0001337013falseDecember 31Q12023P1Y00013370132023-01-012023-03-3100013370132023-05-05xbrli:shares00013370132023-03-31iso4217:USD00013370132022-12-31iso4217:USDxbrli:shares00013370132022-01-012022-03-310001337013us-gaap:CommonStockMember2021-12-310001337013us-gaap:AdditionalPaidInCapitalMember2021-12-310001337013us-gaap:RetainedEarningsMember2021-12-310001337013us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-12-310001337013us-gaap:TreasuryStockCommonMember2021-12-3100013370132021-12-310001337013us-gaap:CommonStockMember2022-01-012022-03-310001337013us-gaap:AdditionalPaidInCapitalMember2022-01-012022-03-310001337013us-gaap:RetainedEarningsMember2022-01-012022-03-310001337013us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-01-012022-03-310001337013us-gaap:CommonStockMember2022-03-310001337013us-gaap:AdditionalPaidInCapitalMember2022-03-310001337013us-gaap:RetainedEarningsMember2022-03-310001337013us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-03-310001337013us-gaap:TreasuryStockCommonMember2022-03-3100013370132022-03-310001337013us-gaap:CommonStockMember2022-12-310001337013us-gaap:AdditionalPaidInCapitalMember2022-12-310001337013us-gaap:RetainedEarningsMember2022-12-310001337013us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-12-310001337013us-gaap:TreasuryStockCommonMember2022-12-310001337013us-gaap:CommonStockMember2023-01-012023-03-310001337013us-gaap:AdditionalPaidInCapitalMember2023-01-012023-03-310001337013us-gaap:RetainedEarningsMember2023-01-012023-03-310001337013us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-01-012023-03-310001337013us-gaap:CommonStockMember2023-03-310001337013us-gaap:AdditionalPaidInCapitalMember2023-03-310001337013us-gaap:RetainedEarningsMember2023-03-310001337013us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-03-310001337013us-gaap:TreasuryStockCommonMember2023-03-31infu:segment0001337013infu:ITSSegmentMemberinfu:ThirdPartyPayerRentalMember2023-01-012023-03-310001337013infu:ITSSegmentMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:CustomerConcentrationRiskMemberinfu:ThirdPartyPayerRentalMember2023-01-012023-03-31xbrli:pure0001337013infu:ITSSegmentMemberinfu:ThirdPartyPayerRentalMember2022-01-012022-03-310001337013infu:ITSSegmentMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:CustomerConcentrationRiskMemberinfu:ThirdPartyPayerRentalMember2022-01-012022-03-310001337013infu:DirectPayerRentalsMemberinfu:DMEServicesSegmentMember2023-01-012023-03-310001337013infu:DirectPayerRentalsMemberus-gaap:RevenueFromContractWithCustomerMemberinfu:DMEServicesSegmentMemberus-gaap:CustomerConcentrationRiskMember2023-01-012023-03-310001337013infu:DirectPayerRentalsMemberinfu:DMEServicesSegmentMember2022-01-012022-03-310001337013infu:DirectPayerRentalsMemberus-gaap:RevenueFromContractWithCustomerMemberinfu:DMEServicesSegmentMemberus-gaap:CustomerConcentrationRiskMember2022-01-012022-03-310001337013infu:ITSSegmentMemberinfu:DirectPayerRentalsMember2023-01-012023-03-310001337013infu:ITSSegmentMemberinfu:DirectPayerRentalsMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:CustomerConcentrationRiskMember2023-01-012023-03-310001337013infu:ITSSegmentMemberinfu:DirectPayerRentalsMember2022-01-012022-03-310001337013infu:ITSSegmentMemberinfu:DirectPayerRentalsMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:CustomerConcentrationRiskMember2022-01-012022-03-310001337013us-gaap:ProductMemberinfu:DMEServicesSegmentMember2023-01-012023-03-310001337013us-gaap:ProductMemberus-gaap:RevenueFromContractWithCustomerMemberinfu:DMEServicesSegmentMemberus-gaap:CustomerConcentrationRiskMember2023-01-012023-03-310001337013us-gaap:ProductMemberinfu:DMEServicesSegmentMember2022-01-012022-03-310001337013us-gaap:ProductMemberus-gaap:RevenueFromContractWithCustomerMemberinfu:DMEServicesSegmentMemberus-gaap:CustomerConcentrationRiskMember2022-01-012022-03-310001337013us-gaap:ServiceMemberinfu:DMEServicesSegmentMember2023-01-012023-03-310001337013us-gaap:RevenueFromContractWithCustomerMemberus-gaap:ServiceMemberinfu:DMEServicesSegmentMemberus-gaap:CustomerConcentrationRiskMember2023-01-012023-03-310001337013us-gaap:ServiceMemberinfu:DMEServicesSegmentMember2022-01-012022-03-310001337013us-gaap:RevenueFromContractWithCustomerMemberus-gaap:ServiceMemberinfu:DMEServicesSegmentMemberus-gaap:CustomerConcentrationRiskMember2022-01-012022-03-310001337013infu:ProductSalesMemberinfu:ITSSegmentMember2023-01-012023-03-310001337013infu:ITSSegmentMemberinfu:ProductSalesMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:CustomerConcentrationRiskMember2023-01-012023-03-310001337013infu:ProductSalesMemberinfu:ITSSegmentMember2022-01-012022-03-310001337013infu:ITSSegmentMemberinfu:ProductSalesMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:CustomerConcentrationRiskMember2022-01-012022-03-310001337013us-gaap:RevenueFromContractWithCustomerMemberus-gaap:CustomerConcentrationRiskMember2023-01-012023-03-310001337013us-gaap:RevenueFromContractWithCustomerMemberus-gaap:CustomerConcentrationRiskMember2022-01-012022-03-310001337013us-gaap:FurnitureAndFixturesMember2023-03-310001337013us-gaap:FurnitureAndFixturesMember2022-12-310001337013us-gaap:AutomobilesMember2023-03-310001337013us-gaap:AutomobilesMember2022-12-310001337013us-gaap:LeaseholdImprovementsMember2023-03-310001337013us-gaap:LeaseholdImprovementsMember2022-12-310001337013infu:DMEServicesSegmentMember2022-12-310001337013infu:DMEServicesSegmentMember2023-01-012023-03-310001337013infu:DMEServicesSegmentMember2023-03-310001337013infu:ITSSegmentMember2023-03-310001337013us-gaap:TradeNamesMember2023-03-310001337013us-gaap:TradeNamesMember2022-12-310001337013infu:PhysicianAndCustomerRelationshipsMember2023-03-310001337013infu:PhysicianAndCustomerRelationshipsMember2022-12-310001337013us-gaap:NoncompeteAgreementsMember2023-03-310001337013us-gaap:NoncompeteAgreementsMember2022-12-310001337013us-gaap:TechnologyBasedIntangibleAssetsMember2023-03-310001337013us-gaap:TechnologyBasedIntangibleAssetsMember2022-12-310001337013us-gaap:ComputerSoftwareIntangibleAssetMember2023-03-310001337013us-gaap:ComputerSoftwareIntangibleAssetMember2022-12-310001337013us-gaap:RevolvingCreditFacilityMemberinfu:The2021CreditAgreementMember2021-02-050001337013infu:The2021CreditAgreementMemberus-gaap:LetterOfCreditMember2021-02-050001337013us-gaap:RevolvingCreditFacilityMemberinfu:The2021CreditAgreementMember2021-02-052021-02-050001337013us-gaap:RevolvingCreditFacilityMemberinfu:The2015CreditAgreementMember2021-02-052021-02-050001337013infu:The2021CreditAgreementMember2021-02-052021-02-050001337013infu:The2021CreditAgreementMember2021-02-050001337013infu:The2015CreditAgreementMember2021-02-050001337013us-gaap:RevolvingCreditFacilityMember2023-03-310001337013us-gaap:RevolvingCreditFacilityMember2022-12-310001337013infu:EurodollarLoanMemberus-gaap:LondonInterbankOfferedRateLIBORMembersrt:MinimumMemberinfu:The2021CreditAgreementMember2023-01-012023-03-310001337013infu:EurodollarLoanMemberus-gaap:LondonInterbankOfferedRateLIBORMemberinfu:The2021CreditAgreementMembersrt:MaximumMember2023-01-012023-03-310001337013us-gaap:BaseRateMemberinfu:ABRLoansMembersrt:MinimumMemberinfu:The2021CreditAgreementMember2023-01-012023-03-310001337013us-gaap:BaseRateMemberinfu:ABRLoansMemberinfu:The2021CreditAgreementMembersrt:MaximumMember2023-01-012023-03-310001337013infu:EurodollarLoanMemberinfu:The2021CreditAgreementMember2023-03-310001337013infu:EurodollarLoanMemberus-gaap:LondonInterbankOfferedRateLIBORMemberinfu:The2021CreditAgreementMember2023-01-012023-03-310001337013infu:ABRLoansMemberinfu:The2021CreditAgreementMember2023-03-310001337013us-gaap:BaseRateMemberinfu:ABRLoansMembersrt:MinimumMemberinfu:The2021CreditAgreementMember2023-03-310001337013us-gaap:BaseRateMemberinfu:ABRLoansMemberinfu:The2021CreditAgreementMember2023-01-012023-03-310001337013us-gaap:RevolvingCreditFacilityMemberinfu:The2021CreditAgreementMemberus-gaap:SubsequentEventMember2023-04-250001337013us-gaap:RevolvingCreditFacilityMemberinfu:The2021CreditAgreementMemberus-gaap:SubsequentEventMember2023-04-260001337013us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:InterestRateSwapMemberus-gaap:CashFlowHedgingMember2021-02-05infu:agreement0001337013us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:InterestRateSwapMemberus-gaap:CashFlowHedgingMember2021-02-052021-02-050001337013us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:InterestRateSwapMemberus-gaap:CashFlowHedgingMember2023-03-310001337013us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:InterestRateSwapMemberus-gaap:CashFlowHedgingMember2022-12-310001337013us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2022-12-310001337013us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2021-12-310001337013us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2023-01-012023-03-310001337013us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2022-01-012022-03-310001337013us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2023-03-310001337013us-gaap:AccumulatedGainLossNetCashFlowHedgeParentMember2022-03-310001337013us-gaap:DesignatedAsHedgingInstrumentMemberus-gaap:InterestRateSwapMemberus-gaap:CashFlowHedgingMember2023-01-012023-03-3100013370132021-06-300001337013infu:OfficeLeasesWithRenewalOptionsNotReasonablyCertainToExerciseMembersrt:MinimumMember2023-03-310001337013infu:OfficeLeasesWithRenewalOptionsNotReasonablyCertainToExerciseMembersrt:MaximumMember2023-03-310001337013infu:ITSSegmentMemberus-gaap:OperatingSegmentsMember2023-01-012023-03-310001337013us-gaap:OperatingSegmentsMemberinfu:DMEServicesSegmentMember2023-01-012023-03-310001337013infu:CorporateAndEliminationsMember2023-01-012023-03-310001337013infu:ITSSegmentMemberus-gaap:OperatingSegmentsMember2023-03-310001337013us-gaap:OperatingSegmentsMemberinfu:DMEServicesSegmentMember2023-03-310001337013infu:CorporateAndEliminationsMember2023-03-310001337013infu:ITSSegmentMemberus-gaap:OperatingSegmentsMember2022-01-012022-03-310001337013us-gaap:OperatingSegmentsMemberinfu:DMEServicesSegmentMember2022-01-012022-03-310001337013infu:CorporateAndEliminationsMember2022-01-012022-03-310001337013infu:ITSSegmentMemberus-gaap:OperatingSegmentsMember2022-03-310001337013us-gaap:OperatingSegmentsMemberinfu:DMEServicesSegmentMember2022-03-310001337013infu:CorporateAndEliminationsMember2022-03-31
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
x    Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
for the quarterly period ended March 31, 2023
or
¨     Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
for the transition period from _____ to _____
Commission File Number: 001-35020
InfuSystem_SAFE.SMART.TRUSTED._PMSC_Stacked_10-19.jpg
INFUSYSTEM HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware20-3341405
(State or Other Jurisdiction of
 Incorporation or Organization)
(I.R.S. Employer
 Identification No.)
3851 West Hamlin Road
Rochester Hills, Michigan 48309
(Address of Principal Executive Offices)
Registrants Telephone Number, including Area Code: (248) 291-1210
Securities Registered Pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s)Name of Each Exchange on which Registered
Common Stock, par value $0.0001 per shareINFUNYSE American LLC
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ¨Accelerated filerxNon-accelerated filer ¨Smaller reporting companyx
Emerging growth company¨   
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
As of May 5, 2023, 20,931,147 shares of the registrant’s common stock, par value $0.0001 per share, were outstanding.
1

