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Clover Health Investments, Corp. De (CLOV) SEC Filing 10-K Annual Report for the fiscal year ending Sunday, December 31, 2023

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Clover Health Investments, Corp. De

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CIK: 1801170 Ticker: CLOV

Clover Health Reports Fourth Quarter and Full Year 2023 Financial Results; Delivers Continued Momentum in Financial Performance and Provides Full-Year 2024 Guidance
Full-year 2023 Insurance MCR improved to 81.2% and fourth quarter MCR to 82.4%
Company improves full-year 2023 Net Loss by $126.2 million and full-year Adjusted EBITDA by $245.7 million year-over-year

Issues 2024 guidance with Insurance MCR range of 79% - 83% and up to $20 million of Adjusted EBITDA profitability at the high end of the range

FRANKLIN, Tenn. - March 12, 2024 – Clover Health Investments, Corp. (NASDAQ: CLOV) ("Clover," "Clover Health" or the "Company"), a managed care company focused on physician enablement, today reported financial results for the fourth quarter and full year 2023. Management will host a conference call today at 5:00 p.m. ET to discuss its operating results and other business highlights.
For the fourth quarter 2023, the Company reported revenue of $510.3 million and net loss of $70.5 million, with full-year revenue of $2,033.7 million and net loss of $213.4 million. Adjusted EBITDA during 2023 improved to a loss of $19.1 million in the fourth quarter compared to the prior year period loss of $80.0 million, and a full-year loss of $44.7 million as compared to $290.4 million during 2022. Insurance revenue during the fourth quarter grew by 12% to $303.1 million, and grew by 14% to $1,235.8 million for full-year 2023. Insurance MCR also meaningfully improved to 82.4% in the fourth quarter and 81.2% for full-year 2023, as compared to 92.4% in the fourth quarter 2022 and 91.8% for full-year 2022. As expected, Non-Insurance revenue declined year-over-year by 68% in both the fourth quarter and full-year 2023 to $197.9 million and $773.2 million, respectively, and fourth quarter Non-Insurance MCR was 100.2%, bringing full-year 2023 MCR to 99.8%.
“We delivered remarkable progress in 2023 on our path to profitability, highlighted by an extraordinary improvement in Adjusted EBITDA since this time last year,” said Clover Health CEO Andrew Toy. “Driving this result is the strength and maturation of the core of our business, where we have been able to improve our Insurance MCR by more than 10 percentage points year-over-year. I believe that our ability to achieve industry-leading unit economics in 2023, within the context of a benefit-rich, PPO-first model, validates our differentiated approach, and positions our business to uniquely thrive in what we believe will be the future of the Medicare Advantage program. We expect to build upon this momentum in 2024 and beyond via our unique care management platform, underpinned by Clover Assistant and Clover Home Care, with a focus to empower clinicians to identify and manage chronic diseases earlier.”
Key Company highlights are as follows:
Dollars in MillionsQ4'23Q4'22FY'23FY'22
Insurance revenue$303.1 $270.3 $1,235.8 $1,084.9 
Non-Insurance revenue197.9 622.6 773.2 2,380.1 
Total revenue510.3 898.8 2,033.7 3,476.7 
Insurance MCR82.4 %92.4 %81.2 %91.8 %
Non-Insurance MCR
100.2 103.6 99.8 103.4 
Salaries and benefits plus General and administrative expenses ("SG&A") (1)
$109.9 $124.3 $444.7 $486.6 
Adjusted Salaries and benefits plus General and administrative expenses ("Adjusted SG&A") (non-GAAP) (1)(2)
81.4 84.5 302.0 312.5 
Net loss(70.5)(84.2)(213.4)(339.6)
 Adjusted EBITDA (non-GAAP) (2)(3)
(19.1)(80.0)(44.7)(290.4)
(1) Salaries and benefits plus General and administrative expenses ("SG&A") is the sum of Salaries and benefits plus General and administrative expenses presented as the GAAP measure in the consolidated financial statements.
(2) Adjusted SG&A (non-GAAP) and Adjusted EBITDA (non-GAAP) are non-GAAP financial measures. Reconciliations of Adjusted SG&A (non-GAAP) to SG&A and Adjusted EBITDA (non-GAAP) to Net loss, respectively, the most directly comparable GAAP measures, are provided in the tables immediately following the consolidated financial statements below. Additional information about the Company's non-GAAP financial measures can be found under the caption "About Non-GAAP Financial Measures" below and in Appendix A.
(3) Beginning in the fourth quarter 2023, we updated our definition and presentation of Adjusted EBITDA (non-GAAP) to exclude impairment of goodwill and other intangible assets. Impairment of goodwill and other intangible assets is now being excluded because it is a new non-cash item, is customarily excluded from Adjusted EBITDA measures, and management believes that impairment of goodwill and other intangible assets does not reflect the Company's underlying fundamentals and it is not reflective of the Company’s operating expenses relating to its core businesses or its actual recurring cash expense. The prior period figure has been revised to conform to the updated definition and presentation. For additional information, see the definition of "Adjusted EBITDA (non-GAAP)" in Appendix A.
1
The following information was filed by Clover Health Investments, Corp. De (CLOV) on Tuesday, March 12, 2024 as an 8K 2.02 statement, which is an earnings press release pertaining to results of operations and financial condition. It may be helpful to assess the quality of management by comparing the information in the press release to the information in the accompanying 10-K Annual Report statement of earnings and operation as management may choose to highlight particular information in the press release.

