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I will now hand the conference over to Ashley Stockton. Please go ahead.

Good afternoon. Thank you for participating in today's conference call. My name is Ashley Stockton, Vice President, Investor Relations for Guardian Pharmacy Services. I'm joined on today's call by Fred Burke, President and Chief Executive Officer, and David Morris, Chief Financial Officer. After the close today, Guardian posted its financial results for the quarter ended March 31, 2026. A copy of the press release is available on the company's investor relations website. Please note that today's discussion will include certain forward-looking statements that reflect our current assumptions and expectations, including those related to our future financial performance and industry, and market conditions. Such forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that could cause actual results to differ materially from our expectations.

We encourage you to review the information in today's press release and quarterly report on Form 10-Q, as well as the specific risk factors and uncertainties discussed in our annual report on Form 10-K. We do not undertake any duty to update any forward-looking statements, which speak only as of the date they are made. On today's call, we will also use certain non-GAAP financial measures when discussing the company's financial performance and condition. You can find additional information on these non-GAAP measures and reconciliations to their most directly comparable GAAP financial measures in today's press release, which again is available on our investor relations website. Now, I will turn it over to Fred for commentary on the first quarter results.

Thank you, Ashley. Good afternoon, everyone. We appreciate your continued interest in Guardian as we report our first quarter results. Importantly, our first full quarter operating under the new IRA framework. I'm pleased to report that we delivered solid results. Before David walks through the financials, I'd like to take a few minutes to discuss our transition under the IRA as it has driven more change in our industry in a single quarter than we've seen in decades. Let me start with the revenue impact. Across the industry, pricing on IRA selected drugs for 2026 declined meaningfully. For our book of business, we experienced an approximately 60% decline in pricing across our branded drug mix that was impacted by the IRA. Despite this, we were able to deliver a 2% increase year-over-year in reported revenue.

Absent the government-mandated price declines, we would have grown revenues by low double digits. On gross profit, as we outlined previously, absent our mitigation efforts, the IRA would have represented approximately a $10 million headwind. Throughout the course of last year, we proactively took coordinated firm-wide actions, including direct negotiations with our payer partners to offset this impact. Those efforts were realized in the quarter, allowing us to deliver double-digit gross profit growth, reinforcing the effectiveness of our approach and giving us confidence in our forward momentum. Beyond pricing and reimbursement, the IRA introduced meaningful changes to the operational mechanics of how transactions are processed across the system, as well as the timing and synchronization of cash flows. For instance, post adjudication, all IRA branded drugs are now further processed through the Medicare Transaction Facilitator, an online platform established by CMS.

This has introduced additional steps into the transaction life cycle and led to a delay in the timing of certain payments. Data submission formats also varied across manufacturers, adding even more complexity to the end-to-end process. Our team navigated these changes very effectively. Lastly, the IRA created a one-time working capital reset as it altered how and when cash moves through the system, resulting in long-term care pharmacies temporarily carrying higher receivables with less offsetting payables as the system rebalanced. This was fully within our capacity to manage, given the strength of our balance sheet. We believe dynamics like these may prove far more challenging for smaller operators who lack the necessary systems and access to capital, further highlighting the advantage of scale in our model. Overall, as it pertains to the IRA, I can now say with confidence and clarity that the business performed in line with our expectations.

Pricing is flowing through as we forecasted. Reimbursement is tracking in line, and the new payment processes, while complex, are functional. We also maintained strong service levels, preserved customer relationships, and delivered on our financial objectives. Just as importantly, we demonstrated our ability to anticipate outcomes and execute on our strategy. Successfully forecasting this complicated and unprecedented environment speaks to the expertise of our teams and the strength of our data and analytics capabilities, which gives us greater confidence in how we manage and predict the business. Across the broader industry, there has been no legislative resolution to the unintended consequences of the IRA, and we expect continued pressure on our peers as they adjust. While there is still discussion around potential legislative relief, including a bipartisan bill proposing a dispensing fee to support long-term care pharmacies, we view the likelihood of any near-term action as uncertain at best.