Table of Contents
INFUSYSTEM HOLDINGS, INC. AND SUBSIDIARIES
Index to Form 10-Q
  
PAGE
 
   
   
 
 
 
 
 
   
   
   
   
 
   
  
  
  
  
  
  
  
2

Table of Contents
PART IFINANCIAL INFORMATION
Item 1. Financial Statements
INFUSYSTEM HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
 
As of
(in thousands, except par value and share data)
March 31, 2023December 31, 2022
ASSETS  
Current assets:  
Cash and cash equivalents$256$165
Accounts receivable, net18,26616,871
Inventories5,6444,821
Other current assets3,7522,922
Total current assets27,91824,779
Medical equipment for sale or rental3,0422,790
Medical equipment in rental service, net of accumulated depreciation38,62039,450
Property & equipment, net of accumulated depreciation4,3914,385
Goodwill3,7103,710
Intangible assets, net8,1888,436
Operating lease right of use assets4,2954,168
Deferred income taxes9,9899,625
Derivative financial instruments1,6831,965
Other assets42580
Total assets$102,261$99,388
LIABILITIES AND STOCKHOLDERS EQUITY
Current liabilities:
Accounts payable$7,368$8,341
Current portion of long-term debt
Other current liabilities6,5626,126
Total current liabilities13,93014,467
Long-term debt, net of current portion36,38633,157
Operating lease liabilities, net of current portion3,6843,761
Total liabilities54,00051,385
Stockholders’ equity:
Preferred stock, $0.0001 par value: authorized 1,000,000 shares; none issued
Common stock, $0.0001 par value: authorized 200,000,000 shares; 20,931,147 shares issued and outstanding as of March 31, 2023 and 20,781,977 shares issued and outstanding as of December 31, 2022
22
Additional paid-in capital106,810105,856
Accumulated other comprehensive income1,2701,489
Retained deficit(59,821)(59,344)
Total stockholders’ equity48,26148,003
Total liabilities and stockholders’ equity$102,261$99,388

