499 $ 17,947 $ 56,196 $ 36,269 (1) As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. Total assets by segment consisted of the following: In thousands September 30, 2022 December 31, 2021 Integrated Care Management $ 63,425 156,106 Virtual Care Infrastructure (1) 142,714 217,668 Services 130,408 127,114 Corporate 8,861 68,419 Total assets $ 345,408 $ 569,307 (1) As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. Total assets by geography consisted of the following: In thousands September 30, 2022 December 31, 2021 Americas $ 324,208 481,705 Asia (1) 21,200 87,602 Total assets $ 345,408 $ 569,307 (1) As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. The probability-weighted fair value of Glocal of $21.2 million is included in equity investment in our unaudited condensed consolidated balance sheets.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Management has determined that no material events or transactions have occurred subsequent to the balance sheet date, other than those events noted below, that require disclosure in our unaudited condensed consolidated financial statements. As discussed in Note 1, Organization and Business , on December 5, 2022 our stockholders approved an amendment to our Second Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) to effect a reverse split of the outstanding shares of our common stock, par value $0.0001 per share, at a specific ratio within a range of 4:1 to 10:1, with the specific ratio to be fixed within this range by our board of directors in its sole discretion without further stockholder approval (the “Reverse Stock Split”). Our board of directors fixed the Reverse Stock Split ratio at 10:1, such that each ten shares of common stock were combined and reconstituted into one share of Common Stock effective December 8, 2022. Except as noted, all share, stock option, restricted stock unit (“RSU”), and per share information throughout this Quarterly Report on Form 10-Q (this “Quarterly Report”) has been retroactively adjusted to reflect this Reverse Stock Split. See Item 1. Legal Proceedings in Part II of this Quarterly Report, for events which occurred subsequent to September 30, 2022 pertaining to the Dispute and Litigation Regarding Control of Glocal Board of Directors .

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation and Consolidation	Basis of Presentation and Principles of Consolidation Our accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“ GAAP ”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“ SEC ”) for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Our unaudited condensed consolidated financial statements, including the condensed notes thereto, are unaudited and exclude some of the disclosures required in audited financial statements. Our condensed consolidated balance sheets as of December 31, 2021 have been derived from our audited consolidated financial statements as of that date, but do not include all of the information and footnotes required by GAAP for complete financial statements.
Principles of Consolidation	Our unaudited condensed consolidated financial statements include the accounts of UpHealth and its consolidated subsidiaries. As described in Note 1, Organization and Business , our Glocal subsidiary was deconsolidated effective July 2022.
Use of Estimates	Use of Estimates The preparation of the unaudited condensed consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts in the unaudited condensed consolidated financial statements and accompanying notes thereto. Significant estimates and assumptions made by management include the determination of: • The identification and reporting of variable interest entities (“VIEs”). We consolidate VIEs when we have variable interests and are the primary beneficiary. We continually evaluate our involvement with VIEs to determine when these criteria are met. • The valuation of equity investments, including our determination of the fair value of Glocal; • The valuation of assets acquired and liabilities assumed for business combinations, including intangible assets and goodwill; • The estimated economic lives and recoverability of intangible assets; • The valuations prepared in connection with the review of goodwill, intangible assets, and other long-lived assets for impairment: • The timing and amount of revenues to be recognized, including standalone selling price (“SSP”) of performance obligations for revenue contracts with multiple performance obligations; • The identification of and provision for uncollectible accounts receivable; • The capitalization and useful life of internal-use software development costs; • The valuation of derivatives and warrants; and • The recognition, measurement, and valuation of current and deferred income taxes and uncertain tax positions. Actual results could differ materially from those estimates. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable, the result of which forms the basis for making judgments about the carrying values of assets and liabilities.
Equity Investment	Equity Investment As discussed in Deconsolidation of Equity Investment in Note 1, Organization and Business , as of September 30, 2022, and for the three months then ended, we held an interest in the privately-held equity securities of Glocal in which we did not have a controlling interest and were unable to exercise significant influence. Based on the terms of these privately-held securities, we concluded the investment should be accounted for utilizing the ASC 621 measurement alternative, whereby the investment was measured at cost and will continue to be evaluated for any indicators of impairment.
New Accounting Pronouncements Not Yet Adopted	New Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) . This ASU simplifies the accounting for convertible instruments by eliminating the conversion option separation model for convertible debt that can be settled in cash and by eliminating the measurement model for beneficial conversion features. Convertible instruments that continue to be subject to separation models are (1) those with conversion options that are required to be accounted for as bifurcated derivatives and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. This ASU also requires entities to use the if-converted method for all convertible instruments in the diluted earnings per share calculation and include the effect of share settlement for instruments that may be settled in cash or shares, except for certain liability-classified share-based payment awards. This ASU will be effective for us on January 1, 2024. Early adoption is permitted, but no earlier than the fiscal year beginning on January 1, 2021, including interim periods within that fiscal year. We are currently evaluating the effect of the adoption of this ASU will have on our unaudited condensed consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . This ASU removes specific exceptions to the general principles in Topic 740. It eliminates the need for an organization to analyze whether the following apply in a given period: (1) exception to the incremental approach for intraperiod tax allocation, (2) exceptions to accounting for basis differences when there are ownership changes in foreign investments, and (3) exception in interim period income tax accounting for year-to-date losses that exceed anticipated losses. This ASU also improves financial statement preparers’ application of income tax-related guidance and simplifies GAAP for franchise taxes that are partially based on income, transactions with a government that result in a step up in the tax basis of goodwill, separate financial statements of legal entities that are not subject to tax, and enacted changes in tax laws in interim periods. This ASU will be effective for us for fiscal year beginning January 1, 2022, and to interim periods within the fiscal year beginning on January 1, 2023, with early adoption permitted. We are currently evaluating the effect the adoption of this ASU will have on our unaudited condensed consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , and subsequently issued several supplemental/clarifying ASUs (collectively, “ ASC 842 ”). Among other things, under this ASU, lessees will be required to recognize, at commencement date, a lease liability representing the lessee’s obligation to make lease payments arising from the lease and a right-of-use asset representing the lessee’s right to use or control the use of a specified asset for the lease term for leases greater than 12 months. Under the new guidance, lessor accounting is largely unchanged. We will adopt ASC 842 and all associated amendments, using the optional transition method to recognize a cumulative-effect adjustment through opening retained earnings as of the date of adoption. We will present the impact of the new guidance in our annual consolidated financial statements as of December 31, 2022 and our interim condensed consolidated financial statements thereafter. We have elected the package of practical expedients permitted under the transition guidance, which allowed us to carryforward our historical assessments of: (1) whether contracts are or contain leases, (2) lease classification and (3) initial direct costs. We will not elect the hindsight practical expedient. We will elect a policy of not recording leases on our consolidated balance sheets when the leases have a term of 12 months or less and we are not reasonably certain to elect an option to renew the leased asset. Due to the adoption of ASC 842, we expect to recognize an operating right-of-use assets and operating lease liabilities of approximately $12 million to $14 million and $13 million to $15 million, respectively, on our consolidated balance sheets as of the date of adoption. The difference between the right-of-use assets and lease liabilities on our consolidated balance sheets will be primarily due to the accrual for lease payments as a result of straight-line lease expense. The adoption of ASC 842 is not anticipated to have a material impact on our results of operations or cash flows. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , and subsequently issued several supplemental/clarifying ASUs (collectively, “ ASC 326 ”). This ASU requires entities to estimate a lifetime expected credit loss for most financial assets, including trade and other receivables, other long-term financings including available for sale and held-to-maturity debt securities, and loans. Subsequently, the FASB issued ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments-Credit Losses , which amended the scope of ASC 326 and clarified that receivables arising from operating leases are not within the scope of the standard and should continue to be accounted for in accordance with ASC 842. This ASU will be effective for us on January 1, 2023. We are currently evaluating the effect the adoption of this ASU will have on our unaudited condensed consolidated financial statements. Recently Adopted Accounting Pronouncements In May 2021, the FASB issued Accounting Standards Update (“ ASU ”) 2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). This ASU reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. This ASU provides guidance for a modification or an exchange of a freestanding equity-classified written call option that is not within the scope of another Topic. It specifically addresses: (1) how an entity should treat a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; (2) how an entity should measure the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; and (3) how an entity should recognize the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchang e. We adopted the amended guidance effective January 1, 2022. The adoption of this standard did not have a material impact on our unaudited condensed consolidated financial statements.
Business Combinations	Measurement Period We have included a measurement period table for each acquisition, identifying the line item or line items where an adjustment was deemed necessary and have quantified its impact. We finalized the valuations and completed the purchase price allocations for Thrasys, Inc. (“ Thrasys ”), Behavioral Health Services, LLC (“ BHS ”), TTC Healthcare, Inc. (“ TTC ”), and Innovations Group, Inc. (d/b/a MedQuest) (“ Innovations Group
Fair Value of Financial Instruments	The fair value hierarchy is as follows: Level 1 - Quoted (unadjusted) prices in active markets for identical assets or liabilities. Level 2 - Other observable inputs, either directly or indirectly, other than quoted prices included in Level 1, including: • Quoted prices for similar assets/liabilities in active markets; • Quoted prices for identical or similar assets/liabilities in non-active markets (e.g., few transactions, limited information, non-current prices, high variability over time); • Inputs other than quoted prices that are observable for the asset/liability (e.g., interest rates, yield curves, volatilities, default rates); and • Inputs that are derived principally from or corroborated by other observable market data. Level 3 - Unobservable inputs that cannot be corroborated by observable market data.

