We are the fourth largest privately held, for-profit operator of hospitals and a leading provider of healthcare services in the United States(1). We currently operate in eight growing mid-sized urban markets across six states: Texas, Oklahoma, New Mexico, New Jersey, Idaho, and Kansas. We deliver care through a system of 30 acute care hospitals, more than 200 sites of care, and over 1,700 providers that are either employed by or affiliated with us(2), as of March 31, 2024. We hold a leading position in a majority of our markets, and we believe we are one of the leading healthcare systems based on market share and our integrated network of hospitals, ambulatory facilities, and physician practices(3). We operate either independently or in partnership with premier academic medical centers, large not-for-profit hospital systems, community physicians, and a community foundation through our well-established and differentiated JV model. Collectively, we operate as a unified organization with a consumer-centric approach to caring for our patients and our communities. Our healthcare delivery model is built around the consumer and seeks to optimize access for patients and continuity of care. We have built a comprehensive healthcare ecosystem that serves the unique needs of each patient over the course of his or her healthcare journey while our local physicians and providers deliver care based on the standard for their own market. We focus on establishing long-term relationships to engage with patients over their lifetime and seek to deliver superior, cost-effective health outcomes. On average, we care for more than 15,000 people every day across our healthcare ecosystem and during 2023, we served approximately 1.2 million unique patients who had approximately 5.4 million visits with our healthcare providers. We provide both general and specialty services, including internal medicine, general surgery, cardiology, oncology, orthopedics, women’s services, neurology, urology, and emergency services, within inpatient and ambulatory care settings. In addition to our 30 acute care hospitals, we operate a broad network of ambulatory facilities and telehealth services, including 146 primary care and specialty care clinics, three ambulatory surgery centers (“ASCs”), 22 urgent care centers, two free-standing emergency departments, and ten diagnostic imaging centers. Bolstered by our provider network(4), which consists of more than 380 primary care providers and over 1,340 specialists, our network allows us to provide accessible and convenient healthcare to our patients in the optimal location, whether that be in a hospital, ambulatory care or virtual care setting. Our provider network enables us to participate in multiple collaborative accountable care organizations (“ACOs”), which are groups of hospitals, doctors, and other providers coming together to give coordinated quality care to patients. We believe this positions us favorably in the evolving healthcare reimbursement landscape. As part of our growth strategy, we are accelerating our ambulatory and physician alignment initiatives to expand both physical and virtual consumer access points. We expect that this approach will grow our market share and drive performance in connection with our value-based care initiatives, which are designed to deliver high-quality care that exceeds CMS benchmarks to patients in a cost-effective manner for payors. We leverage an advanced technology platform to drive enhanced care coordination and system productivity, which we believe leads to improved outcomes based on our safety of care, readmission, and mortality rates measured against applicable CMS benchmarks. This technology platform incorporates a variety of tools across our hospitals, clinics, and virtual care platforms and includes a consumer experience platform that drives our overall strategy to increase patient acquisition, engagement, and retention. We believe these technologies make it easier for caregivers to focus on delivering care, and for patients to access and receive care across all settings while also improving outcomes, such as safety of care, readmission, and mortality rates. Our well-established JV model differentiates us by enabling us to enhance our scale and provide unique opportunities to establish new markets and access points. In all of our eight regional markets, we have entered into JVs with premier academic medical centers, large not-for-profit hospital systems, community physicians, and a community foundation. Our strategic JV partners offer us significant advantages, including expanded access points, clinical talent availability, local brand recognition, and scale that enable us to accelerate market penetration. We help our partners enhance their network and regional presence through our operational acumen. We strengthen clinical services, drive operating improvements, and centrally manage operations to optimize hospital performance and enhance patient care. In each of these partnerships, we are the majority owner and serve as the day-to-day operator. We believe we are the JV partner-of-choice for academic medical centers and not-for-profit health systems in new and existing markets. Our hospital portfolio consists of 30 acute care hospitals, 18 of