See accompanying notes to unaudited condensed consolidated financial statements.
3

Table of Contents
INFUSYSTEM HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME
(UNAUDITED)
(in thousands, except share and per share data)
Three Months Ended
March 31,
 20232022
Net revenues$30,370$26,763
Cost of revenues14,83011,396
Gross profit15,54015,367
Selling, general and administrative expenses:
Provision for doubtful accounts11447
Amortization of intangibles248710
Selling and marketing3,2243,319
General and administrative12,06111,816
 
Total selling, general and administrative15,64715,892
 
Operating loss(107)(525)
Other expense:
Interest expense(484)(277)
Other income expense(35)(28)
 
Loss before income taxes(626)(830)
Benefit from income taxes302462
Net loss$(324)$(368)
Net loss per share:
Basic$(0.02)$(0.02)
Diluted$(0.02)$(0.02)
Weighted average shares outstanding:
Basic20,853,01820,609,372
Diluted20,853,01820,609,372
 
Comprehensive (loss) income:
Net loss$(324)$(368)
Other comprehensive (loss) income:
Unrealized (loss) gain on hedges(282)905
Benefit from (provision for) income tax on unrealized hedge gain63(218)
Net comprehensive (loss) income$(543)$319
See accompanying notes to unaudited condensed consolidated financial statements.
4

Table of Contents
INFUSYSTEM HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF
STOCKHOLDERS EQUITY
(UNAUDITED)
 Common Stock
Additional Paid in Capital
Retained Deficit
Accumulated Other Comprehensive Income
Treasury Stock
Total StockholdersEquity
(in thousands)
Shares
Par Value Amount
Shares
Par Value Amount
Balances at December 31, 202120,700$2$101,905$(53,903)$268$$48,272
Stock-based shares issued upon vesting - gross125239239
Stock-based compensation expense1,0471,047
Employee stock purchase plan28236236
Common stock repurchased as part of share repurchase program(310)(4,006)(4,006)
Common stock repurchased to satisfy minimum statutory withholding on stock-based compensation(3)(54)(54)
Other comprehensive income687687
Net loss(368)(368)
Balances at March 31, 202220,540$2$103,373$(58,277)$955$$46,053
 
Balances at December 31, 202220,782$2$105,856$(59,344)$1,489$$48,003
Stock-based shares issued upon vesting - gross167315315
Stock-based compensation expense720720
Employee stock purchase plan41243243
Common stock repurchased as part of share repurchase program(22)(153)(153)
Common stock repurchased to satisfy minimum statutory withholding on stock-based compensation(37)(324)(324)
Other comprehensive loss(219)(219)
Net loss(324)(324)
Balances at March 31, 202320,931$2$106,810$(59,821)$1,270$$48,261
See accompanying notes to unaudited condensed consolidated financial statements.
5

Table of Contents
INFUSYSTEM HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Three Months Ended March 31,
(in thousands)20232022
OPERATING ACTIVITIES
Net loss$(324)$(368)
Adjustments to reconcile net loss to net cash provided by operating activities:
Provision for doubtful accounts11447
Depreciation2,9552,706
Loss on disposal of and reserve adjustments for medical equipment450275
Gain on sale of medical equipment(883)(228)
Amortization of intangible assets248710
Amortization of deferred debt issuance costs1818
Stock-based compensation7201,047
Deferred income taxes(302)(462)
Changes in assets - (increase)/decrease:
Accounts receivable(961)(1,278)
Inventories(823)61
Other current assets(830)(50)
Other assets(846)(41)
Changes in liabilities - increase:
Accounts payable and other liabilities3131,641
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES(151)4,078
INVESTING ACTIVITIES
Purchase of medical equipment(3,968)(2,931)
Purchase of property and equipment(317)(178)
Proceeds from sale of medical equipment, property and equipment1,234966
NET CASH USED IN INVESTING ACTIVITIES(3,051)(2,143)
 
FINANCING ACTIVITIES
Principal payments on long-term debt(13,683)(10,696)
Cash proceeds from long-term debt16,89412,529
Common stock repurchased as part of share repurchase program(153)(4,006)
Common stock repurchased to satisfy statutory withholding on employee stock-based compensation plans(324)(54)
Cash proceeds from stock plans559511
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES3,293(1,716)
Net change in cash and cash equivalents91219
Cash and cash equivalents, beginning of period165186
Cash and cash equivalents, end of period$256$405
See accompanying notes to unaudited condensed consolidated financial statements.


6

Table of Contents
INFUSYSTEM HOLDINGS, INC. AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1.Basis of Presentation, Nature of Operations and Summary of Significant Accounting Policies
The terms “InfuSystem”, the “Company”, “we”, “our” and “us” are used herein to refer to InfuSystem Holdings, Inc. and its subsidiaries. InfuSystem is a leading provider of infusion pumps and related products and services for patients in the home, oncology clinics, ambulatory surgery centers, and other sites of care. The Company provides products and services to hospitals, oncology practices and facilities and other alternative site health care providers. Headquartered in Rochester Hills, Michigan, the Company delivers local, field-based customer support, and also operates pump service and repair Centers of Excellence in Michigan, Kansas, California, Massachusetts, Texas and Ontario, Canada. The Company operates in two reportable segments, Integrated Therapy Services (“ITS”) and Durable Medical Equipment Services (“DME Services”).
The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, the unaudited condensed consolidated financial statements do not include all of the information and notes required by U.S. Generally Accepted Accounting Principles (“GAAP”) for complete financial statements. The accompanying unaudited condensed consolidated financial statements include all adjustments, composed of normal recurring adjustments, considered necessary by management to fairly state the Company’s results of operations, financial position and cash flows. The operating results for the interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 as filed with the SEC on March 16, 2023.
The unaudited condensed consolidated financial statements are prepared in conformity with GAAP, which requires the use of estimates, judgments and assumptions that affect the amounts of assets and liabilities at the reporting date and the amounts of revenue and expenses in the periods presented. The Company believes that the accounting estimates employed are appropriate and the resulting balances are reasonable; however, due to the inherent uncertainties in making estimates, actual results could differ from the original estimates, requiring adjustments to these balances in future periods.
2.Recent Accounting Pronouncements and Developments
In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2016-13, “Financial Instruments (Topic 326) Credit Losses”. Topic 326 changes the impairment model for most financial assets and certain other instruments. Under the new standard, entities holding financial assets and net investment in leases that are not accounted for at fair value through net income are to be presented at the net amount expected to be collected. An allowance for credit losses will be a valuation account that will be deducted from the amortized cost basis of the financial asset to present the net carrying value at the amount expected to be collected on the financial asset. The Company's adoption of this standard on January 1, 2023 did not have a material effect on its consolidated balance sheets, statements of operations, statements of cash flows or related disclosures.
7

Table of Contents
3.Revenue Recognition
The following tables present the Company’s disaggregated revenue by offering type (in thousands):
 Three Months Ended
March 31,
 20232022
 
Total Net
Revenues
Percentage of
Total Net
Revenues
Total Net
Revenues
Percentage of
Total Net
Revenues
ITS Third-Party Payer Rentals$14,808 48.8 %$13,368 50.0 %
DME Services Direct Payer Rentals4,507 14.9 %4,775 17.8 %
ITS Direct Payer Rentals3,472 11.4 %3,187 11.9 %
DME Services Product Sales3,739 12.3 %3,658 13.7 %
DME Services - Service3,350 11.0 %1,689 6.3 %
ITS Product Sales494 1.6 %86 0.3 %
 