Organization, Consolidation and

Organization, Consolidation and Presentation of Financial Statements (Tables)	9 Months Ended
	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of Variable Interest Entities	The following table sets forth details of Glocal's condensed balance sheet, which was deconsolidated effective July 1, 2022: (In thousands) As of July 1, 2022 Cash and cash equivalents $ 8,743 Restricted cash 508 Accounts receivable, net 5,043 Inventories 276 Prepaid expenses and other current assets 816 Property and equipment, net 27,415 Intangible assets 34,449 Other assets 1,814 Total assets 79,064 Accounts payable 2,430 Accrued expenses 1,189 Deferred revenue, current 588 Income taxes payable 2,512 Related-party debt 71 Debt 551 Other liabilities 144 Deferred tax liabilities 6,045 Accumulated other comprehensive loss (7,659) Noncontrolling interests 14,285 Total liabilities and stockholder's equity 20,156 Carrying value of Glocal at deconsolidation 58,908 Fair value of Glocal at deconsolidation 21,200 Loss on deconsolidation of equity investment $ 37,708

Business Combinations (Tables)

Business Combinations (Tables)	9 Months Ended
	Sep. 30, 2022
Business Combination and Asset Acquisition [Abstract]
Schedule of Allocation of Purchase Price	The following table sets forth the allocation of the purchase price to TTC’s identifiable tangible and intangible assets acquired and liabilities assumed, including measurement period adjustments. The allocation of value in this table is complete, as the measurement period ended as of January 25, 2022. (In thousands) As of January 25, 2022 Measurement As of January 25, 2021 Accounts receivable $ 1,311 $ (462) $ 1,773 Prepaid expenses and other 187 — 187 Identifiable intangible assets 1,125 — 1,125 Property and equipment 531 — 531 Other assets 281 — 281 Goodwill 58,354 780 57,574 Total assets acquired 61,789 318 61,471 Accounts payable 625 — 625 Accrued expenses and other current liabilities 602 — 602 Due to related parties 4,200 2,807 1,393 Debt 11,216 (1,284) 12,500 Deferred tax liabilities 446 (28) 474 Total liabilities assumed 17,089 1,495 15,594 Net assets acquired $ 44,700 $ (1,177) $ 45,877 (In thousands) As of March 26, 2022 Measurement Period Adjustments As of March 26, 2021 Accounts receivable, net $ 1,350 $ (5,111) $ 6,461 Inventories 325 — 325 Identifiable intangible assets 45,289 7,250 38,039 Property, equipment, and work in progress 26,767 (13,959) 40,726 Other current assets, including short term advances 15 (1,965) 1,980 Other noncurrent assets, including long term advances 509 — 509 Goodwill 121,913 30,042 91,871 Total assets acquired 196,168 16,257 179,911 Accounts payable 579 — 579 Accrued expenses and other current liabilities 9,692 1,421 8,271 Income tax liability 2,420 2,420 — Deferred tax liability 8,649 8,649 — Debt 19,937 (2,275) 22,212 Noncontrolling interest 29,278 11,889 17,389 Total liabilities assumed and noncontrolling interest 70,555 22,104 48,451 Net assets acquired $ 125,613 $ (5,847) $ 131,460 (In thousands) As of April 27, 2022 Measurement Period Adjustments As of April 27, 2021 Accounts receivable $ 47 $ — $ 47 Inventories 2,693 — 2,693 Prepaid expenses and other 530 — 530 Identifiable intangible assets 29,115 790 28,325 Property and equipment 3,642 (4,295) 7,937 Other assets — (22) 22 Goodwill 143,654 (76) 143,730 Total assets acquired 179,681 (3,603) 183,284 Accounts payable 472 — 472 Accrued expenses and other current liabilities 772 (8) 780 Deferred revenue 302 — 302 Deferred tax liability 8,017 180 7,837 Debt — (4,069) 4,069 Noncontrolling interests — — — Total liabilities assumed and noncontrolling interest 9,563 (3,897) 13,460 Net assets acquired $ 170,118 $ 294 $ 169,824 (In thousands) As of June 9, 2022 Measurement Period Adjustments As of June 9, 2021 Accounts receivable $ 5,551 $ 741 $ 4,810 Prepaid expenses and other 921 — 921 Identifiable intangible assets 32,475 — 32,475 Property and equipment 7,065 183 6,882 Other assets 631 (411) 1,042 Goodwill 107,219 (3,749) 110,968 Total assets acquired 153,862 (3,236) 157,098 Accounts payable 2,518 — 2,518 Accrued expenses and other current liabilities 1,267 362 905 Deferred revenue 15 — 15 Deferred tax liability 3,912 (3,994) 7,906 Other liabilities, noncurrent 382 382 — Debt 3,752 — 3,752 Total liabilities assumed 11,846 (3,250) 15,096 Net assets acquired $ 142,016 $ 14 $ 142,002
Schedule of Acquired Intangible Assets	The acquired intangible assets from TTC and their related estimated useful lives consisted of the following: Approximate Estimated (In thousands) (in years) Definite-life intangible assets – Trade names $ 1,125 3 The acquired intangible assets from Glocal and their related estimated useful lives consisted of the following: Approximate Estimated (In thousands) (in years) Definite-lived intangible assets—Technology and intellectual property $ 45,289 7 The acquired intangible assets from Innovations Group and their related estimated useful lives consisted of the following: Approximate Estimated (In thousands) (in years) Definite-lived intangible assets—Trade names $ 10,925 10 Definite-lived intangible assets—Technology and intellectual property 8,075 5 - 7 Definite-lived intangible assets—Customer relationships 9,325 10 Definite-lived intangible assets—Lease $ 790 4.8 Total fair value of identifiable intangible assets $ 29,115 The acquired intangible assets from Cloudbreak and their related estimated useful lives consisted of the following: Approximate Estimated (In thousands) (in years) Definite-lived intangible assets—Trade names $ 12,975 10 Definite-lived intangible assets—Technology and intellectual property 5,825 5 Definite-lived intangible assets—Customer relationships 13,675 10 Total fair value of identifiable intangible assets $ 32,475
Schedule of Pro Forma Results	The following unaudited pro forma consolidated financial information reflects the results of operations as if the acquisition of UpHealth Holdings (including all subsidiaries) and Cloudbreak had occurred on January 1, 2021, after giving effect to certain purchase accounting adjustments. These purchase accounting adjustments mainly include incremental depreciation expense related to the fair value adjustment of property and equipment, amortization expense related to identifiable intangible assets, and tax expense related to the combined tax provisions. This information does not purport to be indicative of the actual results that would have occurred if the acquisition had actually been completed on the date indicated, nor is it necessarily indicative of the future operating results or the financial position of the combined company: Three Months Ended September 30, Nine Months Ended (In thousands) 2021 2021 Pro Forma Revenues $ 45,192 $ 114,972 Net income (loss) $ 30,757 $ (9,294) Basic income (loss) per share $ 2.61 $ (0.98) Diluted income (loss) per share $ 2.61 $ (0.98)

Revenues (Tables)

Revenues (Tables)	9 Months Ended
	Sep. 30, 2022
Revenue from Contract with Customer [Abstract]
Schedule of Disaggregation of Revenues	Revenues by geography consisted of the following: Three months ended September 30, Nine months ended September 30, (In thousands) 2022 2021 2022 2021 Americas $ 38,666 $ 32,097 $ 111,402 $ 61,449 Europe — 7,800 — 18,600 Asia — 5,295 6,904 9,841 Total revenues $ 38,666 $ 45,192 $ 118,306 $ 89,890
Schedule of Change in Contract Assets and Contract Liabilities	The change in contract assets was as follows: Nine Months Ended September 30, (In thousands) 2022 2021 Unbilled receivables, beginning of period $ 784 $ 3,536 Reclassifications to billed receivables (784) (1,975) Revenues recognized in excess of period billings 896 11,526 Unbilled receivables, end of period $ 896 $ 13,087 Nine Months Ended September 30, (In thousands) 2022 2021 Deferred revenues, beginning of period $ 2,649 $ 397 Revenues recognized from balances held at the beginning of the period (2,023) (397) Revenues deferred from period collections on unfulfilled performance obligations 4,403 5,348 Deconsolidation of equity investment (622) — Deferred revenues, end of period $ 4,407 $ 5,348
Schedule of Remaining Performance Obligations	Remaining performance obligations consisted of the following as of September 30, 2022: (In thousands) Total Remaining 2023 - 2024 Subscriptions $ 9,979 $ 4,188 $ 5,791 Program management and professional services 4,115 1,372 2,743 Total $ 14,094 $ 5,560 $ 8,534

Supplemental Financial Statem_2

Supplemental Financial Statement Information (Tables)	9 Months Ended
	Sep. 30, 2022
Payables and Accruals [Abstract]
Schedule of Property and Equipment	Property and equipment consisted of the following: (In thousands) September 30, 2022 December 31, 2021 Land $ — $ 15,459 Buildings — 18,086 Leasehold improvements 4,010 3,393 Medical and surgical equipment 556 2,953 Electrical and other equipment 21 508 Computer equipment, furniture and fixtures 15,009 12,029 Vehicles 302 185 Internal-use software 6,036 3,837 Construction in progress 2,891 4,363 28,825 60,813 Accumulated depreciation and amortization (8,750) (4,741) Total property and equipment, net $ 20,075 $ 56,072
Schedule of Accrued Liabilities	Accrued expenses consisted of the following: (In thousands) September 30, 2022 December 31, 2021 Accrued professional fees $ 13,782 $ 10,238 Accrued products and licenses 17,820 17,889 Accrued interest on debt 2,971 1,227 Accrued payroll and bonuses 5,396 3,939 Accrued taxes in connection with shareholder distribution 120 120 Other accruals 1,149 2,671 Total accrued expenses $ 41,238 $ 36,084

Intangible Assets (Tables)

Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Changes in Carrying Amounts of Intangible Assets	The changes in carrying amounts of intangible assets consisted of the following as of September 30, 2022: (In thousands) Trade Names Technology and Intellectual Property Customer Relationships Lease Total December 31, 2021 $ 29,506 $ 54,521 $ 30,612 $ 674 $ 115,313 Additions — 7,250 — — 7,250 Amortization (2,372) (6,976) (2,504) (127) (11,979) Impairments (5,428) (6,008) (6,191) — (17,627) Deconsolidation of equity investment — (34,449) — — (34,449) Foreign exchange — (2,034) — — (2,034) September 30, 2022 $ 21,706 $ 12,304 $ 21,917 $ 547 $ 56,474
Schedule of Estimated Amortization Expense Related to Definite-Lived Intangible Assets	The estimated amortization expense related to definite-lived intangible assets for the five succeeding years is as follows: (In thousands) Trade Name Amortization Technology and Intellectual Property Amortization Customer Relationships Amortization Lease Amortization Total Remaining 2022 $ 717 $ 726 $ 618 $ 38 $ 2,099 2023 2,076 2,951 2,548 165 7,740 2024 2,076 2,951 2,548 165 7,740 2025 2,076 2,951 2,548 165 7,740 2026 2,076 2,300 2,548 14 6,938 Thereafter 12,685 425 11,107 — 24,217 $ 21,706 $ 12,304 $ 21,917 $ 547 $ 56,474

Goodwill (Tables)

Goodwill (Tables)	9 Months Ended
	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Changes in the Carrying Amount of Goodwill	The carrying amount of goodwill consisted of the following: (In thousands) Goodwill Balance at December 31, 2021 $ 284,268 Measurement period adjustments 5,403 Impairments (94,643) Balance at September 30, 2022 $ 195,028

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 30, 2022
Debt Disclosure [Abstract]
Schedule of Long-Term Debt	Debt consisted of the following: (In thousands) September 30, 2022 December 31, 2021 2025 Notes $ 67,500 $ — 2026 Notes 115,000 160,000 Other debt facilities (various maturities and interest rates) — 3,847 Provider Relief and EIDL Funds 10 123 Seller notes — 18,680 Total debt 182,510 182,650 Less: unamortized original issue and debt discount (39,197) (62,140) Total debt, net of unamortized original issue and debt discount 143,313 120,510 Less: current portion of debt (10) (22,093) Noncurrent portion of debt $ 143,303 $ 98,417

Fair Value of Financial Measure

Fair Value of Financial Measurements (Tables)	9 Months Ended
	Sep. 30, 2022
Fair Value Disclosures [Abstract]
Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis	The following tables present information about our financial assets and liabilities measured at fair value on are recurring basis: September 30, 2022 (In thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents - money market funds $ 11,973 $ — $ — $ 11,973 $ 11,973 $ — $ — $ 11,973 Liabilities: Derivative liability $ — $ — $ 692 $ 692 Warrant liability — 61 — 61 $ — $ 61 $ 692 $ 753 December 31, 2021 (In thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents - money market funds $ 45,006 $ — $ — $ 45,006 $ 45,006 $ — $ — $ 45,006 Liabilities: Derivative liability $ — $ — $ 7,977 $ 7,977 Warrant liability — 252 — 252 $ — $ 252 $ 7,977 $ 8,229
Schedule of Cash and Cash Equivalents	Cash equivalents at September 30, 2022 and December 31, 2021 were as follows: September 30, 2022 (In thousands) Amortized Cost Unrealized Gain Unrealized Loss Fair Value Cash equivalents: Money market funds $ 11,973 $ — $ — $ 11,973 Total cash equivalents $ 11,973 $ — $ — $ 11,973 December 31, 2021 (In thousands) Amortized Cost Unrealized Gain Unrealized Loss Fair Value Cash equivalents: Money market funds $ 45,006 $ — $ — $ 45,006 Total cash equivalents $ 45,006 $ — $ — $ 45,006
Schedule of Fair Value Significant Assumptions	The fair value of the derivative liabil ity is considered a Level 3 valuation and is determined using a Binomial Lattice Option Pricing Model. The significant assumptions used in the model were: September 30, 2022 December 31, 2021 Stock price $0.53 $2.24 Volatility 95.0% 82.5% Risk free rate 4.18% 1.18% Exercise price $10.65 $10.65 Expected life (in years) 3.69 4.44 Conversion periods 2-5 years 2-5 years Future share price $0.01-$31.54 $0.01-$34.05

Capital Structure (Tables)

Capital Structure (Tables)	9 Months Ended
	Sep. 30, 2022
Equity [Abstract]
Schedule of Common Stock Reserved for Future Issuance	Shares of common stock reserved for future issuance as of September 30, 2022 (recorded on a post-reverse split basis) were as follows: (In thousands) Number of Shares Restricted stock units outstanding 983 Stock options outstanding 142 Shares issuable upon conversion of 2025 Notes 3,857 Shares issuable upon conversion of 2026 Notes 1,080 Shares issuable upon conversion of Public Warrants 1,725 Shares issuable upon conversion of Private Warrants 57 Shares issuable upon conversion of PIPE Warrants 30 Shares available for future grant under 2021 EIP 755 8,629
Summary of Stock Option Activity	The following table summarizes stock option activity under the Cloudbreak Plan (recorded on a post-reverse split basis): Number of Shares Weighted Average Exercise Price Per Share Outstanding as of December 31, 2021 152 $ 48.10 Options exercised (10) $ 2.40 Outstanding as of September 30, 2022 142 $ 51.31
Summary of RSU Activity	The following table summarizes our RSU activity under the 2021 EIP (recorded on a post-reverse split basis): Number of Shares Weighted Average Grant Date Fair Value Per Share Outstanding as of December 31, 2021 1,069 $ 56.30 RSUs granted 75 $ 21.31 RSUs vested and released (34) $ 21.34 RSUs forfeited (21) $ 19.30 Outstanding as of March 31, 2022 1,089 $ 56.13 RSUs granted 13 $ 10.00 RSUs vested and released (556) $ 87.98 RSUs forfeited (165) $ 19.30 Outstanding as of June 30, 2022 381 $ 16.97 RSUs granted 852 $ 5.01 RSUs vested and released (210) $ 9.57 RSUs forfeited (42) $ 10.21 Outstanding as of September 30, 2022 981 $ 8.46

Commitments and Contingencies (

Commitments and Contingencies (Tables)	9 Months Ended
	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Schedule of Rent Expense	Total rent expense under related party and third-party agreements consisted of the following: (In thousands) Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Related party $ 202 $ — $ 602 $ — Third-party 1,125 1,230 3,101 3,085 Sublease income (146) (122) (392) (155) Total, net of sublease income $ 1,181 $ 1,108 $ 3,311 $ 2,930
Schedule of Future Minimum Lease Payments Under Non-Cancelable Operating Leases	As of September 30, 2022, future minimum lease payments under non-cancelable operating leases were as follows: (In thousands) Related Third- Party Sublease Income Minimum Lease Payments, Net of Sublease Income Remaining 2022 $ 200 $ 811 $ (118) $ 893 2023 814 2,748 (403) 3,159 2024 848 2,415 (408) 2,855 2025 855 1,748 (420) 2,183 2026 323 1,010 (433) 900 Thereafter — 661 (72) 589 $ 3,040 $ 9,393 $ (1,854) $ 10,579

Earnings (Loss) Per Share (Tabl

Earnings (Loss) Per Share (Tables)	9 Months Ended
	Sep. 30, 2022
Earnings Per Share [Abstract]
Schedule of Earnings (Loss) Per Share	Three Months Ended September 30, Nine Months Ended September 30, (In thousands, except per share data) 2022 2021 2022 2021 Numerator: Net income (loss) attributable to UpHealth, Inc. $ (165,762) $ 30,757 $ (195,645) $ (4,976) Denominator: Weighted average shares outstanding (1) 14,842 11,763 14,588 9,519 Diluted effect of stock awards — 27 — — Diluted effect of RSUs — 17 — — Weighted average shares outstanding assuming dilution 14,842 11,807 14,588 9,519 Net income (loss) per share attributable to UpHealth, Inc.: Basic $ (11.17) $ 2.61 $ (13.41) $ (0.52) Diluted $ (11.17) $ 2.60 $ (13.41) $ (0.52) (1) The shares and earnings per share available to our common stock holders, prior to the Business Combinations, have been recast to reflect the exchange ratio established in the Business Combinations (1.0 UpHealth Holdings share to 10.28 GigCapital2 share). See Note 3, Business Combinations , for more information. (2) The shares and earnings per share as of September 30, 2022 and before that date differ from those published in our prior condensed consolidated financial statements as they were retrospectively adjusted as a result of the Reverse Stock Split (as described in Note 1, Organization and Business ).

Related Party Transactions (Tab

Related Party Transactions (Tables)	9 Months Ended
	Sep. 30, 2022
Related Party Transactions [Abstract]
Schedule of Due To and Due From Related Parties	Due to and due from related parties consisted of the following: In thousands September 30, 2022 December 31, 2021 Due from related parties $ 21 $ 40 Due to related parties $ 209 $ 47

Segment Reporting (Tables)

Segment Reporting (Tables)	9 Months Ended
	Sep. 30, 2022
Segment Reporting [Abstract]
Schedule of Segment Reporting	Revenues by segment consisted of the following: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2022 2021 2022 2021 Integrated Care Management $ 3,795 $ 11,858 $ 14,230 $ 29,427 Virtual Care Infrastructure (1) 14,978 15,284 47,423 22,838 Services 19,893 18,050 56,653 37,625 Total revenues $ 38,666 $ 45,192 $ 118,306 $ 89,890 (1) As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. Gross profit by segment consisted of the following: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2022 2021 2022 2021 Integrated Care Management $ 2,854 $ 4,760 $ 11,385 $ 14,483 Virtual Care Infrastructure (1) 8,191 5,838 23,779 8,771 Services 7,454 7,349 21,032 13,015 Total gross profit $ 18,499 $ 17,947 $ 56,196 $ 36,269 (1) As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. Total assets by segment consisted of the following: In thousands September 30, 2022 December 31, 2021 Integrated Care Management $ 63,425 156,106 Virtual Care Infrastructure (1) 142,714 217,668 Services 130,408 127,114 Corporate 8,861 68,419 Total assets $ 345,408 $ 569,307 (1) As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in
Schedule of Total Assets by Geography	Total assets by geography consisted of the following: In thousands September 30, 2022 December 31, 2021 Americas $ 324,208 481,705 Asia (1) 21,200 87,602 Total assets $ 345,408 $ 569,307 (1) As discussed in Note 1, Organization and Business , we deconsolidated Glocal during the three months ended September 30, 2022; therefore, the financial results of Glocal as of December 31, 2021 and for the three months ended September 30, 2021, the period from March 26, 2021 to September 30, 2021, and the period from January 1, 2022 to June 30, 2022 are included in our unaudited condensed consolidated financial statements, and the financial results of Glocal as of September 30, 2022 and for the three months then ended are not included in our unaudited condensed consolidated financial statements. The probability-weighted fair value of Glocal of $21.2 million is included in equity investment in our unaudited condensed consolidated balance sheets.