Returning to our quarterly performance, results were driven by strong underlying fundamentals, including solid resident and script volume growth, with a portion attributable to items not reflective of the core operating run rate. Results included approximately $3 million of discrete benefits to our gross profit from favorable payer dynamics and a manufacturer inventory credit associated with the IRA. These flowed through at a full incremental margin to adjusted EBITDA. Consistent with our commentary last quarter, items such as these cannot be forecasted as recurring in our underlying quarterly run rate. Looking ahead, one area of uncertainty for both us and the broader market is fuel. Given the current geopolitical backdrop, there is potential for continued volatility. While fuel is not a dominant cost for us, it is meaningful and can represent a headwind of up to a few million dollars annually if prices remain elevated.

Additionally, as we continue to scale, we expect to invest further in our organizational infrastructure, particularly at the regional level, to build out our bench to support our growth. Hence, we continue to make targeted hires to support our expansion efforts. As such, labor costs are likely to trend modestly higher over the remainder of the year. While we are very pleased with our performance in the quarter, it remains early in the year, and our underlying outlook for the business remains unchanged. We believe it is appropriate to remain disciplined, particularly in light of potential fuel cost pressures and necessary investment in our leadership. That said, we're updating our full-year adjusted EBITDA guidance to include the $3 million benefit recognized in the quarter.

Our updated adjusted EBITDA guidance is $123 million-$127 million, up from $120 million-$124 million. Revenue guidance remains at $1.4 billion-$1.42 billion. Before I close, I want to briefly touch on the ongoing Omnicare process. With another entity now identified as a stalking horse bidder, there is increasing clarity around our potential path forward. While the process may continue to evolve, the current backdrop appears constructive for Guardian. From our perspective, periods like this can create some dislocation and opportunity, where the foundation we've built, consistent service, and financial stability matters even more. In summary, this quarter reflects the work we did throughout the last several years to proactively position the business for successful implementation under the IRA.

Our ability to navigate this transition underscores the strength of our platform and the advantages of scale, enabling us to effectively advocate for the value we deliver and ensure alignment with our partners, and we will continue to do so. Lastly, I want to recognize the work of our teams across the organization. I couldn't be more proud of the people driving this business forward every day at every level. With that, I'll turn it over to David to review the quarter.

Thank you, Fred, and good afternoon, everyone. I'll now walk through our first quarter results in more detail. The underlying drivers of our business continued to perform well during the quarter. Total residents increased 10% year-over-year to approximately 207,000 at the quarter end, with assisted living residents continuing to represent roughly 70% of our mix. Script volumes were also strong, increasing 10% year-over-year. Revenue for the quarter was $336.6 million, reflecting contributions from organic growth, acquisitions, and continued plan optimization efforts. Resident re-enrollment drove a modest mix shift toward more favorable payors. Reported revenue was up 2%. Absent the government-mandated price declines from the IRA, revenues would have been up low double digits year-over-year.

Gross profit was $76 million, up 19% year-over-year and up 14%, excluding the previously mentioned $3 million benefit. Reported gross margin was 22.7%. Excluding the $3 million benefit, gross margin was 22%. As we turn to SG&A, I wanted to highlight several items. This quarter includes a $3.2 million legal expense related to efforts that ensure appropriate reimbursement across our payor relationships. We actively advocate for fair payment for services we provide, which at times includes pursuing resolution through legal channels. Subsequent to quarter end, we reached a settlement related to this matter, resulting in an $8.5 million cash payment that will be recognized as other income in the second quarter and will not be included in our adjusted EBITDA.