Total$30,370 100.0 %$26,763100.0 %
4.Medical Equipment
Medical equipment consisted of the following (in thousands):
 March 31,
2023
December 31, 2022
Medical equipment for sale or rental$3,054$2,802
Medical equipment for sale or rental - pump reserve(12)(12)
Medical equipment for sale or rental - net3,0422,790
 
Medical equipment in rental service100,02699,163
Medical equipment in rental service - pump reserve(2,427)(2,270)
Accumulated depreciation(58,979)(57,443)
Medical equipment in rental service - net38,62039,450
 
Total$41,662$42,240
Depreciation expense for medical equipment for the three months ended March 31, 2023 was $2.7 million, compared to $2.4 million for the same prior year period. This expense was recorded in “cost of revenues” for each period. The pump reserve for medical equipment in rental service represents an estimate for medical equipment that is considered to be missing. The reserve calculated is equal to the net book value of assets that have not returned from the field within a certain timeframe. During the three month period ended June 30, 2022, the Company changed its estimate for missing pumps by shortening the time estimate of when a pump is considered missing. As a result of this change in estimate, the Company had a higher amount recorded for the pump reserve as of March 31, 2023 and higher expense included in cost of sales for the three months ended March 31, 2023 by $0.1 million as compared to the three months ended March 31, 2022.
8

Table of Contents
5.Property and Equipment
Property and equipment consisted of the following (in thousands):
 March 31, 2023December 31, 2022
 Gross Assets
Accumulated
Depreciation
TotalGross Assets
Accumulated Depreciation
Total
Furniture, fixtures, and equipment$5,986$(3,428)$2,558$5,710$(3,252)$2,458
Automobiles87(85)287(83)4
Leasehold improvements3,498(1,667)1,8313,498(1,575)1,923
 
Total$9,571$(5,180)$4,391$9,295$(4,910)$4,385
Depreciation expense for property and equipment for both the three months ended March 31, 2023 and 2022 was $0.3 million. This expense was recorded in “general and administrative expenses” for each period.
9

Table of Contents
6.Goodwill & Intangible Assets
The changes in the carrying value of goodwill by segment for the three months ended March 31, 2023 are as follows (in thousands):
 DME Services (a)
Balance as of December 31, 2022$3,710
Goodwill acquired
Balance as of March 31, 2023$3,710
(a) The ITS segment had no recorded goodwill during the reported periods.
The carrying amount and accumulated amortization of intangible assets consisted of the following (in thousands):
 March 31, 2023December 31, 2022
 
Gross
Assets
Accumulated
Amortization
Net
Gross
Assets
Accumulated
Amortization
Net
Nonamortizable intangible assets      
Trade names$2,000$$2,000$2,000$$2,000
Amortizable intangible assets:
Trade names23(23)23(23)
Physician and customer relationships38,834(33,769)5,06538,834(33,594)5,240
Non-competition agreements472(185)287472(161)311
Unpatented technology943(292)651943(258)685
Software10,300(10,115)18510,300(10,100)200
 
Total nonamortizable and amortizable intangible assets$52,572$(44,384)$8,188$52,572$(44,136)$8,436
Amortization expense for the three months ended March 31, 2023 was $0.2 million, compared to $0.7 million for the same prior year period. This expense was recorded in “amortization of intangibles expenses” for each period. Expected remaining annual amortization expense for the next five years for intangible assets recorded as of March 31, 2023 is as follows (in thousands):
 20232024202520262027
2028 and thereafter
Total
        
Amortization expense$743$990$810$524$471$2,650$6,188
7.Debt
On February 5, 2021, the Company entered into a Credit Agreement (the 2021 Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent (the “Agent”), sole bookrunner and sole lead arranger, and the lenders party thereto. The borrowers under the 2021 Credit Agreement are the Company, InfuSystem Holdings USA, Inc. (“Holdings”), InfuSystem,
10

Table of Contents
Inc. (“ISI”), First Biomedical, Inc. (“First Biomedical”), and IFC LLC (“IFC” and, collectively with the Company, Holdings, ISI and First Biomedical, the “Borrowers”).
The 2021 Credit Agreement provides for a revolving credit facility (the “Revolving Facility”) of $75.0 million, that matures on February 5, 2026. The Revolving Facility may be increased by $25.0 million, subject to certain conditions, including the consent of the Agent and obtaining necessary commitments. The lenders under the 2021 Credit Agreement may issue up to $7.0 million in letters of credit subject to the satisfaction of certain conditions. On February 5, 2021, the Borrowers made an initial borrowing of $30.0 million under the Revolving Facility. Proceeds from the loan, along with approximately $8.2 million in cash, were used to repay all amounts due under the Company’s then existing credit facility dated March 23, 2015 (the “2015 Credit Agreement”).
The 2021 Credit Agreement has customary representations and warranties. The ability to borrow under the facility is subject to ongoing compliance with a number of customary affirmative and negative covenants, including limitations on indebtedness, liens, mergers, acquisitions, investments, asset sales, affiliate transactions and restricted payments, as well as financial covenants, including the following:
a minimum fixed charge coverage ratio (defined as the ratio of consolidated EBITDA (as defined in the 2021 Credit Agreement) less 50% of depreciation expense), to consolidated fixed charges (as defined in the 2021 Credit Agreement)) for the prior four most recently ended calendar quarters of 1.20 to 1.00; and
a maximum leverage ratio (defined as total indebtedness to EBITDA for the prior four most recently ended calendar quarters) of 3.50 to 1.00.
The 2021 Credit Agreement includes customary events of default. The occurrence of an event of default will permit the lenders to terminate commitments to lend under the Revolving Facility and accelerate payment of all amounts outstanding thereunder.
Simultaneous with the execution of the 2021 Credit Agreement, the Company entered into a Pledge and Security Agreement to secure repayment of the obligations of the Borrowers. Under the Pledge and Security Agreement, each Borrower has granted to the Agent, for the benefit of various secured parties, a first priority security interest in substantially all of the personal property assets of each of the Borrowers, including the shares of each of Holdings, ISI and First Biomedical and the equity interests of IFC.
On February 5, 2021, in connection with the execution and closing of the 2021 Credit Agreement, the Company, along with its wholly owned subsidiaries as borrowers, terminated the 2015 Credit Agreement. All outstanding loans under the 2015 Credit Agreement were repaid and all liens under the 2015 Credit Agreement were released, except that a letter of credit originally issued under the 2015 Credit Agreement in the amount of approximately $0.8 million was transferred to the 2021 Credit Agreement.
The 2021 Credit Agreement was accounted for as a debt modification. As of March 31, 2023, the Company was in compliance with all debt-related covenants under the 2021 Credit Agreement.
The following table illustrates the net availability under the Revolving Facility as of the applicable balance sheet date (in thousands):
 March 31,
2023
December 31,
2022
Revolving Facility:
Gross availability$75,000$75,000
Outstanding draws(36,594)(33,384)
Letter of credit(400)(400)
Availability on Revolving Facility$38,006$41,216
11

Table of Contents
The Company had future maturities of its long-term debt as of March 31, 2023 as follows (in thousands):
 2023202420252026
2027 and
thereafter
Total
Revolving Facility$$$$36,594$$36,594
Total$$$$36,594$$36,594
The following is a breakdown of the Company’s current and long-term debt (in thousands):
 March 31, 2023December 31, 2022
 
Current
Portion
Long-Term
Portion
Total
Current
Portion
Long-Term
Portion
Total
Revolving Facility$$36,594$36,594$$33,384$33,384
Unamortized value of debt issuance costs(208)(208)(227)(227)
Total$$36,386$36,386$$33,157$33,157
As of March 31, 2023, amounts outstanding under the Revolving Facility provided under the 2021 Credit Agreement bear interest at a variable rate equal to, at the Company’s election, LIBOR for Eurodollar loans or an Alternative Base Rate for ABR loans, as defined by the 2021 Credit Agreement, plus a spread that will vary depending upon the Company’s leverage ratio. The spread ranges from 2.00% to 3.00% for Eurodollar Loans and 1.00% to 2.00% for base rate loans. The weighted-average Eurodollar loan rate at March 31, 2023 was 7.00% (LIBOR of 4.75% plus 2.25%). The actual ABR loan rate at March 31, 2023 was 9.25% (lender’s prime rate of 8.00% plus 1.25%).