which are operated by JVs. Of those 18 hospitals, nine are owned and operated through limited liability companies (“LLCs”) that qualify as variable interest entities (“VIEs”). Through our wholly-owned subsidiaries, we own majority interests in each LLC that owns and operates our hospitals. While we hold majority interests in the LLCs that own and operate these hospitals, there are also significant minority interests held by not-for-profit medical systems, universities, academic medical centers, foundations or a combination thereof. The nine hospitals associated with the UT Health East Texas JV are wholly-owned by the JV’s members and, as such, do not represent hospitals owned and operated as VIEs. Instead, the UT Health East Texas facilities contribute earnings to the JV to be recognized by the members on a pro rata basis according to their ownership interests. For the year ended December 31, 2023, $1.6 billion of our revenue and $213.7 million of our net income was attributable to our JVs and VIEs, respectively. For the three months ended March 31, 2024, $415.9 million of our revenue and $51.4 million of our net income was attributable to our JVs and VIEs, respectively. Consequently, a significant portion of our revenue and net income is attributable to JVs and VIEs. While we believe that our relationships with our JV partners are strong, any changes in these relationships could disrupt ongoing business, negatively affect our cash flows and distract management and other key personnel from our core business operations. Additionally, the interests of our JV partners may differ from the interests of our Company as a whole, which could limit our ability to effectively operate the related JVs and maximize the economic benefits of our JV model. Since our inception in 2001, we have demonstrated an ability to consistently innovate and sustain organic growth during varied economic and regulatory climates. Additionally, our growth through acquisitions and JV partnerships has allowed us to enter new attractive markets. Between January 1, 2017 and March 1, 2018, we more than doubled the number of markets we serve and the number of hospitals we operate. While our business is rooted in acute care and other related services for surgery, complex medical conditions, or injuries, we have increased our ambulatory and physician footprint by adding more than 95 ambulatory facilities and 850 providers from 2017 to 2023 to create a comprehensive platform that supports the full continuum of patient care and participation in value-based care programs. Our significant investments and operational discipline have led to a more centralized and standardized organization, positioning us for continued growth and performance improvement in both new and existing areas. We operate in the large and growing healthcare services sector. According to CMS National Healthcare Expenditure Data, expenditures for hospital services and physician and clinical services collectively amounted to over $2.2 trillion in 2022, or 50% of the total healthcare spending in the United States. CMS estimates that these two types of expenditures together are projected to grow at an average rate of 5.7% annually through 2031. We estimate that our serviceable addressable market, which reflects the total hospital, physician and clinical services expenditures in markets that fit our strategic focus on mid-sized urban communities, approaches $800 billion. We believe we have significant opportunities to capture additional market share in our current markets and to expand into new markets. We have a disciplined approach to growth, which has led to improved financial and operating performance resulting in strong revenue, net income, and Adjusted EBITDA growth. From 2022 to 2023, we have grown total revenue from $5.1 billion to $5.4 billion, while net income decreased from $265.4 million to $129.0 million due to the non-recurring impact of a $157.8 million gain on the sale of a portfolio of medical office buildings during 2022 related to the MOB Transactions. Adjusted EBITDA increased from $296.9 million to $314.7 million over the same period. Adjusted EBITDA is a non-GAAP measure. (1) Based on number of hospitals. (2) Affiliated providers are physicians and advanced practice providers with whom we contract for their services through a professional services agreement or other independent contractor agreement. (3) Leading positions defined as first or second based on inpatient market share. (4) Provider network refers to our network of physicians and advanced practice providers that provide medical care at our facilities. Ardent Health Partners, LLC was formed in Delaware in 2015. Ardent Health Partners, LLC was formerly known as EGI-AM Holdings, L.L.C. Immediately prior to the effectiveness of the registration statement of which this prospectus forms a part, Ardent Health Partners, LLC will convert into a Delaware corporation by means of a statutory conversion and change its name to Ardent Health Partners, Inc. Our principal executive offices are located at 340 Seven Springs Way, Suite 100, Brentwood, Tennessee 37027, and our telephone number is (615) 296-3000. Our internet website address is www.ardenthealth.com.
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