Organization and Business - Nar

Organization and Business - Narrative (Details) $ / shares in Units, $ in Thousands				1 Months Ended	3 Months Ended		9 Months Ended
	Dec. 08, 2022	Dec. 05, 2022 $ / shares	Jul. 01, 2022 USD ($)	Jul. 31, 2022 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Dec. 31, 2021 USD ($)
Class of Stock [Line Items]
Deconsolidation of equity investment			$ 37,708	$ 37,700	$ 37,708	$ 0	$ 37,708	$ 0
Equity investment			$ 58,908		21,200		21,200		$ 0
Deconsolidate investment in Glocal					6,626		$ 14,300
Company transfered amount to a designated “Share Account”					$ 5,100
Subsequent Event
Class of Stock [Line Items]
Common stock, par value (in dollars per share) | $ / shares		$ 0.0001
Reverse stock split	0.1
Minimum | Subsequent Event
Class of Stock [Line Items]
Reverse stock split		0.4
Maximum | Subsequent Event
Class of Stock [Line Items]
Reverse stock split		0.1

Organization and Business - Var

Organization and Business - Variable Interest Entity (Details) - USD ($) $ in Thousands		1 Months Ended	3 Months Ended		9 Months Ended
	Jul. 01, 2022	Jul. 31, 2022	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Jun. 30, 2022	Dec. 31, 2021
Variable Interest Entity [Line Items]
Cash and cash equivalents			$ 22,608	$ 67,877	$ 22,608	$ 67,877		$ 58,192
Restricted cash			0	435	0	435		18,609
Accounts receivable, net			22,626		22,626			22,761
Inventories			2,762		2,762			2,928
Prepaid expenses and other current assets			4,077		4,077			4,217
Property and equipment, net			20,075		20,075			56,072
Intangible assets, net			56,474		56,474			115,313
Other assets			454		454			6,907
Total assets			345,408		345,408			569,307
Accounts payable			16,393		16,393			13,604
Accrued expenses			41,238		41,238			36,084
Deferred revenues			4,407		4,407			2,649
Income taxes payable			229		229			739
Related-party debt, current			403		403			657
Noncurrent portion of debt			143,303		143,303			98,417
Other liabilities, noncurrent			2,880		2,880			3,502
Deferred tax liabilities			0		0			28,281
Accumulated other comprehensive loss			0		0			(3,802)
Noncontrolling interests			816		816			15,379
Total liabilities and stockholders’ equity			345,408		345,408			569,307
Carrying value of Glocal at deconsolidation	$ 58,908		21,200		21,200			$ 0
Fair value of Glocal at deconsolidation	21,200						$ 21,200
Loss on deconsolidation of subsidiary	(37,708)	$ (37,700)	$ (37,708)	$ 0	$ (37,708)	$ 0
VIE
Variable Interest Entity [Line Items]
Cash and cash equivalents	8,743
Restricted cash	508
Accounts receivable, net	5,043
Inventories	276
Prepaid expenses and other current assets	816
Property and equipment, net	27,415
Intangible assets, net	34,449
Other assets	1,814
Total assets	79,064
Accounts payable	2,430
Accrued expenses	1,189
Deferred revenues	588
Income taxes payable	2,512
Related-party debt, current	71
Noncurrent portion of debt	551
Other liabilities, noncurrent	144
Deferred tax liabilities	6,045
Accumulated other comprehensive loss	(7,659)
Noncontrolling interests	14,285
Total liabilities and stockholders’ equity	$ 20,156

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Narrative (Details) - Forecast $ in Millions	Dec. 31, 2022 USD ($)
Minimum
Operating Leased Assets [Line Items]
Operating right-of-use assets	$ 12
Operating lease liabilities	13
Maximum
Operating Leased Assets [Line Items]
Operating right-of-use assets	14
Operating lease liabilities	$ 15

Business Combinations - Narrati

Business Combinations - Narrative (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended						5 Months Ended	9 Months Ended		12 Months Ended
	Mar. 31, 2021	Feb. 28, 2021	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Jun. 09, 2021	Sep. 30, 2022	Sep. 30, 2021	Jun. 09, 2022	Apr. 27, 2022	Mar. 26, 2022	Jan. 25, 2022	Dec. 31, 2020	Jul. 01, 2022
Business Acquisition [Line Items]
Noncontrolling interests			$ 816			$ 15,379				$ 816
Acquisition, integration, and transformation costs			$ 6,049				$ 1,227			$ 15,182	$ 36,566
VIE
Business Acquisition [Line Items]
Noncontrolling interests																	$ 14,285
Innovations Group | VIE
Business Acquisition [Line Items]
Noncontrolling interests							500				$ 500
Paycheck Protection Program Loans, CARES Act | Medium-term Notes | Paycheck Protection Program, CARES Act | TTC
Business Acquisition [Line Items]
Debt forgiven	$ 300	$ 900														$ 700
TTC
Business Acquisition [Line Items]
Total assets acquired									$ (1,200)						$ 318
Accrual for amounts owed to related party								$ 2,800							2,807
Accounts receivable, net						(500)									(462)
Increase (decrease) in net assets acquired and goodwill															(1,177)
Deferred tax liability															(28)
Liability related to redeemable preferred shares															$ (1,284)
Glocal
Business Acquisition [Line Items]
Total assets acquired														$ 16,257
Accounts receivable, net														(5,111)
Increase (decrease) in net assets acquired and goodwill								(5,800)						(5,847)
Deferred tax liability					$ (2,600)	2,600		$ 9,900						8,649
Allowance for doubtful accounts, receivables						5,100	2,000
Liability related to redeemable preferred shares						(2,300)	11,900							(2,275)
Accrual for amounts owed to providers					200	1,200								1,421
Property and equipment					(15,600)									(13,959)
Identifiable intangible assets					$ 7,300									$ 7,250
Innovations Group
Business Acquisition [Line Items]
Total assets acquired													$ (3,603)
Increase (decrease) in net assets acquired and goodwill													294
Deferred tax liability						200							180
Liability related to redeemable preferred shares						(4,100)							(4,069)
Accrual for amounts owed to providers						(8)							(8)
Property and equipment						(4,300)							(4,295)
Identifiable intangible assets						800							790
Other assets						(22)							$ (22)
Cloudbreak
Business Acquisition [Line Items]
Total assets acquired												$ (3,236)
Accounts receivable, net						700						741
Increase (decrease) in net assets acquired and goodwill							$ 14					14
Deferred tax liability				$ (100)		(3,900)						(3,994)
Accrual for amounts owed to providers						400						362
Property and equipment						200						183
Other assets						$ (400)						$ (411)