Subsequent Event - Amendment to Credit Facility
On April 26, 2023, the Company entered into a First Amendment to the 2021 Credit Agreement (the "First Amendment") with the Agent and the lenders party thereto, which amended the 2021 Credit Agreement, to provide for, among other things: (i) an extension of the maturity date for the 2021 Credit Agreement to April 26, 2028, (ii) the replacement of LIBOR with Term SOFR as a benchmark interest rate, and (iii) an increase of the maximum dollar amount of incremental revolving loans from $25 million to $35 million. Incremental revolving loans continue to be subject to certain conditions, including the consent of the Agent and obtaining necessary commitments.
8.Derivative Financial Instruments and Hedging Activities
In February 2021, the Company adopted a derivative investment policy, which provides guidelines and objectives related to managing financial and operational exposures arising from market changes in short term interest rates. In accordance with this policy, the Company can enter into interest rate swaps or similar instruments, will endeavor to evaluate all the risks inherent in a transaction before entering into a derivative financial instrument and will not enter into derivative financial instruments for speculative or trading purposes. Hedging relationships are formally documented at the inception of the hedge and hedges must be highly effective in offsetting changes to future cash flows on hedged transactions at the inception of a hedge and on an ongoing basis to be designated for hedge accounting treatment.
The Company is exposed to interest rate risk related to its variable rate debt obligations under the 2021 Credit Agreement. In order to manage the volatility in interest rate markets, in February 2021, the Company entered into two interest rate swap agreements to manage exposure arising from this risk. On a combined basis, the agreements have a constant notional amount over a five-year term that ends on February 5, 2026. The agreements both pay the Company 30-day LIBOR on the notional amount and the Company pays a fixed rate of interest equal to 0.73%. These derivative instruments are considered cash flow hedges. The Company does not have any other derivative financial instruments.
12

Table of Contents
The tables below present the location and gross fair value amounts of the Company's derivative financial instruments and the associated notional amounts designated as cash flow hedges as of the applicable balance sheet date (in thousands):
 
March 31, 2023
 Balance Sheet LocationNotionalFair Value Derivative Assets
Derivatives designated as hedges:
Cash flow hedges
Interest rate swapsOther assets$20,000$1,683

 
December 31, 2022
 Balance Sheet LocationNotionalFair Value Derivative Assets
Derivatives designated as hedges:
Cash flow hedges
Interest rate swapsOther assets$20,000$1,965
The table below presents the effect of our derivative financial instruments designated as hedging instruments in AOCI (in thousands):
 Three Months Ended March 31,
20232022
Gain on cash flow hedges - interest rate swaps  
Beginning balance$1,489$268
Unrealized gain recognized in AOCI(92)877
Amounts reclassified to interest expense (a) (b)(190)28
Tax provision63(218)
Ending balance$1,270$955
(a) Negative amounts represent interest income and positive amounts represent interest expense. Interest expense as presented in the condensed consolidated statement of operations and comprehensive income for the three months ended March 31, 2023 and 2022 was $0.5 million and $0.3 million, respectively.
(b) As of March 31, 2023, $0.8 million of income is expected to be reclassified into earnings within the next 12 months.
The Company did not incur any hedge ineffectiveness during the three months ended March 31, 2023.
9.Income Taxes
During the three months ended March 31, 2023, the Company recorded a benefit from income taxes of $0.3 million. The income tax benefit for the three months ended March 31, 2023 relates principally to the Company's pre-tax losses during the period and also includes a benefit from excess tax benefits on exercises of stock options and vesting of restricted stock during the period. For the three months ended March 31, 2022, the Company recorded a benefit from income taxes of $0.5 million.
10.Commitments, Contingencies and Litigation
From time to time in the ordinary course of its business, the Company may be involved in legal and regulatory proceedings, the outcomes of which may not be determinable. The results of litigation and regulatory proceedings are inherently unpredictable. Any claims against the Company, whether meritorious or not, could be time consuming, result in costly litigation, require significant amounts of management time and result in diversion of significant resources. The Company is not able to estimate an aggregate amount or range of reasonably possible losses for those legal matters for which losses are
13

Table of Contents
not probable and estimable, primarily for the following reasons: (i) many of the relevant legal proceedings are in preliminary stages and, until such proceedings develop further, there is often uncertainty regarding the relevant facts and circumstances at issue and potential liability; and (ii) many of these proceedings involve matters of which the outcomes are inherently difficult to predict. The Company has insurance policies covering potential losses where such coverage is cost effective.
The Company is not at this time involved in any proceedings that the Company currently believes could have a material effect on the Company’s financial condition, results of operations or cash flows.
11.Loss Per Share
Basic loss per share is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted loss per share assumes the issuance of potentially dilutive shares of common stock during the period. The following table reconciles the numerators and denominators of the basic and diluted loss per share computations:
 Three Months Ended March 31,
Numerator (in thousands):
20232022
Net loss:$(324)$(368)
Denominator:
Weighted average common shares outstanding:
Basic20,853,01820,609,372
Dilutive effect of common stock equivalents
Diluted20,853,01820,609,372
Net loss per share:
Basic$(0.02)$(0.02)
Diluted$(0.02)$(0.02)
For both the three months ended March 31, 2023 and 2022, all outstanding options and unvested restricted stock units were anti-dilutive due to the Company's net losses for the periods and therefore not included in the calculation.
Share Repurchase Program
On June 30, 2021, our Board of Directors approved a stock repurchase program (the “Share Repurchase Program”) that authorizes the Company to repurchase up to $20.0 million of the Company’s outstanding common stock through June 30, 2024. Repurchases under the Share Repurchase Program are subject to market conditions, the periodic capital needs of the Company’s operating activities, and the continued satisfaction of all covenants under the Company’s existing 2021 Credit Agreement. Repurchases under the Share Repurchase Program may take place in the open market or in privately negotiated transactions and may be made under a Rule 10b5-1 plan. The Share Repurchase Program does not obligate the Company to repurchase shares and may be suspended, terminated, or modified at any time. As of March 31, 2023, the Company had repurchased and retired approximately $6.2 million, or 553,149 shares, of the Company's outstanding common stock under the Share Repurchase Program.
12.Leases
The Company’s operating leases are primarily for office space, service facility centers and equipment under operating lease arrangements that expire at various dates over the next ten years. The Company’s leases do not contain any restrictive covenants. The Company’s office leases generally contain renewal options for periods ranging from one to five years. Because the Company is not reasonably certain to exercise these renewal options, the options are not considered in determining the lease term, and payments associated with the option years are excluded from lease payments. The Company’s office leases do not contain any material residual value guarantees. The Company’s equipment leases generally do not contain renewal options.
Payments due under the Company’s operating leases include fixed payments as well as variable payments. For the Company’s office leases, variable payments include amounts for the Company’s proportionate share of operating expenses, utilities, property taxes, insurance, common area maintenance and other facility-related expenses. For the Company’s equipment leases, variable payments may consist of sales taxes, property taxes and other fees.
14