SG&A also included legal and financing costs associated with our secondary offering, a little under $1 million. Stock-based compensation was $1.9 million in the quarter. As a reminder, we expect SBC to run at approximately $3 million per quarter for the remainder of the year. Adjusted EBITDA for the quarter was $29.8 million, representing 27% year-over-year growth and an 8.8% margin. Excluding the $3 million benefit, adjusted EBITDA grew 14% with an adjusted EBITDA margin of 8%. Acquisitions completed over the past 2 years are collectively contributing modest profitability in the quarter, but remaining well below our consolidated margin profile, dampening margins by approximately 80 basis points. The effective tax rate for the quarter was 26%, in line with our expectations, and adjusted EPS was $0.29 per share.

Turning to the balance sheet, cash ended the quarter at $65 million, essentially flat with year-end. Strong operating cash flow funded normal course business activities typically associated with the first quarter, including annual bonus payouts and higher private pay AR balances. We also absorbed the one-time working capital impact associated with the IRA transition. Approximately half of the working capital used in the quarter was attributable to the IRA. Importantly, this reflects a temporary timing shift rather than a structural change and does not impact the underlying cash generation of the business. We expect working capital and cash conversion to normalize over the balance of the year. With a strong cash balance and minimal debt, our capital allocation priorities remained unchanged and on track with acquisitions and greenfield investments at the forefront.

We're in active discussions with acquisition candidates we believe are a strong strategic fit and expect to continue our historical pace of acquisitions in 2026. Looking ahead, as Fred mentioned, our revenue guidance remains unchanged at $1.4 billion-$1.42 billion. We're updating our adjusted EBITDA guidance to reflect the pass-through of approximately $3 million of discrete benefits recognized in the quarter, bringing our updated range to $123 million-$127 million, compared to the prior range of $120 million-$124 million. We remain confident in our underlying growth drivers and our visibility into the impact of the IRA. As the year progresses and we gain additional visibility, we will continue to assess our outlook. Lastly, I want to acknowledge our non-dilutive secondary offering priced in the quarter.

The offering was for 6.9 million Class A shares, including the full exercise of the underwriter's over-allotment option, and was priced at $31 a share. This transaction enhanced the liquidity of our stock and broadened our investor base. It also fully utilized the capacity under our prior Form S-3. As normal course of business today, we filed a new shelf registration statement to maintain flexibility to undertake additional offerings in the future. At this time, we do not have any plans to utilize the shelf. In closing, we delivered a solid start to the year, successfully transitioned into the new framework under the IRA, and continued to execute against our long-term strategy. As always, I want to thank our teams across the organization for their continued execution and commitment, and to our investors for their continued support of Guardian. Operator, we'll now open the line for questions.

Thank you. We will now begin the question and answer session. If you would like to ask a question, please press star one to raise your hand. To withdraw your question, press star one again. We ask that you pick up your handset when asking a question to allow for optimum sound quality. If you are muted locally, please remember to unmute your device. Please stand by while we compile the Q&A roster. Your first question comes from the line of Brian Tanquilut with Jefferies. Please go ahead.

Hey, good afternoon, guys. Congrats on a solid quarter. Maybe, Fred, I'll start. You know, when I look at your balance sheet, and you obviously have a good bit of cash still on the balance sheet there. You know, you're generating pretty good free cash flow here. How do I think about capital allocation between M&A now and other priorities, you know, given how accretive these transactions are? How should we be thinking about the pipeline that's in front of you for, you know, deals both tuck-in and, you know, scaled?

Hey, Brian, thank you very much. Appreciate it. Good to have you on the call. Yes, we do have a strong balance sheet. Our plan is to continue steady as we go. As David mentioned, we have a very robust M&A pipeline. We intend to maintain the pace that you've seen recently, even in the balance of this year, and we will continue to evaluate other ideas and alternatives with respect to that cash.

Understood. Maybe, Fred, as I think about, you know, obviously, you guys beat on the revenue line here, so good revenue performance. When we think about the dynamics that we're seeing in senior housing, which underpins your business, obviously. For example, you know, the largest player has seen occupancy declines 3 straight months now, kind of bottoming out in April. Curious how, you know, what you're seeing in the market, and then how that's translating into or how you're translating that into this upside or relative strength versus what we're seeing occupancy-wise in terms of your revenue line.