Business Combinations - Allocat

Business Combinations - Allocation of Purchase Price (Details) - USD ($)	3 Months Ended					5 Months Ended	9 Months Ended		12 Months Ended
	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Jun. 09, 2021	Sep. 30, 2022	Sep. 30, 2021	Jun. 09, 2022	Apr. 27, 2022	Mar. 26, 2022	Jan. 25, 2022	Apr. 27, 2021	Mar. 26, 2021	Jan. 25, 2021
Business Acquisition [Line Items]
Goodwill			$ 284,268,000				$ 195,028,000
Measurement Period Adjustments
Measurement period adjustments		$ 5,500,000		$ 0			$ 5,403,000	$ 0
TTC
Business Acquisition [Line Items]
Accounts receivable												$ 1,311,000			$ 1,773,000
Prepaid expenses and other												187,000			187,000
Identifiable intangible assets												1,125,000			1,125,000
Property and equipment												531,000			531,000
Other assets												281,000			281,000
Goodwill												58,354,000			57,574,000
Total assets acquired												61,789,000			61,471,000
Accounts payable												625,000			625,000
Accrued expenses and other current liabilities												602,000			602,000
Due to related parties												4,200,000			1,393,000
Deferred tax liabilities												446,000			474,000
Debt												11,216,000			12,500,000
Total liabilities assumed												17,089,000			15,594,000
Net assets acquired												44,700,000			$ 45,877,000
Measurement Period Adjustments
Accounts receivable, net			(500,000)									(462,000)
Measurement period adjustments												780,000
Total assets acquired						$ (1,200,000)						318,000
Due to related parties					$ 2,800,000							2,807,000
Deferred tax liability												(28,000)
Debt												(1,284,000)
Total liabilities assumed												1,495,000
Net assets acquired												$ (1,177,000)
Glocal
Business Acquisition [Line Items]
Accounts receivable											$ 1,350,000			$ 6,461,000
Inventories											325,000			325,000
Identifiable intangible assets											45,289,000			38,039,000
Property and equipment											26,767,000			40,726,000
Other current assets, including short term advances											15,000			1,980,000
Other assets											509,000			509,000
Goodwill											121,913,000			91,871,000
Total assets acquired											196,168,000			179,911,000
Accounts payable											579,000			579,000
Accrued expenses and other current liabilities											9,692,000			8,271,000
Income tax liability											2,420,000			0
Deferred tax liabilities											8,649,000			0
Debt											19,937,000			22,212,000
Noncontrolling interest											29,278,000			17,389,000
Total liabilities assumed and noncontrolling interest											70,555,000			48,451,000
Net assets acquired											125,613,000			$ 131,460,000
Measurement Period Adjustments
Accounts receivable, net											(5,111,000)
Identifiable intangible assets		7,300,000									7,250,000
Other current assets, including short term advances											(1,965,000)
Property and equipment		(15,600,000)									(13,959,000)
Measurement period adjustments											30,042,000
Total assets acquired											16,257,000
Accrued expenses and other current liabilities		200,000	1,200,000								1,421,000
Income tax liability											2,420,000
Deferred tax liability		$ (2,600,000)	2,600,000		9,900,000						8,649,000
Debt			(2,300,000)	11,900,000							(2,275,000)
Noncontrolling interest											11,889,000
Total liabilities assumed and noncontrolling interest											22,104,000
Net assets acquired					$ (5,800,000)						$ (5,847,000)
Innovations Group
Business Acquisition [Line Items]
Accounts receivable										$ 47,000			$ 47,000
Inventories										2,693,000			2,693,000
Prepaid expenses and other										530,000			530,000
Identifiable intangible assets										29,115,000			28,325,000
Property and equipment										3,642,000			7,937,000
Other assets										0			22,000
Goodwill										143,654,000			143,730,000
Total assets acquired										179,681,000			183,284,000
Accounts payable										472,000			472,000
Accrued expenses and other current liabilities										772,000			780,000
Deferred tax liabilities										8,017,000			7,837,000
Debt										0			4,069,000
Deferred revenue										302,000			302,000
Noncontrolling interest										0			0
Total liabilities assumed and noncontrolling interest										9,563,000			13,460,000
Net assets acquired										170,118,000			$ 169,824,000
Measurement Period Adjustments
Identifiable intangible assets			800,000							790,000
Property and equipment			(4,300,000)							(4,295,000)
Other assets			(22,000)							(22,000)
Measurement period adjustments										(76,000)
Total assets acquired										(3,603,000)
Accrued expenses and other current liabilities			(8,000)							(8,000)
Deferred tax liability			200,000							180,000
Debt			(4,100,000)							(4,069,000)
Total liabilities assumed and noncontrolling interest										(3,897,000)
Net assets acquired										$ 294,000
Cloudbreak
Business Acquisition [Line Items]
Accounts receivable						4,810,000			$ 5,551,000
Prepaid expenses and other						921,000			921,000
Identifiable intangible assets						32,475,000			32,475,000
Property and equipment						6,882,000			7,065,000
Other assets						1,042,000			631,000
Goodwill						110,968,000			107,219,000
Total assets acquired						157,098,000			153,862,000
Accounts payable						2,518,000			2,518,000
Accrued expenses and other current liabilities						905,000			1,267,000
Deferred tax liabilities						7,906,000			3,912,000
Debt						3,752,000			3,752,000
Deferred revenue						15,000			15,000
Other liabilities, noncurrent						0			382,000
Total liabilities assumed						15,096,000			11,846,000
Net assets acquired						$ 142,002,000			142,016,000
Measurement Period Adjustments
Accounts receivable, net			700,000						741,000
Property and equipment			200,000						183,000
Other assets			(400,000)						(411,000)
Measurement period adjustments									(3,749,000)
Total assets acquired									(3,236,000)
Accrued expenses and other current liabilities			400,000						362,000
Deferred tax liability	$ (100,000)		$ (3,900,000)						(3,994,000)
Other liabilities, noncurrent									382,000
Total liabilities assumed				400,000					(3,250,000)
Net assets acquired				$ 14,000					$ 14,000

Business Combinations - Acquire

Business Combinations - Acquired Intangible Assets (Details) - USD ($) $ in Thousands					9 Months Ended
	Jun. 09, 2021	Apr. 27, 2021	Mar. 26, 2021	Jan. 25, 2021	Sep. 30, 2022
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets					$ 7,250
Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets					0
Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets					0
Lease
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets					$ 0
TTC | Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets				$ 1,125
Estimated Useful Life				3 years
Glocal | Technology and intellectual property
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets			$ 45,289
Estimated Useful Life			7 years
Innovations Group
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets		$ 29,115
Innovations Group | Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets		$ 10,925
Estimated Useful Life		10 years
Innovations Group | Technology and intellectual property
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets		$ 8,075
Innovations Group | Technology and intellectual property | Minimum
Acquired Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life		5 years
Innovations Group | Technology and intellectual property | Maximum
Acquired Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life		7 years
Innovations Group | Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets		$ 9,325
Estimated Useful Life		10 years
Innovations Group | Lease
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets		$ 790
Estimated Useful Life		4 years 9 months 18 days
Cloudbreak
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets	$ 32,475
Cloudbreak | Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets	$ 12,975
Estimated Useful Life	10 years
Cloudbreak | Technology and intellectual property
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets	$ 5,825
Estimated Useful Life	5 years
Cloudbreak | Customer Relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Total fair value of identifiable intangible assets	$ 13,675
Estimated Useful Life	10 years

Business Combinations - Pro For

Business Combinations - Pro Forma Results (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Business Combination and Asset Acquisition [Abstract]
Revenues	$ 45,192	$ 114,972
Net income (loss)	$ 30,757	$ (9,294)
Basic earnings per share (in dollars per share)	$ 2.61	$ (0.98)
Diluted earnings per share (in dollars per share)	$ 2.61	$ (0.98)

Revenues - Disaggregation of Re

Revenues - Disaggregation of Revenues (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Total revenues	$ 38,666	$ 45,192	$ 118,306	$ 89,890
Americas
Disaggregation of Revenue [Line Items]
Total revenues	38,666	32,097	111,402	61,449
Europe
Disaggregation of Revenue [Line Items]
Total revenues	0	7,800	0	18,600
Asia
Disaggregation of Revenue [Line Items]
Total revenues	$ 0	$ 5,295	$ 6,904	$ 9,841

Revenues - Narrative (Details)

Revenues - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Concentration Risk [Line Items]
Impairment of contract assets	$ 0	$ 0	$ 0	$ 0
Revenue recognized, percentage	0.10%	0%	1.70%	0.40%
Revenue Recognition Timing | Total revenue | Transferred over-time
Concentration Risk [Line Items]
Concentration risk, percentage	75%	70%	73%	72%

Revenues - Contract Assets (Det

Revenues - Contract Assets (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Change In Contract With Customer, Asset [Roll Forward]
Unbilled receivables, beginning of period	$ 784	$ 3,536
Reclassifications to billed receivables	(784)	(1,975)
Revenues recognized in excess of period billings	896	11,526
Unbilled receivables, end of period	$ 896	$ 13,087

Revenues - Contract Liabilities

Revenues - Contract Liabilities (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Change In Contract With Customer, Liability [Roll Forward]
Deferred revenues, beginning of period	$ 2,649	$ 397
Revenues recognized from balances held at the beginning of the period	(2,023)	(397)
Revenues deferred from period collections on unfulfilled performance obligations	4,403	5,348
Deconsolidation of equity investment	(622)	0
Deferred revenues, end of period	$ 4,407	$ 5,348

Revenues - Remaining Performanc

Revenues - Remaining Performance Obligations (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations	$ 14,094
Subscriptions
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations	9,979
Program management and professional services
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations	4,115
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations	$ 5,560
Remaining performance obligations, period	3 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-01 | Subscriptions
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations	$ 4,188
Remaining performance obligations, period	3 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-01 | Program management and professional services
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations	$ 1,372
Remaining performance obligations, period	3 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations	$ 8,534
Remaining performance obligations, period	2 years
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Subscriptions
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations	$ 5,791
Remaining performance obligations, period	2 years
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Program management and professional services
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligations	$ 2,743
Remaining performance obligations, period	2 years

Supplemental Financial Statem_3

Supplemental Financial Statement Information (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	$ 28,825	$ 60,813
Accumulated depreciation and amortization	(8,750)	(4,741)
Property and equipment, net	20,075	56,072
Land
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	0	15,459
Buildings
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	0	18,086
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	4,010	3,393
Medical and surgical equipment
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	556	2,953
Electrical and other equipment
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	21	508
Computer equipment, furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	15,009	12,029
Vehicles
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	302	185
Internal-use software
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	6,036	3,837
Construction in progress
Property, Plant and Equipment [Line Items]
Total property and equipment, gross	$ 2,891	$ 4,363

Supplemental Financial Statem_4

Supplemental Financial Statement Information - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Payables and Accruals [Abstract]
Depreciation expense	$ 1.8	$ 1.8	$ 5.1	$ 2.8

Supplemental Financial Statem_5

Supplemental Financial Statement Information - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Payables and Accruals [Abstract]
Accrued professional fees	$ 13,782	$ 10,238
Accrued products and licenses	17,820	17,889
Accrued interest on debt	2,971	1,227
Accrued payroll and bonuses	5,396	3,939
Accrued taxes in connection with shareholder distribution	120	120
Other accruals	1,149	2,671
Total accrued expenses	$ 41,238	$ 36,084