Table of Contents
The components of lease costs for the three months ended March 31, 2023 and 2022 are as follows (in thousands):
 Three Months Ended
March 31,
 20232022
Operating lease cost$352 $329 
Variable lease cost76 74 
Total lease cost$428 $403 
Supplemental cash flow information and non-cash activity related to the Company’s leases are as follows (in thousands):
 Three Months Ended
March 31,
20232022
Cash paid for amounts included in the measurement of lease liabilities and right of use assets:  
Operating cash flow from operating leases$449 $359 
 
Right of use assets obtained in exchange for lease obligations:
Operating leases$381 $ 
Increases to right of use assets resulting from lease modifications:
Operating leases$160 $ 
Weighted average remaining lease terms and discount rates for the Company’s operating leases are as follows:
 As of March 31,
 20232022
 
 
Years
Years
Weighted average remaining lease term:6.26.2
 RateRate
Weighted average discount rate:7.0%7.6%
15

Table of Contents
Future maturities of lease liabilities as of March 31, 2023 are as follows (in thousands):
 
Operating
Leases (a)
2023$969 
20241,235 
20251,172 
2026998 
2027826 
2028 and thereafter
2,016 
Total undiscounted lease payments7,216 
Less: Imputed interest(2,383)
Total lease liabilities$4,833 
(a) Excludes $1.8 million of legally binding minimum lease payments for an office lease signed but not yet commenced. This lease has an expected term of 7 years and is expected to commence in the fourth quarter of 2023.
13.Business Segment Information
The Company’s reportable segments are organized based on service platforms, with the ITS segment reflecting higher margin rental revenues that generally include payments made by third-party and direct payers and the DME Services segment reflecting lower margin product sales, direct payer rental and service revenues. Resources are allocated and performance is assessed for these segments by the Company’s Chief Executive Officer, whom the Company has determined to be its chief operating decision-maker. The Company believes that reporting performance at the gross profit level is the best indicator of segment performance.
The financial information summarized below is presented by reportable segment for the three months ended March 31, 2023 and 2022:
2023
(in thousands)ITSDME Services
Corporate/
Eliminations
Total
 
Net revenues - external$18,774$11,596$$30,370
Net revenues - internal1,630(1,630)
Total net revenues18,77413,226(1,630)30,370
Gross profit11,5413,99915,540
Selling, general and administrative expenses15,64715,647
Interest expense(484)(484)
Other expense(35)(35)
Benefit from income taxes302302
Net loss$(324)
Total assets$62,769$37,492$2,000$102,261
Purchases of medical equipment$2,673$1,295$$3,968
Depreciation and amortization of intangible assets$2,178$1,025$$3,203
16

Table of Contents
2022
(in thousands)ITSDME Services
Corporate/
Eliminations
Total
Net revenues - external$16,641$10,122$$26,763
Net revenues - internal1,488(1,488)
Total net revenues16,64111,610(1,488)26,763
Gross profit10,7384,62915,367
Selling, general and administrative expenses15,89215,892
Interest expense(277)(277)
Other expense(28)(28)
Benefit from income taxes462462
Net loss$(368)
Total assets$61,991$34,246$2,000$98,237
Purchases of medical equipment$1,511$1,420$$2,931
Depreciation and amortization of intangible assets$2,398$1,018$$3,416
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The terms “InfuSystem”, the “Company”, “we”, “our” and “us” used herein refer to InfuSystem Holdings, Inc. and its subsidiaries.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this quarterly report on Form 10-Q are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “expect,” “strategy,” “future,” “likely,” variations of such words, and other similar expressions, as they relate to the Company, are intended to identify forward-looking statements. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. In connection with the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, the Company is identifying certain factors that could cause actual results to differ, perhaps materially, from those indicated by these forward-looking statements. Those factors, risks and uncertainties include, but are not limited to, the effect of the coronavirus (“COVID-19”) pandemic or any resurgence thereof on our business, potential changes in healthcare payer mix and overall healthcare reimbursement, including the Centers for Medicare and Medicaid Services (“CMS”) competitive bidding and fee schedule reductions, sequestration, concentration of customers, increased focus on early detection of cancer, competitive treatments, dependency on Medicare Supplier Number, availability of chemotherapy drugs, global financial conditions and recessionary risks, rising inflation and interest rates, labor and supply chain disruptions, changes and enforcement of state and federal laws, natural forces, competition, dependency on suppliers, risks in acquisitions & joint ventures, U.S. Healthcare Reform, relationships with healthcare professionals and organizations, technological changes related to infusion therapy, the Company’s ability to implement information technology improvements and to respond to technological changes, the ability of the Company to successfully integrate acquired businesses, dependency on key personnel, systemic pressures in the banking sector, including disruptions to credit markets, dependency on banking relations and the ability to comply with our credit facility covenants, the Company's ability to remediate its previously disclosed material weaknesses in internal control over financial reporting, and other risks associated with our common stock, as well as any litigation in which the Company may be involved from time to time; and other risk factors as discussed in the Company’s annual report on Form 10-K for the year ended December 31, 2022 filed on March 16, 2023, this quarterly report on Form 10-Q and in other filings made by the Company from time to time with the Securities and Exchange Commission (“SEC”). Our annual report on Form 10-K is available on the SEC’s EDGAR website at www.sec.gov, and a copy may also be obtained by contacting the Company. All forward-looking statements made in this Form 10-Q speak only as of the date of this report. We do not intend, and do not undertake any obligation, to update any forward-looking statements to reflect future events or circumstances after the date of such statements, except as required by law.
17

