Executive Summary

Q1 2024 revenue was $90.9M, down 22% year over year, with adjusted EBITDA of $(2.7)M and GAAP net loss per share of $0.10; management cited decline in “largely low margin business” and tight cost controls to minimize adjusted EBITDA impact .
Sequential trend: revenue fell from $105.3M in Q4 2023 and $113.3M in Q3 2023; adjusted EBITDA deteriorated from $2.98M in Q4 2023 and $9.60M in Q3 2023 to $(2.73)M in Q1 2024 .
Strategic review continues with active discussions on a potential sale; company aimed to conclude in 30–45 days (no assurance), a potential near-term stock catalyst; financial guidance remains suspended amid the process .
Operationally, Sharecare highlighted a July 1, 2024 launch of its Medicaid digital navigation platform for ~750,000 members, signaling new market expansion and potential revenue diversification .

What Went Well and What Went Wrong

What Went Well

Medicaid expansion: “our purpose-built digital navigation platform for Medicaid is launching on July 1, 2024, to approximately 750,000 Medicaid members,” positioning Sharecare for growth in government-funded programs (CEO Brent Layton) .
Cost discipline: “coupled with tight cost controls, we were able to minimize the impact to adjusted EBITDA,” underscoring operating rigor despite revenue headwinds (CFO Justin Ferrero) .
Balance sheet flexibility: Sharecare ended Q1 with $100.3M in cash and cash equivalents, supporting execution during strategic review and operational initiatives .

What Went Wrong

Top-line pressure: revenue down 22% YoY to $90.9M; adjusted EBITDA swung to $(2.7)M; adjusted net loss per share rose to $0.04 from $0.03 YoY, reflecting weaker mix and non-GAAP add-backs .
Ongoing restructuring/legal costs: Q1 included $3.3M reorganizational and severance and $2.2M non-operating, non-recurring legal/vendor-related costs impacting adjusted metrics .
Visibility: no financial guidance for Q1/FY24 amid strategic review, limiting near-term estimate anchoring and potentially raising uncertainty for investors .

Financial Results

Metric	Q3 2023	Q4 2023	Q1 2024
Revenue ($USD Millions)	$113.327	$105.276	$90.861
Net Loss per Share (GAAP) ($)	$(0.07)	$(0.10)	$(0.10)
Adjusted EBITDA ($USD Millions)	$9.603	$2.984	$(2.725)
Adjusted Net Loss per Share ($)	$0.00	$(0.03)	$(0.04)
Loss from Operations ($USD Millions)	$(29.722)	$(35.454)	$(36.600)

YoY specifics for Q1:

Revenue YoY change: $90.861M vs $116.295M (−22%) .
GAAP net loss per share YoY: $(0.10) vs $(0.10) .
Adjusted net loss per share YoY: $(0.04) vs $(0.03) .

Operating Expense Components (sequential view):

Metric ($USD Millions)	Q3 2023	Q4 2023	Q1 2024
Costs of Revenue	$64.367	$59.338	$51.121
Sales & Marketing	$13.549	$13.562	$13.558
Product & Technology	$15.269	$16.934	$14.544
General & Administrative	$35.251	$33.267	$34.907
Depreciation & Amortization	$14.613	$17.629	$13.331
Total Operating Expenses	$143.049	$140.730	$127.461

Segment breakdown (as disclosed):

Segment	Q1 2024 Revenue	Commentary
Provider	Not disclosed	Record Provider revenue cited in Q3 2023; Q1 2024 press release did not provide segment detail
Enterprise	Not disclosed	No quantitative segment disclosure in Q1 2024 press release
Life Sciences	Not disclosed	No quantitative segment disclosure in Q1 2024 press release

KPIs (as disclosed):

KPI	Q1 2024	Commentary
Medicaid navigation members	~750,000 (launch July 1, 2024)	Announced launch timing and scale

Guidance Changes

Metric	Period	Previous Guidance	Current Guidance	Change
Revenue	Q1 2024	Not provided (Q4 2023 release suspended guidance for Q1/FY24)	Not provided	Maintained “no guidance” stance
Adjusted EBITDA	Q1 2024	Not provided	Not provided	Maintained “no guidance” stance
Revenue	FY 2024	Not provided	Not provided	Maintained “no guidance” stance
Adjusted EBITDA	FY 2024	Not provided	Not provided	Maintained “no guidance” stance

Note: Q3 2023 included guidance for Q4 and FY 2023 only; guidance suspension commenced in Q4 2023 due to strategic review .

Earnings Call Themes & Trends

Note: The Q1 2024 earnings call transcript could not be retrieved due to tool inconsistency; themes reflect prepared remarks and press releases.