Intangible Assets - Schedule of

Intangible Assets - Schedule of Changes in Carrying Amounts of Intangible Assets (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Finite-lived Intangible Assets [Roll Forward]
Beginning balance			$ 115,313,000
Additions			7,250,000
Amortization	$ (2,700,000)	$ (3,500,000)	(11,979,000)	$ (7,000,000)
Impairments	(16,900,000)	$ 0	(17,627,000)	$ 0
Deconsolidation of equity investment			(34,449,000)
Foreign exchange			(2,034,000)
Ending balance	56,474,000		56,474,000
Trade Names
Finite-lived Intangible Assets [Roll Forward]
Beginning balance			29,506,000
Additions			0
Amortization			(2,372,000)
Impairments			(5,428,000)
Deconsolidation of equity investment			0
Foreign exchange			0
Ending balance	21,706,000		21,706,000
Technology and Intellectual Property
Finite-lived Intangible Assets [Roll Forward]
Beginning balance			54,521,000
Additions			7,250,000
Amortization			(6,976,000)
Impairments			(6,008,000)
Deconsolidation of equity investment			(34,449,000)
Foreign exchange			(2,034,000)
Ending balance	12,304,000		12,304,000
Customer Relationships
Finite-lived Intangible Assets [Roll Forward]
Beginning balance			30,612,000
Additions			0
Amortization			(2,504,000)
Impairments			(6,191,000)
Deconsolidation of equity investment			0
Foreign exchange			0
Ending balance	21,917,000		21,917,000
Lease
Finite-lived Intangible Assets [Roll Forward]
Beginning balance			674,000
Additions			0
Amortization			(127,000)
Impairments			0
Deconsolidation of equity investment			0
Foreign exchange			0
Ending balance	$ 547,000		$ 547,000

Intangible Assets - Narrative (

Intangible Assets - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Finite-Lived Intangible Assets [Line Items]
Impairment charge for intangible assets	$ 16,900,000	$ 0	$ 17,627,000	$ 0
Amortization expense	$ 2,700,000	$ 3,500,000	11,979,000	$ 7,000,000
Trade Names
Finite-Lived Intangible Assets [Line Items]
Impairment charge for intangible assets			5,428,000
Amortization expense			2,372,000
Technology and Intellectual Property
Finite-Lived Intangible Assets [Line Items]
Impairment charge for intangible assets			6,008,000
Amortization expense			6,976,000
Customer Relationships
Finite-Lived Intangible Assets [Line Items]
Impairment charge for intangible assets			$ 6,191,000
Estimated useful lives (in years)			10 years
Amortization expense			$ 2,504,000
Minimum | Trade Names
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives (in years)			3 years
Minimum | Technology and Intellectual Property
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives (in years)			5 years
Maximum | Trade Names
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives (in years)			10 years
Maximum | Technology and Intellectual Property
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives (in years)			7 years

Intangible Assets - Schedule _2

Intangible Assets - Schedule of Estimated Amortization Expense Related to Definite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Remaining 2022	$ 2,099
2023	7,740
2024	7,740
2025	7,740
2026	6,938
Thereafter	24,217
Total	56,474	$ 115,313
Trade Name Amortization
Finite-Lived Intangible Assets [Line Items]
Remaining 2022	717
2023	2,076
2024	2,076
2025	2,076
2026	2,076
Thereafter	12,685
Total	21,706	29,506
Technology and Intellectual Property Amortization
Finite-Lived Intangible Assets [Line Items]
Remaining 2022	726
2023	2,951
2024	2,951
2025	2,951
2026	2,300
Thereafter	425
Total	12,304	54,521
Customer Relationships Amortization
Finite-Lived Intangible Assets [Line Items]
Remaining 2022	618
2023	2,548
2024	2,548
2025	2,548
2026	2,548
Thereafter	11,107
Total	21,917	30,612
Lease Amortization
Finite-Lived Intangible Assets [Line Items]
Remaining 2022	38
2023	165
2024	165
2025	165
2026	14
Thereafter	0
Total	$ 547	$ 674

Goodwill - Narrative (Details)

Goodwill - Narrative (Details)		3 Months Ended			9 Months Ended
	Dec. 31, 2021 USD ($) segment	Sep. 30, 2022 USD ($) segment	Mar. 31, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) segment	Sep. 30, 2021 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Measurement period adjustments			$ 5,500,000	$ 0	$ 5,403,000	$ 0
Number of operating business segments | segment	3	2			3
Impairment charge for goodwill	$ 297,900,000	$ 89,100,000			$ 94,643,000

Goodwill - Schedule of Changes

Goodwill - Schedule of Changes in the Carrying Amount of Goodwill (Details) - USD ($)		3 Months Ended			9 Months Ended
	Dec. 31, 2021	Sep. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Goodwill [Roll Forward]
Beginning balance			$ 284,268,000		$ 284,268,000
Measurement period adjustments			$ 5,500,000	$ 0	5,403,000	$ 0
Impairments	$ (297,900,000)	$ (89,100,000)			(94,643,000)
Ending balance	$ 284,268,000	$ 195,028,000			$ 195,028,000

Debt - Schedule of Debt (Detail

Debt - Schedule of Debt (Details) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Total debt	$ 182,510,000	$ 182,650,000
Less: unamortized original issue and debt discount	(39,197,000)	(62,140,000)
Total debt, net of unamortized original issue and debt discount	143,313,000	120,510,000
Less: current portion of debt	(10,000)	(22,093,000)
Noncurrent portion of debt	143,303,000	98,417,000
Other debt facilities (various maturities and interest rates)
Debt Instrument [Line Items]
Total debt	0	3,847,000
Convertible notes | 2025 Notes
Debt Instrument [Line Items]
Total debt	67,500,000	0
Convertible notes | 2026 Notes
Debt Instrument [Line Items]
Total debt	115,000,000	160,000,000
Unsecured Debt | Provider Relief and EIDL Funds
Debt Instrument [Line Items]
Total debt	10,000	123,000
Notes Payable | Seller notes
Debt Instrument [Line Items]
Total debt	$ 0	$ 18,680,000

Debt - Narrative (Details)