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Inside Clover Health Investments, Corp. De's 10-K Annual Report:

Financial Statements, Disclosures and Schedules

Inside this 10-K Annual Report

Audit Information
Cover
Consolidated Balance Sheets
Consolidated Balance Sheets (Parenthetical)
Consolidated Statements Of Cash Flows
Consolidated Statements Of Changes In Convertible Preferred Stock And Stockholders' Equity
Consolidated Statements Of Operations And Comprehensive Loss
Consolidated Statements Of Operations And Comprehensive Loss (Parenthetical)
Commitments And Contingencies
Commitments And Contingencies (Details)
Derivative Liabilities
Derivative Liabilities (Details)
Dividend Restrictions
Employee Benefit Plans
Employee Benefit Plans (Tables)
Employee Benefit Plans - Additional Information (Details)
Employee Benefit Plans - Schedule Of Assumptions To Estimate Fair Value Of Prsus On Weighted Average Basis (Details)
Employee Benefit Plans - Schedule Of Assumptions To Estimate Fair Value Of Stock Options On Weighted Average Basis (Details)
Employee Benefit Plans - Schedule Of Espp Valuation Assumption (Details)
Employee Benefit Plans - Schedule Of Share-Based Payment Arrangement, Activity (Details)
Employee Benefit Plans - Schedule Of Stock Option Activity (Details)
Employee Benefit Plans - Schedule Of Stock-Based Compensation Cost (Details)
Employee Benefit Plans - Schedule Of Total Prsus Activity (Details)
Employee Benefit Plans - Schedule Of Total Rsus Activity (Details)
Fair Value Measurements
Fair Value Measurements (Tables)
Fair Value Measurements - Additional Information (Details)
Fair Value Measurements - Schedule Of Changes In Balances Of Level 3 Financial Liabilities (Details)
Fair Value Measurements - Schedule Of Changes In Fair Value Of Warrants Payable (Details)
Fair Value Measurements - Schedule Of Fair Value Measurements For Items (Details)
Goodwill And Other Intangibles
Goodwill And Other Intangibles (Tables)
Goodwill And Other Intangibles - Additional Information (Details)
Goodwill And Other Intangibles - Schedule Of Goodwill (Details)
Goodwill And Other Intangibles - Schedule Of Indefinite-Lived Intangible Assets (Details)
Healthcare Receivables
Healthcare Receivables (Details)
Income Taxes
Income Taxes (Tables)
Income Taxes - Additional Information (Details)
Income Taxes - Schedule Of Components Of Income Tax (Details)
Income Taxes - Schedule Of Deferred Tax Assets And Liabilities (Details)
Income Taxes - Schedule Of Effective Income Tax Rate Reconciliation (Details)
Insider Trading Arrangements
Investment Securities
Investment Securities (Tables)
Investment Securities - Additional Information (Details)
Investment Securities - Schedule Of Amortized Cost And Fair Value Of Debt Securities (Details)
Investment Securities - Schedule Of Gross Unrealized Losses And Fair Value (Details)
Investment Securities - Schedule Of Net Investment Income (Details)
Investment Securities - Schedule Of Present Cost Or Amortized Cost And Fair Values Of Investments (Details)
Investment Securities -Schedule Of Proceeds From Sales And Maturities Of Investment Securities (Details)
Leases
Leases (Tables)
Leases - Additional Information (Details)
Leases - Schedule Of Lease Costs (Details)
Leases - Schedule Of Maturities Of Operating Lease Liabilities (Details)
Letter Of Credit
Letter Of Credit (Details)
Net Loss Per Share
Net Loss Per Share (Tables)