Topic	Previous Mentions (Q3 2023)	Previous Mentions (Q4 2023)	Current Period (Q1 2024)	Trend
Medicaid/government programs	Emphasis on scaling in government-funded programs; CEO transition announcement	Encouraged by momentum in Medicaid, Medicare, Exchange; diversification focus	Medicaid navigation platform launching July 1 for ~750k members	Strengthening execution toward launch
Cost optimization/globalization	Record adjusted EBITDA margins; $30M annualized cost savings execution	$30M annualized cost savings; stronger bottom-line positioning	Tight cost controls minimized adjusted EBITDA impact; ongoing reorg/severance	Continuing benefits; restructuring costs persist
Strategic review/M&A	CEO transition and positioning for growth; no sale process disclosed	Active evaluation of proposals for potential sale; no comment on timing	Active discussions with multiple bidders; aim to conclude in 30–45 days (no assurance)	Intensifying; potential near-term catalyst
AI/technology	Investments in generative AI highlighted	Investments in new product innovation	Digital navigation platform deployment; interoperability focus	Continued tech-driven strategy
Legal/regulatory/ERP	Legal matters/ERP costs included in non-GAAP add-backs	Legal, ERP, vendor obligations in add-backs	Legal/vendor-related non-recurring costs persist	Ongoing, but non-recurring characterization
Segment performance	Record Provider revenue; lower nurse staffing volumes	Not specified quantitatively	No segment disclosure in Q1 release	Limited visibility in Q1 release

Management Commentary

Brent Layton (CEO): “our purpose-built digital navigation platform for Medicaid is launching on July 1, 2024, to approximately 750,000 Medicaid members… we remain confident in our business” .
Justin Ferrero (President & CFO): “While revenue was down in first quarter, it was largely low margin business; and coupled with tight cost controls, we were able to minimize the impact to adjusted EBITDA” .
Strategic review: “in active discussions with multiple bidders… expects to bring the process to a conclusion within 30 to 45 days… no assurance of… timing” (Layton) .
Prior quarter context: “we are confident that our 2023 investments… enabling $30 million in annualized cost savings – position us to deliver strong, long-term bottom-line results” (Ferrero, Q4 release) .
Growth focus: Investments in generative AI, clinical advocacy, tech-enabled home care driving financial and customer value (Q3 release, Jeff Arnold) .

Q&A Highlights

The Q1 2024 earnings call transcript could not be retrieved due to a document database inconsistency; Q&A highlights and any clarifications from the call are not accessible at this time. This report reflects prepared remarks and press releases only [50:— retrieval error noted].

Estimates Context

Wall Street consensus via S&P Global (Capital IQ) for Q1 2024 EPS, revenue, and EBITDA was unavailable due to missing CIQ mapping for SHCR in the system. Values retrieved from S&P Global were not accessible for inclusion; comparisons to consensus cannot be provided at this time.*

Implication: In absence of consensus comparisons, investors should anchor on YoY and sequential trends plus disclosed operational drivers .

Key Takeaways for Investors

Sequential deterioration: revenue fell to $90.9M and adjusted EBITDA to $(2.7)M, vs $105.3M and $2.98M in Q4 2023 and $113.3M and $9.60M in Q3 2023; operating loss widened to $(36.6)M, reflecting lower-margin revenue mix and ongoing restructuring/legal costs .
Strategic review as catalyst: active bidder discussions with an indicated 30–45 day target (no assurance) could drive stock action depending on outcome and valuation versus fundamentals .
Government programs expansion: Medicaid navigation platform launch for ~750k members on July 1 offers an avenue for new growth and potentially more durable revenue streams .
Cost program impact: prior $30M annualized savings and continued tight cost controls helped “minimize” adjusted EBITDA impact despite revenue decline; watch for normalization of reorg/severance and non-recurring legal/vendor costs .
Visibility remains constrained: financial guidance remains suspended amid strategic review, which may limit estimate anchoring and raise near-term uncertainty .
Segment disclosure gap: Q1 press release omitted quantitative segment detail; investors should monitor future filings/calls for Provider/Enterprise/Life Sciences trajectory, particularly given Q3’s “record Provider revenue” remarks .
Legal overhang: continued non-operating legal costs cited in non-GAAP adjustments; outside press releases indicate class action filings in May–June 2024, underscoring headline risk though not company-issued disclosures .

Additional sources reviewed:

Q4 2023 press release and financial tables for sequential and annual context .
Q3 2023 press release and financial tables for trend and strategic themes .
External press release noting class action filing (May 6, 2024) .

Sharecare, Inc. (SHCR)·Q1 2024 Earnings Summary