Debt - Narrative (Details) $ / shares in Units, ₨ in Millions						1 Months Ended					3 Months Ended				4 Months Ended	6 Months Ended	9 Months Ended		12 Months Ended
	Dec. 15, 2022	Aug. 12, 2022 USD ($) $ / shares shares	Jun. 15, 2021 USD ($) shares	Jun. 09, 2021 USD ($) shares	Mar. 23, 2021 USD ($)	Aug. 31, 2022 USD ($)	Aug. 31, 2021 USD ($)	Mar. 31, 2021 USD ($)	Feb. 28, 2021 USD ($)	Jan. 31, 2021 USD ($)	Sep. 30, 2022 USD ($)	Jun. 30, 2022 USD ($)	Dec. 31, 2021 USD ($)	Sep. 30, 2021 USD ($)	Jul. 31, 2020 USD ($)	Jun. 30, 2022 USD ($)	Sep. 30, 2022 USD ($) quarterly_installment	Sep. 30, 2021 USD ($)	Dec. 31, 2020 USD ($) loan	Dec. 29, 2022	Mar. 31, 2022 USD ($)	Dec. 31, 2021 INR (₨)	Jan. 24, 2021 USD ($)	Jan. 06, 2021 USD ($)	Apr. 30, 2020 USD ($) loan_agreement
Debt Instrument [Line Items]
Total interest expense											$ 6,708,000			$ 8,145,000			$ 20,306,000	$ 13,760,000
Payments of debt issuance costs																	1,475,000	8,100,000
Stock issued during period, reverse stock splits (in shares) | shares		115,000
Stock issued during period, reverse stock splits		$ 700,000
Gain (loss) on extinguishment of debt											(14,610,000)			0			(14,610,000)	151,000
Aggregate carrying value											182,510,000		$ 182,650,000				182,510,000
Carrying or outstanding amount of debt											143,313,000		120,510,000				143,313,000
Current portion of long-term debt											10,000		22,093,000				10,000
Repayments of notes																	18,680,000	99,207,000
Thrasys | Affiliated Entity
Debt Instrument [Line Items]
Interest expense											12,000			12,000			34,000	20,000
Accrued interest on debt											100,000		39,000				100,000
Notes payable to related parties											700,000		700,000				$ 700,000
Notes payable to related parties, interest rate																	3.50%
Number of quarterly installments | quarterly_installment																	8
Loan Agreement
Debt Instrument [Line Items]
Unamortized debt issuance costs				$ 0
Gain (loss) on extinguishment of debt				0
Convertible notes | 2026 Notes
Debt Instrument [Line Items]
Principal amount		$ 3,000,000	$ 160,000,000
Debt instrument, interest rate			6.25%
Convertible, shares issuable (in shares) | shares		1,079,812	1,502,347
Conversion price (in dollars per share) | $ / shares		$ 106.50
Proceeds from issuance of long-term debt			$ 151,900,000
Debt issuance costs		$ 2,200,000	$ 8,100,000
Fair value of derivative liability											700,000		8,000,000				$ 700,000
Total interest expense											5,300,000			1,400,000			17,200,000	1,400,000
Derivative accretion											2,700,000			700,000			8,900,000	700,000
Contractual interest expense											2,200,000			600,000			7,200,000	600,000
Debt issuance costs amortization											400,000			100,000			1,200,000	100,000
Gain on fair value of derivative liability											200,000						6,900,000
Repayments of convertible debt		45,000,000
Debt instrument, fact amount, per instrument		$ 2,000,000
Debt repurchase, percentage of principal amount		100%
Loss on repurchase of debt instrument											14,600,000						14,600,000
Aggregate carrying value											115,000,000		160,000,000				115,000,000
Convertible notes | 2025 Notes
Debt Instrument [Line Items]
Principal amount		$ 67,500,000
Convertible, shares issuable (in shares) | shares		3,857,142
Conversion price (in dollars per share) | $ / shares		$ 17.50
Interest expense											1,100,000						1,100,000
Contractual interest expense											1,000,000						1,000,000
Debt issuance costs amortization											100,000						100,000
Debt repurchase, percentage of principal amount		105%
Proceeds from debt		$ 22,500,000
Payments of debt issuance costs		$ 1,500,000
Debt instrument, interest rate floor (percent)		10.50%
Debt redemption, repurchase increment		$ 1,000
Sale of assets, net proceeds threshold for repurchase		$ 15,000,000
Sale of assets, cash repurchase price as a percentage of net proceeds		20%
Sale of assets, net proceeds threshold, redemption price percentage		100%
Aggregate carrying value											$ 67,500,000		0				$ 67,500,000
Convertible notes | 2025 Notes | SOFR
Debt Instrument [Line Items]
Basis spread on variable rate (percent)		9%
Convertible notes | 2025 Notes | Subsequent Event
Debt Instrument [Line Items]
Debt instrument, interest rate floor (percent)	12.21%
Effective interest rate																				13.53%
Convertible notes | 2021 Note
Debt Instrument [Line Items]
Principal amount					$ 4,100,000
Debt instrument, interest rate					15%
Proceeds from issuance of long-term debt					$ 3,000,000
Debt issuance costs					1,000,000
Payments of debt issuance costs				100,000
Gain (loss) on extinguishment of debt				31,000
Repayments of long-term debt				3,600,000
Converted amount				$ 500,000	$ 500,000
Debt conversion, shares issued (in shares) | shares				5,000
Write off of debt issuance costs				$ 500,000
Convertible notes | 2026 5% Note
Debt Instrument [Line Items]
Principal amount																								$ 1,500,000
Debt instrument, interest rate																								5%
Gain (loss) on extinguishment of debt				100,000
Carrying or outstanding amount of debt				1,500,000
Accrued interest on debt				$ 30,000
Debt conversion, shares issued (in shares) | shares				15,036
Line of Credit | Loan Agreement | Revolving Credit Facility
Debt Instrument [Line Items]
Debt paid off				$ 1,800,000
Line of Credit | Loan Agreement | Revolving Credit Facility | TTC
Debt Instrument [Line Items]
Maximum borrowings																							$ 1,800,000
Term Loan | Loan Agreement
Debt Instrument [Line Items]
Debt paid off				9,100,000
Term Loan | Loan Agreement | TTC
Debt Instrument [Line Items]
Principal amount																							$ 10,800,000
Secured Debt | INR-denominated term loans | Glocal
Debt Instrument [Line Items]
Aggregate carrying value													700,000
Repayments of long-term debt												$ 100,000				$ 100,000
Accrued interest on debt													23,000
Debt forgiven													2,300,000
Secured Debt | INR-denominated term loans | Glocal | INR
Debt Instrument [Line Items]
Carrying or outstanding amount of debt | ₨																						₨ 54
Secured Debt | INR-denominated term loans | Maximum | Glocal
Debt Instrument [Line Items]
Debt instrument, interest rate											0.1625%						0.1625%
Secured Debt | INR-denominated term loans | Minimum | Glocal
Debt Instrument [Line Items]
Debt instrument, interest rate											11.15%						11.15%
Medium-term Notes | Paycheck Protection Program Loans, CARES Act | Paycheck Protection Program, CARES Act
Debt Instrument [Line Items]
Debt instrument, interest rate																									1%
Medium-term Notes | Paycheck Protection Program Loans, CARES Act | TTC | Paycheck Protection Program, CARES Act
Debt Instrument [Line Items]
Principal amount																									$ 1,900,000
Debt forgiven								$ 300,000	$ 900,000										$ 700,000
Number of loan agreements | loan_agreement																									5
Number of loans fully forgiven | loan																			3
Medium-term Notes | Paycheck Protection Program Loans, CARES Act | Thrasys | Paycheck Protection Program, CARES Act
Debt Instrument [Line Items]
Principal amount																			$ 500,000						$ 500,000
Medium-term Notes | Paycheck Protection Program Loans, CARES Act | BHS | Paycheck Protection Program, CARES Act
Debt Instrument [Line Items]
Principal amount																									$ 1,000,000
Unsecured Debt | Provider Relief and EIDL Funds
Debt Instrument [Line Items]
Aggregate carrying value											$ 10,000		123,000				$ 10,000
Unsecured Debt | Provider Relief and EIDL Funds | TTC
Debt Instrument [Line Items]
Proceeds from issuance of long-term debt										$ 500,000
Funds used																					$ 500,000
Unsecured Debt | Provider Relief and EIDL Funds | BHS
Debt Instrument [Line Items]
Proceeds from issuance of long-term debt															$ 200,000
Funds used																					100,000
Current portion of long-term debt																					$ 100,000
Notes Payable | Seller notes
Debt Instrument [Line Items]
Interest expense											300,000			$ 300,000			1,200,000	$ 1,100,000
Aggregate carrying value											0		18,680,000				0
Accrued interest on debt											$ 0		$ 700,000				$ 0
Repayments of notes				$ 88,100,000		$ 18,700,000	$ 11,100,000
Payment for accrued interest						$ 1,900,000

Fair Value of Financial Instr_2

Fair Value of Financial Instruments - Schedule of Financial Assets and Liabilities Measured at Fair Value On a Recurring Basis (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Liabilities:
Warrant liability	$ 61	$ 252
Money market funds
Assets:
Cash equivalents - money market funds	11,973	45,006
Fair Value, Recurring
Assets:
Total assets	11,973	45,006
Liabilities:
Derivative liability	692	7,977
Warrant liability	61	252
Total liabilities	753	8,229
Fair Value, Recurring | Money market funds
Assets:
Cash equivalents - money market funds	11,973	45,006
Fair Value, Recurring | Level 1
Assets:
Total assets	11,973	45,006
Liabilities:
Derivative liability	0	0
Warrant liability	0	0
Total liabilities	0	0
Fair Value, Recurring | Level 1 | Money market funds
Assets:
Cash equivalents - money market funds	11,973	45,006
Fair Value, Recurring | Level 2
Assets:
Total assets	0	0
Liabilities:
Derivative liability	0	0
Warrant liability	61	252
Total liabilities	61	252
Fair Value, Recurring | Level 2 | Money market funds
Assets:
Cash equivalents - money market funds	0	0
Fair Value, Recurring | Level 3
Assets:
Total assets	0	0
Liabilities:
Derivative liability	692	7,977
Warrant liability	0	0
Total liabilities	692	7,977
Fair Value, Recurring | Level 3 | Money market funds
Assets:
Cash equivalents - money market funds	$ 0	$ 0

Fair Value of Financial Instr_3

Fair Value of Financial Instruments - Schedule of Cash and Cash Equivalents (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021	Sep. 30, 2021
Cash and Cash Equivalents [Line Items]
Amortized Cost	$ 22,608	$ 58,192	$ 67,877
Money market funds
Cash and Cash Equivalents [Line Items]
Amortized Cost	11,973	45,006
Fair Value	$ 11,973	$ 45,006

Fair Value of Financial Instr_4

Fair Value of Financial Instruments - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value of warrants	$ 61,000		$ 61,000		$ 252,000
Gain on fair value of warrant liabilities	$ 0	$ (373,000)	$ (190,000)	$ (1,447,000)
Private Placement Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value price of warrants (in dollars per share)	$ 0.70		$ 0.70		$ 0.29
Fair value of warrants	$ 40,000		$ 40,000		$ 200,000
Gain on fair value of warrant liabilities	$ 0		$ 200,000
PIPE Subscription Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value price of warrants (in dollars per share)	$ 0.70		$ 0.70		$ 0.29
Fair value of warrants	$ 21,000		$ 21,000		$ 100,000
Gain on fair value of warrant liabilities	0		200,000
2026 Notes | Convertible notes
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value of derivative liability	700,000		700,000		$ 8,000,000
Gain on fair value of derivative liability	$ 200,000		$ 6,900,000

Fair Value of Financial Instr_5

Fair Value of Financial Instruments - Schedule of Fair Value Significant Assumptions (Details) - Level 3	Sep. 30, 2022 $ / shares Year	Dec. 31, 2021 Year $ / shares
Stock price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	0.53	2.24
Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	0.950	0.825
Risk free rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	0.0418	0.0118
Exercise price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	10.65	10.65
Expected life (in years)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input | Year	3.69	4.44
Conversion periods | Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	2	2
Conversion periods | Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	5	5
Future share price | Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	0.01	0.01
Future share price | Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	31.54	34.05

Capital Structure - Schedule of

Capital Structure - Schedule of Common Stock Reserved for Future Issuance (Details) shares in Thousands	Sep. 30, 2022 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	8,629
Shares available for future grant under 2021 EIP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	755
Shares issuable upon conversion of Public Warrants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	1,725
Shares issuable upon conversion of Private Warrants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	57
Shares issuable upon conversion of PIPE Warrants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	30
Shares issuable upon conversion of 2025 Notes
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	3,857
Shares issuable upon conversion of 2026 Notes
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	1,080
Restricted stock units outstanding
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	983
Stock options outstanding
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	142

Capital Structure - Narrative (

Capital Structure - Narrative (Details) - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	Apr. 30, 2022	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Payments for repurchase of stock		$ 18,521	$ 0
KAF | Forward Share Purchase Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Escrow deposit				$ 18,100
Number of shares repurchased (in shares)	170,000
Payments for repurchase of stock	$ 18,500

Capital Structure - Summary of

Capital Structure - Summary of Stock Option Activity (Details) - Cloudbreak 2015 Incentive Plan	9 Months Ended
	Sep. 30, 2022 $ / shares shares
Number of Shares
Options outstanding - balance at beginning of period (in shares) | shares	152,000
Options exercised (in shares) | shares	(10,000)
Options outstanding - balance at end of period (in shares) | shares	142,000
Weighted Average Exercise Price Per Share
Options outstanding - balance at beginning of period (in dollars per shares) | $ / shares	$ 48.10
Options exercised (in dollars per share) | $ / shares	2.40
Options outstanding - balance at end of period (in dollars per shares) | $ / shares	$ 51.31