Brian, as you know, Q1 is a generally for the industry, a challenge, and it can be exacerbated by weather, which we had a lot of in Q1. Yes, I think occupancy did not increase dramatically in Q1, but underlying drivers remain absolutely intact. I mean, we've got the silver tsunami occurring before our very eyes. We are very, very positive and constructive on continuing the organic growth that we've always forecasted.

Awesome, Fred. Thank you so much.

Thank you.

Your next question comes from the line of John Ransom with Raymond James. Please go ahead.

Hey, guys. I'm gonna dazzle you with some SEC math, David, buckle up, big fella. If I look at the quarter, you got the $3 million good guy, but then you also called out a $3 million legal fee. I assume that was included in adjusted EBITDA, the two of those things would have been a push. Is that right, or am I missing something? Did you add the $3 million of legal back to adjusted? I'm sorry. If you said that, I must have missed it.

Well, the $3.2 million in legal is added back.

Okay.

And the three million dollar-

Okay.

The $3 million good guy is included.

Okay. All right, well, thanks for clarifying that. Secondly, Fred, just kind of stepping back, I know you talked about some of the second-order impacts of the IRA on the competitive climate, but did this end up being a win, a tie, or a loss in terms of your relationship with your PBMs? Yeah, I know I ask this all the time, but are we having the least starting conversations around getting paid, you know, for some of the good value-based care work that you do, you know, with interdicting script problems? Did any of those conversations come? Are they in development, or is it still, as far as the eye can see, a dispensing fee and a reimbursement-driven model?

John, I would characterize the discussions that we had with our payers as very, very positive and constructive. As it turned out, the IRA offered an opportunity for us to have very open and frank conversations that led to deeper understanding of the value add that we're bringing and also an ability to start talking about the very things that you ask about. While in general, the reimbursement at the moment continues in the old model, we do have several things underway with respect to value-based reimbursement. I'm very pleased and optimistic that as we move forward, we'll have more and more of that.

Thanks. Just one other one. I know you've mentioned, and we've tried to triangulate some work here, as you know. I know you've mentioned that one of the changes is, you know, the migration of profit under the new arrangements is closer to your 90/10 split between generics or 90 to 8 split between generics and branded. Are there any, you know, just having the volumes and the gross profits more aligned, how do we think about that in terms of de-risking the business model and aligning your efforts to support, you know, relatively low-cost scripts?

Well, you've honed in on 1 of the objectives, I'll call it ancillary objectives, that we had in this process. It's something we've been working on now for years, and it came to fruition in this round, whereby we would like to see the margin align more closely with the activity, i.e., the 90/10 that you mentioned. It's actually 90 to 8 for us. We think that's important because the point you made, it does mitigate risk associated with future initiatives to lower branded price, such as MFP and of course the most, MFN as well. More importantly, it makes it a lot more straightforward to run a business when you align margin with activity and costs.

Right

Pleased, with the progress we're making on that.

Well, thanks so much. I'll leave it there. Thanks.

Thanks, John.

Your next question comes from the line of Allen Lutz with Bank of America. Please go ahead.

Good afternoon, and thanks for taking the questions. For either Fred or David, you know, it's great to see the strong performance in the quarter despite all the IRA headwinds that you talked about, Fred. You know, as we think about the competitive landscape and some of the smaller players that weren't able to go back to the PBMs and renegotiate the way that you were, I'm curious, I know it's very early, we're talking about 4 or 5 months since some of these IRA changes have gone in. Have any of the conversations you're having with prospects changed? Has there been more of an urgency from some of these, you know, competitors that might be looking to be acquired? I'm curious if any of that has changed at this point.

If it hasn't yet, would love to get a sense of your expectations on how this evolves over the rest of the year. Thanks.