Table of Contents
Overview
We are a leading national health care service provider, facilitating outpatient care for Durable Medical Equipment manufacturers and health care providers. We provide our products and services to hospitals, oncology practices, ambulatory surgery centers, and other alternate site health care providers. Our headquarters is in Rochester Hills, Michigan, and we operate our business from a total of seven locations in the United States and Canada. We deliver local, field-based customer support, and we operate pump service and repair Centers of Excellence in Michigan, Kansas, California, Massachusetts, Texas and Ontario, Canada. InfuSystem, Inc., a wholly-owned subsidiary of the Company, is accredited by the Community Health Accreditation Partner (CHAP) while First Biomedical, Inc., a wholly-owned subsidiary of the Company, is ISO 9001 certified at our Kansas, Michigan, Massachusetts, Canada and Santa Fe Springs, California locations and also ISO 13485 certified at our Bakersfield, California location.
InfuSystem competes for and retains its business primarily on the basis of its long participation and strong reputation in the Durable Medical Equipment space, its long-standing relationships with Durable Medical Equipment manufacturers and its health care provider customers, and the high levels of service it provides. Current barriers to entry for potential competitors are created by our: (i) growing number of third-party payer networks under contract; (ii) economies of scale, which allow for predictable reimbursement and less costly purchase and management of the pumps, respectively; (iii) established, long-standing relationships as a provider of pumps to outpatient oncology practices in the U.S. and Canada; (iv) pump fleet of ambulatory and large volume infusion pumps for rent and for sale, which may allow us to be more responsive to the needs of physicians, outpatient oncology practices, hospitals, outpatient surgery centers, homecare practices, patient rehabilitation centers and patients than a new market entrant; (v) seven geographic locations in the U.S. and Canada that allow for same day or next day delivery of pumps; and (vi) pump repair and service capabilities at all of these facilities and at our customer's locations. We do not perform any research and development on pumps, but we have made, and continue to make, investments in our information technology.
Integrated Therapy Services (ITS) Segment
Our ITS segment’s core purpose is to seek opportunities to grow our business by leveraging our unique know-how in clinic-to-home health care involving Durable Medical Equipment, our logistics and billing capabilities, our growing network of third-party payers under contract, and our clinical and biomedical capabilities. This leverage may take the form of new products and/or services, strategic alliances, joint ventures and/or acquisitions. The leading service within our ITS segment is to supply electronic ambulatory infusion pumps and associated disposable supply kits to private oncology clinics, infusion clinics and hospital outpatient oncology clinics to be utilized in the treatment of a variety of cancers, including colorectal cancer and other disease states (“Oncology Business”). Colorectal cancer is the fourth most prevalent form of cancer in the United States, according to the American Cancer Society, and the standard of care for the treatment of colorectal cancer relies upon continuous chemotherapy infusions delivered via ambulatory infusion pumps. One of the goals for the ITS segment is to expand into treatment of other types of cancers. There are a number of approved treatment protocols for pancreatic, head and neck, esophageal and other types of cancers, as well as other disease states which present opportunities for growth. There are also a number of other drugs currently approved by the U.S. Food and Drug Administration (the "FDA"), as well as agents in the pharmaceutical development pipeline, which we believe could potentially be used with continuous infusion protocols for the treatment of diseases other than colorectal cancer. Additional drugs or protocols currently in clinical trials may also obtain regulatory approval over the next several years. If these new drugs or protocols obtain regulatory approval for use with continuous infusion protocols, we expect the pharmaceutical companies to focus their sales and marketing efforts on promoting the new drugs and protocols to physicians.
Furthermore, our Oncology Business focuses mainly on the continuous infusion of chemotherapy. Continuous infusion of chemotherapy can be described as the gradual administration of a drug via a small, lightweight, portable infusion pump over a prolonged period of time. A cancer patient can receive his or her medicine anywhere from one to 30 days per month depending on the chemotherapy regimen that is most appropriate to that individual’s health status and disease state. This may be followed by periods of rest and then repeated cycles with treatment goals of progression-free disease survival. This drug administration method has replaced intravenous push or bolus administration in specific circumstances. The advantages of slow continuous low doses of certain drugs are well documented. Clinical studies support the use of continuous infusion chemotherapy for decreased toxicity without loss of anti-tumor efficacy. The 2015 National Comprehensive Cancer Network ("NCCN") Guidelines recommend the use of continuous infusion for treatment of numerous cancer diagnoses. We believe that the growth of continuous infusion therapy is driven by three factors: evidence of improved clinical outcomes; lower toxicity and side effects; and a favorable reimbursement environment.
We believe that oncology practitioners have a heightened sensitivity to providing quality service and to their ability to obtain reimbursement for services they provide. Simultaneously, the Center for Medicare and Medicaid Services and private insurers are increasingly focused on evidence-based medicine to inform their reimbursement decisions — that is, aligning
18

Table of Contents
reimbursement with clinical outcomes and adherence to standards of care. Continuous infusion therapy is a main component of the standard of care for certain types of cancers because clinical evidence demonstrates superior outcomes. Payers’ recognition of this benefit is reflected in their relative reimbursement policies for clinical services related to the delivery of this care.
Additional areas of focus for our ITS segment are as follows:
Pain Management - providing our ambulatory pumps, products, and services for pain management in the area of post-surgical continuous peripheral nerve block.
Wound Care - launched in November 2022, the Company established a partnership, SI Wound Care, LLC ("SI Wound Care"), with Sanara MedTech Inc. ("Sanara"). The partnership will focus on delivering a complete wound care solution targeted at improving patient outcomes, lowering the cost of care, and increasing patient and provider satisfaction. The partnership is expected to enable InfuSystem to offer innovative products including negative pressure wound therapy ("NPWT") devices and supplies from Cork Medical LLC's ("Cork") and Genadyne Biotechnologies Inc. and Sanara's advanced wound care product line to new customers through the jointly controlled entity.
Acquisitions - we believe there are opportunities to acquire smaller, regional health care service providers, in whole or part that perform similar services to us but do not have the national market access, network of third-party payer contracts or operating economies of scale that we currently enjoy. We may also pursue acquisition opportunities of companies that perform similar services, but offer different therapies or utilize different devices.
Lymphedema Therapy – Lymphedema therapy includes providing patient care and customer service, pneumatic compression devices and associated garments through our partnership with Bio Compression Systems, Inc. to outpatients, initially targeting our existing acute care and oncology customers, estimated to be 20% of the multi-billion-dollar Lymphedema market.
Information technology-based services - we also plan to continue to capitalize on key new information technology-based services such as EXPRESS, InfuBus or InfuConnect, Pump Portal, DeviceHub and BlockPain Dashboard®.
The payer environment within our ITS segment is in a constant state of change. We continue to extend our considerable breadth of payer networks under contract as patients move into different insurance coverage plans, including Medicaid and Insurance Marketplace products. In some cases, this may slightly reduce our aggregate billed revenues payment rate but result in an overall increase in collected revenues, due to a reduction in concessions. Consequently, we are increasingly focused on revenues net of concessions.
Durable Medical Equipment Services (DME Services) Segment
Our DME Services segment’s core service is to: (i) sell or rent new and pre-owned pole-mounted and ambulatory infusion pumps and other Durable Medical Equipment; (ii) sell treatment-related consumables; and (iii) provide biomedical maintenance services on medical equipment which include recertification, annual preventative maintenance and repair services for oncology practices as well as other alternate site settings, including, home care and home infusion providers, skilled nursing facilities, pain centers and others. We provide biomedical services at both our facilities and at our customers locations. We also provide these products and services to customers in the hospital market. We purchase new and pre-owned pole-mounted and ambulatory infusion pumps from a variety of sources on a non-exclusive basis. We repair, refurbish and provide biomedical certification for the devices as needed. The pumps are then available for sale, rental or to be used within our ambulatory infusion pump management service.
19

Table of Contents
InfuSystem Holdings, Inc. Results of Operations for the Three Months Ended March 31, 2023 Compared to the Three Months Ended March 31, 2022
The following represents the Company’s results of operations for the three months ended March 31, 2023 and 2022:

 Three Months Ended
March 31,
 
(in thousands, except share and per share data)20232022
Better/
(Worse)
    
Net revenues:   
    ITS$18,774 $16,641 $2,133 
    DME Services (inclusive of inter-segment revenues)13,226 11,610 1,616 
       Less: elimination of inter-segment revenues(1,630)(1,488)(142)
      Total30,370 26,763 3,607 
Gross profit (inclusive of certain inter-segment allocations) (a):
    ITS11,541 10,738 803 
    DME Services3,999 4,629 (630)
      Total15,540 15,367 173 
 
Selling, general and administrative expenses
    Provision for doubtful accounts114 47 (67)
    Amortization of intangibles248 710 462 
    Selling and marketing3,224 3,319 95 
    General and administrative12,061 11,816 (245)
      Total selling, general and administrative expenses15,647 15,892 245 
 
Operating loss(107)(525)418 
 
Other expense(519)(305)(214)
 
Loss before income taxes(626)(830)204 
Benefit from income taxes302 462 (160)
 
Net loss$(324)$(368)$44 
 
Net loss per share:
Basic$(0.02)$(0.02)$— 
Diluted$(0.02)$(0.02)$— 
Weighted average shares outstanding:
Basic20,853,018 20,609,372 243,646 
Diluted20,853,018 20,609,372 243,646 
(a) Inter-segment allocations are for cleaning and repair services performed on medical equipment.