Capital Structure - Summary o_2

Capital Structure - Summary of RSU Activity (Details) - RSUs - 2021 Equity Incentive Plan - $ / shares shares in Thousands	3 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Outstanding at beginning of period (in shares)	381	1,089	1,069
RSUs granted (in shares)	852	13	75
RSUs vested and released (in shares)	(210)	(556)	(34)
RSUs forfeited (in shares)	(42)	(165)	(21)
Outstanding at end of period (in shares)	981	381	1,089
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Outstanding at beginning of period (in dollars per share)	$ 16.97	$ 56.13	$ 56.30
RSUs granted (in dollars per share)	5.01	10	21.31
RSUs vested and released (in dollars per share)	9.57	87.98	21.34
RSUs forfeited (in dollars per share)	10.21	19.30	19.30
Outstanding at end of period (in dollars per share)	$ 8.46	$ 16.97	$ 56.13

Commitments and Contingencies -

Commitments and Contingencies - Commitments Narrative (Details) - USD ($)	1 Months Ended	3 Months Ended		9 Months Ended
	Mar. 31, 2022	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Lessee, Lease, Description [Line Items]
Security deposits		$ 200,000		$ 200,000		$ 200,000
Lease abandonment expenses		0	$ 915,000	75,000	$ 915,000
McKinsey & United States
Lessee, Lease, Description [Line Items]
Commitments for services received, upfront fee payment	$ 3,000,000
Prior deferred expenses	1,200,000
Commitments for services received, upfront fee payment upon achievement of certain milestones	3,000,000
Commitments for services received, incentive fee payment upon achievement of certain targets	$ 3,000,000
Commercial agreement, fees accrued		$ 2,800,000		2,800,000
Minimum | Related Party
Lessee, Lease, Description [Line Items]
Required monthly payment				32,000
Minimum | Third- Party
Lessee, Lease, Description [Line Items]
Required monthly payment				179
Maximum | Related Party
Lessee, Lease, Description [Line Items]
Required monthly payment				36,000
Maximum | Third- Party
Lessee, Lease, Description [Line Items]
Required monthly payment				$ 60,000

Commitments and Contingencies_2

Commitments and Contingencies - Rent Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Lessee, Lease, Description [Line Items]
Sublease income	$ (146)	$ (122)	$ (392)	$ (155)
Total, net of sublease income	1,181	1,108	3,311	2,930
Related Party
Lessee, Lease, Description [Line Items]
Operating lease, expense	202	0	602	0
Third- Party
Lessee, Lease, Description [Line Items]
Operating lease, expense	$ 1,125	$ 1,230	$ 3,101	$ 3,085

Commitments and Contingencies_3

Commitments and Contingencies - Future Minimum Lease Payments Under Non-Cancelable Operating Leases (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Sublease Income
Remaining 2022	$ (118)
2023	(403)
2024	(408)
2025	(420)
2026	(433)
Thereafter	(72)
Total	(1,854)
Minimum Lease Payments, Net of Sublease Income
Remaining 2022	893
2023	3,159
2024	2,855
2025	2,183
2026	900
Thereafter	589
Total	10,579
Related Party
Minimum Lease Payments of Operating Leases
Remaining 2022	200
2023	814
2024	848
2025	855
2026	323
Thereafter	0
Total	3,040
Third- Party
Minimum Lease Payments of Operating Leases
Remaining 2022	811
2023	2,748
2024	2,415
2025	1,748
2026	1,010
Thereafter	661
Total	$ 9,393

Commitments and Contingencies_4

Commitments and Contingencies - Contingencies Narrative (Details) - USD ($) $ in Thousands		1 Months Ended	3 Months Ended		9 Months Ended
	Jul. 01, 2022	Jul. 31, 2022	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Loss Contingencies [Line Items]
Loss on deconsolidation of subsidiary	$ 37,708	$ 37,700	$ 37,708	$ 0	$ 37,708	$ 0
Equity investment	$ 58,908		21,200		21,200		$ 0
Advisory services agreement dispute
Loss Contingencies [Line Items]
Damages sought					31,000
Current accrual loss provision			$ 8,000		$ 8,000		$ 8,000

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		24 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2009
Income Tax Examination [Line Items]
Estimated effective tax rate			9.40%
Income tax benefit (expense)	$ 13,219	$ (6,695)	$ 17,744	$ 357
Thrasys
Income Tax Examination [Line Items]
Long-term capital gain on sale					$ 15,000
Interest on tax, accrued	$ 200		200
Thrasys | Internal Revenue Service (IRS)
Income Tax Examination [Line Items]
Assertion of tax owed			$ 5,000
Interest on tax, percentage			4%
Potential interest expense			$ 3,000
Thrasys | California Franchise Tax Board
Income Tax Examination [Line Items]
Assertion of tax owed			$ 1,300

Earnings (Loss) Per Share - Sch

Earnings (Loss) Per Share - Schedule of Earnings (Loss) Per Share (Details) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022 USD ($) $ / shares shares	Sep. 30, 2021 USD ($) $ / shares shares	Sep. 30, 2022 USD ($) $ / shares shares	Sep. 30, 2021 USD ($) $ / shares shares	Jun. 09, 2021
Numerator:
Net income (loss) attributable to UpHealth, Inc. | $	$ (165,762)	$ 30,757	$ (195,645)	$ (4,976)
Denominator:
Weighted average shares outstanding (in shares)	14,842	11,763	14,588	9,519
Weighted average shares outstanding assuming dilution (in shares)	14,842	11,807	14,588	9,519
Basic (in dollars per share) | $ / shares	$ (11.17)	$ 2.61	$ (13.41)	$ (0.52)
Diluted (in dollars per share) | $ / shares	$ (11.17)	$ 2.60	$ (13.41)	$ (0.52)
Exchange ratio					10.28
Stock awards
Denominator:
Dilutive effect of share-based payment arrangements (in shares)	0	27	0	0
RSUs
Denominator:
Dilutive effect of share-based payment arrangements (in shares)	0	17	0	0

Earnings (Loss) Per Share - Nar

Earnings (Loss) Per Share - Narrative (Details) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive shares (in shares)	1,800,000	1,800,000	1,800,000	1,800,000
Potentially dilutive shares, price per share (in dollars per share)	$ 115	$ 115	$ 115	$ 115
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive shares (in shares)	100,000	22,900	100,000	200,000
RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive shares (in shares)	1,000,000		1,000,000	500,000
Senior convertible notes | 2025 Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive shares (in shares)	3,900,000		3,900,000
Potentially dilutive shares, price per share (in dollars per share)	$ 17.50		$ 17.50
Senior convertible notes | 2026 Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive shares (in shares)	1,100,000	1,500,000	1,100,000	1,500,000
Potentially dilutive shares, price per share (in dollars per share)	$ 106.50	$ 106.50	$ 106.50	$ 106.50
Forward share purchase agreement
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive shares (in shares)			200,000
Forward share purchase agreement | 2026 Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive shares (in shares)				200,000

Related Party Transactions - Na

Related Party Transactions - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Related Party Transaction [Line Items]
Unpaid guaranteed payments	$ 209,000		$ 209,000		$ 47,000
Affiliated Entity
Related Party Transaction [Line Items]
Accrued preferred dividends	4,200,000		4,200,000
Affiliated Entity | Guaranteed Payments
Related Party Transaction [Line Items]
Related party expense	1,300,000	$ 1,600,000	3,800,000	$ 4,200,000
Unpaid guaranteed payments	300,000		300,000		300,000
Former Shareholder And Chairman | Management fees
Related Party Transaction [Line Items]
Related party expense	0	$ 100,000	0	$ 100,000
Unpaid management fees	$ 0		$ 0		$ 0

Related Party Transactions - Du

Related Party Transactions - Due To And Due From Related Parties (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Related Party Transactions [Abstract]
Due from related parties	$ 21	$ 40
Due to related parties	$ 209	$ 47

Segment Reporting - Narrative (

Segment Reporting - Narrative (Details) - segment		3 Months Ended	9 Months Ended
	Dec. 31, 2021	Sep. 30, 2022	Sep. 30, 2022
Segment Reporting [Abstract]
Number of operating business segments	3	2	3
Number of non-operating business segments			1

Segment Reporting - Schedule of

Segment Reporting - Schedule of Segment Reporting (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Segment Reporting Information [Line Items]
Total revenues	$ 38,666	$ 45,192	$ 118,306	$ 89,890
Total gross profit	18,499	17,947	56,196	36,269
Total assets	345,408		345,408		$ 569,307
Integrated Care Management
Segment Reporting Information [Line Items]
Total revenues	3,795	11,858	14,230	29,427
Total gross profit	2,854	4,760	11,385	14,483
Total assets	63,425		63,425		156,106
Virtual Care Infrastructure
Segment Reporting Information [Line Items]
Total revenues	14,978	15,284	47,423	22,838
Total gross profit	8,191	5,838	23,779	8,771
Total assets	142,714		142,714		217,668
Services
Segment Reporting Information [Line Items]
Total revenues	19,893	18,050	56,653	37,625
Total gross profit	7,454	$ 7,349	21,032	$ 13,015
Total assets	130,408		130,408		127,114
Corporate
Segment Reporting Information [Line Items]
Total assets	$ 8,861		$ 8,861		$ 68,419

Segment Reporting - Total Asset

Segment Reporting - Total Assets by Geography (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Total assets	$ 345,408	$ 569,307
Americas
Segment Reporting Information [Line Items]
Total assets	324,208	481,705
Asia
Segment Reporting Information [Line Items]
Total assets	$ 21,200	$ 87,602

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event	Dec. 08, 2022	Dec. 05, 2022 $ / shares
Subsequent Event [Line Items]
Common stock, par value (in dollars per share)		$ 0.0001
Reverse stock split	0.1
Minimum
Subsequent Event [Line Items]
Reverse stock split		0.4
Maximum
Subsequent Event [Line Items]
Reverse stock split		0.1