Hey, Allen, it's David, and welcome. It's great to have you on here. You know, our pipeline, as Fred and I mentioned, continues to remain robust. I think it's early into the IRA process and obviously there are legislative activities that are going on, have been going on and, you know, we're advocating for the industry at large. I would say no dramatic shift, and it's sort of early. We're 1 quarter into the IRA implications and, you know, the pharmacies that may not have some of the analytic capabilities that we have are probably still analyzing the results and impact on their business. We'll continue to monitor this as we go through, you know, this year.

Great. Then you raised EBITDA by $3 million. I think you called out that that is really a reflection of the discrete benefits that you received in the quarter. Fred, you talked a little bit about some of the risks from higher fuel costs and some more employee costs. As we think about what's embedded in the current EBITDA guide, is it fair to assume that those assumptions are contemplated in the guide or is it something that if we get to the back half of the year and fuel costs remain high, that's something that could be a headwind? Just trying to get a sense of as we think about this updated guidance, what's included, what's not included. Thank you.

I think we can represent that our guidance includes our, what we believe will be our ability to overcome the fuel headwind. We'll have to be watching that carefully as we go. We feel very comfortable with our guidance.

Great. Thank you.

Your next question comes from the line of Grayson McAllister with Truist. Please go ahead.

Hey, guys, this is Grayson on for Dave. I just wanted to follow up on the conversation around branded versus generic, you know, with, you know, to Ransom's question. When we think about, you know, your efforts in the back half of 2025 to help, you know, get over some of the IRA impact and tie more of your economics to generics versus branded, can you just give us a sense of kind of where you are on that front and how much more runway you think there is for that to help offset the IRA impact through the rest of 2026?

Grayson, it's a great question. We're partially the way there. We have more work to do, but we're currently involved in doing exactly that with other of our payor partners.

Okay. All right, then just following up on kind of the M&A pipeline. When we think about, you know, the pipeline, could you just give, like, a, maybe a ballpark percentage of, you know, the, what % of the pipeline is driven by health partners in certain markets that might be asking for your capabilities or asking you to expand into that market? Just to kind of follow on there, would it be safe to assume that that has moved higher over the last year or two as the value prop has really kind of played out?

Grayson, obviously our national accounts and their footprint and where they are asking for Guardian services plays a key role in our M&A activity and targeting markets. You know, that's what's driven, in large part, you know, our focus the last couple of years, and will continue to do so. We line that up with our, you know, pipeline of like-minded partners and, you know, target that and move from there. That continues, there, you know, as we say, we've got 13 or 14% of the U.S. health market, so there continues to be a very large opportunity for us to continue to grow the business like we have historically.

Got it. Thanks, guys.

Your next question comes from the line of Raj Kumar with Stephens. Please go ahead.

Hey, good afternoon. Maybe just kind of one on guidance and kind of, appreciate the commentary on the, kind of the M&A related drag. As we kind of think about that cohort, maybe, can you talk about what's embedded into guidance in terms of that EBITDA drag kind of being consistent throughout the year or kinda any expectation of that kind of improving as those operations continue to ramp?

Hey, Raj, it's David. Good to have you on the call. Keep in mind that this quarter, it's dampening our EBITDA margins by about 80 basis points. As the existing businesses and cohorts improve, we're gonna be making additional investments and expanding continuously. While the existing platform's getting better, we're bringing on new operators who will depress. Whether it's 80 basis points, 90, 70, we see that trending, you know, on into 2026 and 2027, sort of a similar rate.

Got it. As I kind of think about the organic growth and, you know, seeing the kind of opportunity ahead, I guess any call-outs from a quarter perspective in terms of, you know, new senior housing facilities additions or kind of, operational expansion in terms of, growing the capacity at existing facilities? Just maybe kind of any color on that as, you know, some of these mature operations might kind of be really, reaching a kind of a threshold for operational expansion.

I think it's steady as we go. Continuing the initiatives that we've spoke about previously, continue to bear fruit and we'll continue to do that. There's, as David said, a lot of opportunity. We might be the leader in assisted living but, gee whiz, at 14% market share, there's a lot of opportunity out there for us.

Great. Thank you two