Net Loss Per Share - Schedule Of Antidilutive Securities Excluded From Diluted Net Loss Per Share (Details)
Net Loss Per Share - Schedule Of Basic And Diluted Net Loss Per Share (Details)
Non-Insurance
Non-Insurance (Tables)
Non-Insurance - Additional Information (Details)
Non-Insurance - Schedule Of Performance Guarantees (Details)
Operating Segments
Operating Segments (Tables)
Operating Segments - Additional Information (Details)
Operating Segments - Schedule Of Reconciliation Of Revenue Of Segments To Statement Of Operations (Details)
Operating Segments - Schedule Of Revenue By Operating Segment (Details)
Organization And Operations
Organization And Operations (Details)
Pay Vs Performance Disclosure
Property And Equipment, Net
Property And Equipment, Net (Tables)
Property And Equipment, Net - Additional Information (Details)
Property And Equipment, Net -Schedule Of Property And Equipment (Details)
Regulatory Matters
Reinsurance
Reinsurance (Tables)
Reinsurance - Additional Information (Details)
Reinsurance - Medicare Advantage (Details)
Reinsurance - Non-Insurance (Details)
Related Party Transactions
Related-Party Transactions (Details)
Restructuring Costs
Restructuring Costs (Tables)
Restructuring Costs - Additional Information (Details)
Restructuring Costs - Schedule Of Restructuring Charges (Details)
Restructuring Costs - Schedule Of Restructuring Reserve By Type Of Cost (Details)
Schedule I - Condensed Financial Information
Schedule I - Condensed Financial Information - Balance Sheet (Additional Information) (Details)
Schedule I - Condensed Financial Information - Balance Sheet (Details)
Schedule I - Condensed Financial Information - Notes To Condensed Financial Statements (Details)
Schedule I - Condensed Financial Information - Statements Of Cash Flows (Details)
Schedule I - Condensed Financial Information - Statements Of Operations (Details)
Schedule Ii - Valuation And Qualifying Accounts
Schedule Ii - Valuation And Qualifying Accounts (Details)
Statutory Equity
Statutory Equity (Details)
Stockholders' Equity And Convertible Preferred Stock
Stockholders' Equity And Convertible Preferred Stock (Details)
Subsequent Events
Subsequent Events (Details)
Summary Of Significant Accounting Policies
Summary Of Significant Accounting Policies (Policies)
Summary Of Significant Accounting Policies (Tables)
Summary Of Significant Accounting Policies - Additional Information (Details)
Summary Of Significant Accounting Policies - Company's Condensed Consolidated Balance Sheet (Details)
Summary Of Significant Accounting Policies - Company's Condensed Consolidated Statement Of Comprehensive Income (Details)
Unpaid Claims
Unpaid Claims (Tables)
Unpaid Claims - Additional Information (Details)
Unpaid Claims - Schedule Of Activity In The Liability For Unpaid Claims And Claims Adjustment Expense (Details)
Unpaid Claims - Schedule Of Incurred Claims (Details)
Unpaid Claims - Schedule Of Paid Claims (Details)
Unpaid Claims - Schedule Of Reconciliation (Details)
Variable Interest Entity And Equity Method Of Accounting
Variable Interest Entity And Equity Method Of Accounting (Details)
Ticker: CLOV
CIK: 1801170
Form Type: 10-K Annual Report
Accession Number: 0001801170-24-000064
Submitted to the SEC: Thu Mar 14 2024 7:24:35 AM EST
Accepted by the SEC: Thu Mar 14 2024
Period: Sunday, December 31, 2023
Industry: Hospital And Medical Service Plans

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