20

Table of Contents
Net Revenues
Net revenues for the three-month period ended March 31, 2023 (“three-month period of 2023”) were $30.4 million, an increase of $3.6 million, or 13.5%, compared to $26.8 million for the three-month period ended March 31, 2022 (“three-month period of 2022”). The increase included higher net revenues for both the ITS and DME Services segments.
ITS
ITS net revenue of $18.8 million increased $2.1 million, or 12.8%, during the three-month period of 2023 as compared to the same prior year period. This increase was primarily attributable to additional treatment volume in Oncology and Pain Management, revenue from sales-type leases of NPWT pumps, improved third party payer collections on billings and higher average prices. Net revenue in Oncology for the three-month period of 2023 represented the largest increase totaling $1.6 million, or a 10.7% increase compared to the same prior year period. This was followed by an increase in revenue for Wound Care which increased by $0.2 million, or 63% compared to the same prior year period, mainly due to an increase in sales of equipment on sales-type leases partially offset by lower treatment volumes. Pain Management net revenue of 2023 increased by $0.3 million, which represented an increase of 28% as compared to the three-month period of 2022.
DME Services
DME Services net revenue of $11.6 million (exclusive of inter-segment revenues), increased $1.5 million, or 14.6%, during the three-month period of 2023 as compared to the same prior year period. This increase included higher biomedical services revenue which increased by $1.7 million, or 98% compared to the same prior year period, partially offset by lower equipment rentals totaling $0.3 million. The increased biomedical revenue was mainly due to a new master services agreement with a leading global healthcare technology and diagnostic company that was launched in April 2022.
Gross Profit (inclusive of certain inter-segment allocations)
Gross profit for the three-month period of 2023 of $15.5 million increased $0.2 million, or 1.1%, from $15.4 million for the three-month period of 2022. This increase was due to the increase in net revenues offset by a lower gross margin. Gross margin decreased to 51.2% during the three-month period of 2023 as compared to 57.4% during the same prior year period. This decrease was due to a decrease in the gross margin for both the DME Services and ITS segments.
ITS
ITS gross profit was $11.5 million during the three-month period of 2023, representing an increase of $0.8 million, or 7.5%, compared to the same prior year period. The improvement reflected an increase in net revenues partially offset by a lower gross margin, which decreased from the prior year by 3.0% to 61.5%. The lower gross margin was the result of a $0.4 million increase in the adjustment recorded for pump disposal expenses and an unfavorable product mix favoring lower margin revenues. These increased expenses were partially offset by improved third party payer collections on billings and improved coverage of fixed costs from the higher net revenue. Pump disposal expenses include retirements of damaged pumps and reserves for missing pumps. The increase was mainly related to an updated estimate of the volume of pumps considered missing based on pump return data and physical inventories. The lower margin mix was primarily related to the increase in NPWT pump sales leases.
DME Services
DME Services gross profit during the three-month period of 2023 was $4.0 million, representing a decrease of $0.6 million, or 13.6%, compared to the same prior year period. This decrease was due to a decrease in gross margin, which was partially offset by the increase in net revenues. The DME gross margin was 34.5% during the current period, which was 11.2% lower than the same prior year period. This decrease was due to an increase in labor costs related to an increase in the number of biomedical technicians and other expenses associated with the rapid on-boarding of the new master services agreement. Some of the additional labor costs include training activities and other labor expenses associated with building a larger team in order to have the capacity required to support much higher planned revenue volume. Over time, higher revenue levels are expected to absorb a portion of the increased labor costs resulting in an improved gross margin. Other increased expenses associated with the on-boarding ramp, which include increased travel expenses and employee acquisitions costs, are expected to decrease in the future. We currently estimate that the additional expenses incurred during the three-month period of 2023 that will either be absorbed or reduced totaled approximately $1.3 million.
21

Table of Contents
Selling and Marketing Expenses
Selling and marketing expenses for the three-month period of 2023 were $3.2 million, representing a decrease of $0.1 million, or 2.9%, as compared to selling and marketing expenses for the three-month period of 2022. Selling and marketing expenses consist of sales personnel salaries, commissions and associated fringe benefit and payroll-related items, marketing, travel and entertainment and other miscellaneous expenses. Selling and marketing expenses as a percentage of net revenues decreased to 10.6% compared to the same prior year period at 12.4%. This decrease was mainly attributable to a reduction in sales team members and a higher coverage of fixed expenses related to the higher revenue.
General and Administrative ("G&A") Expenses
G&A expenses for the three-month period of 2023 were $12.1 million, an increase of $0.2 million, or 2.1%, from the three-month period of 2022. G&A expenses during these periods consisted primarily of accounting, administrative, third-party payer billing and contract services, customer service, nurses on staff, new product services, service center personnel salaries, fringe benefits and other payroll-related items, professional fees, legal fees, stock-based compensation, insurance and other miscellaneous items. The increase of $0.2 million was due to $0.2 million in additional audit expenses associated with additional requirements to comply with the Sarbanes-Oxley Act of 2002 and other increased expenses totaling $0.4 million were associated with revenue volume growth and included the cost of additional personnel, information technology and general business expenses including inflationary increases. These increases were partially offset by a decrease in stock-based compensation expense of $0.3 million. G&A expenses as a percentage of net revenues for the three-month period of 2023, decreased to 39.7% compared to 44.2% for the same prior year period.
Other Income and Expenses
During the three-month period of 2023, other income and expense included interest expense of $0.5 million, which was $0.2 million higher than interest expense for the three-month period of 2022. This increase was due to an increase in outstanding borrowings on the 2021 Credit Agreement (defined below) revolving line of credit and higher average interest rates.
Benefit From Income Taxes
During the three-month periods of 2023 and 2022, the Company recorded a benefit from income taxes totaling $0.3 million and $0.5 million, respectively, on pre-tax losses of $0.6 million and $0.8 million, respectively. These amounts represented an effective tax rate of 48.2% and 55.7% during the three-month periods of 2023 and 2022, respectively, which differed from the U.S. statutory rate mainly due to the effects of local, state and foreign jurisdiction income taxes.
Liquidity and Capital Resources
Overview:
We finance our operations and capital expenditures with cash generated from operations and borrowings under our existing credit agreement. On February 5, 2021, we and certain of our subsidiaries, as borrowers, entered into a Credit Agreement (the “2021 Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent, sole bookrunner and sole lead arranger (the "Agent"), and the lenders party thereto, which replaced our then existing credit facility, dated March 23, 2015 (the “2015 Credit Agreement”). See Note 7 (Debt) in the notes to the accompanying unaudited condensed consolidated financial statements for additional information regarding the 2021 Credit Agreement and 2015 Credit Agreement.
The following table summarizes our available liquidity (in millions):
Liquidity  
 March 31, 2023December 31, 2022
Cash and cash equivalents$0.3 0.2 
Revolving line of credit38.0