Short-term Borrowings and Troubled Debt Restructuring: In March 2021, we entered into a $350.0 million revolving credit agreement with JPMorgan Chase Bank, N.A. and a syndicate of banks, which was set to mature on February 28, 2024.

On December 27, 2023, we entered into an agreement regarding our 2021 Credit Agreement with the Agent providing that upon closing of the sale of our California Medicare Advantage business, and payments of $274.6 million to the Agent and $24.1 million to the issuers of letters of credit outstanding under the 2021 Credit Agreement, all liabilities of the Company under the 2021 Credit Agreement would be terminated (other than those under the outstanding letters of credit that remained outstanding thereafter) (collectively, the “Termination”). These amounts were paid on January 2, 2024, and on that date the Termination occurred and we had no outstanding borrowings under the 2021 Credit Agreement.

For the three months ended March 31, 2024, upon occurrence of the Termination, we recognized a gain on troubled debt restructuring of $30.3 million. For the three months ended March 31, 2024, the gain on troubled debt restructuring resulted in a decrease of basic and diluted loss per share of $3.68. For the three months ended March 31, 2025, there was no gain on troubled debt restructuring.

See subsequent paragraph “Centrum Promissory Note and P-Units” for information describing the $1.0 million of current maturities of long-term borrowings included within short-term borrowings on the Condensed Consolidated Balance Sheets.

The balances of the Company's long-term borrowing arrangements, and their related details and components of supplemental cash flow information and non-cash operating and financing activity, consist of the following as of March 31, 2025 and December 31, 2024, and for the three months ended March 31, 2025 and March 31, 2024 (in thousands):


	March 31, 2025
					Unamortized
Credit Facilities	Term Principal		Accrued PIK Principal Additions		Debt Discounts(3)		Debt Issuance Costs(3)		Current Maturities
2023 Credit Agreement	$	96,400	$	20,838	$	(5,977)	$	—	$	—
Hercules Credit Agreement	30,000		532		(1,003)		(3,340)		—
Centrum Promissory Note	63,950		—		—		—		—
Centrum P-units	7,000		—		—		—		(1,000)
	197,350
Add:
Paid-in-kind interest			21,370
Less:
Unamortized debt discount - warrants					(6,980)
Unamortized debt issuance costs							(3,340)
Current maturities of long-term borrowings (2)									(1,000)
Total long-term borrowings									$	207,400


	Three Months Ended March 31, 2025
	Annual Interest				Amortization Expense
Credit Facilities	Nominal Rate		Effective Rate		Debt Discounts(1)		Debt Issuance Costs(1)		Cash Paid for Interest		Maturity Date
2023 Credit Agreement	15.0	%	16.6	%	$	190	$	—	$	—	08/2028
Hercules Credit Agreement	9.7	%	18.7	%	$	52	$	173	$	734	06/2028
Centrum Promissory Note	6.0	%	6.0	%	$	—	$	—	$	946	10/2028
Centrum P-Units	6.0	%	6.0	%	$	—	$	—	$	125	10/2028


	December 31, 2024
					Unamortized
Credit Facilities	Term Principal		Accrued PIK Principal Additions		Debt Discounts(3)		Debt Issuance Costs(3)		Current Maturities
2023 Credit Agreement	$	96,400	$	16,658	$	(6,168)	$	—	$	—
Hercules Credit Agreement	30,000		341		(1,055)		(3,512)		—
Centrum Promissory Note	63,950		—		—		—		—
Centrum P-Units	8,000		—		—		—		(2,000)
	198,350
Add:
Paid-in-kind interest			16,999
Less:
Unamortized debt discount - warrants					(7,223)
Unamortized debt issuance costs							(3,512)
Current maturities of long-term borrowings (2)									(2,000)
Total long-term borrowings									$	202,614


	Three Months Ended March 31, 2024
	Annual Interest				Amortization Expense
Credit Facilities	Nominal Rate		Effective Rate		Debt Discounts(1)		Debt Issuance Costs(1)		Cash Paid for Interest		Maturity Date
2021 Credit Agreement	5.0	%	10.1	%	$	—	$	—	$	999	01/2024
2023 Credit Agreement	15.0	%	15.0	%	$	—	$	—	$	2,588	08/2028

(3) The unamortized debt discounts and debt issuance costs are presented as a direct deduction from the carrying amount of the respective debt instrument on the balance sheet. These are amortized over the term of the respective credit agreements using the effective interest rate method.


	2023 Credit Agreement		Hercules Credit Agreement		Centrum Promissory Note		Centrum P-Units		Total
2025 (April-December)	$	—	$	—	$	—	$	1,000	$	1,000
2026	—		—		—		—		—
2027	—		—		—		—		—
2028	96,400		30,000		63,950		6,000		196,350
2029	—		—		—		—		—
2030	—		—		—		—		—
Thereafter	—		—		—		—		—
Total	96,400		30,000		63,950		7,000		197,350

2023 Credit Agreement: On August 4, 2023, the Company entered into a credit agreement (as amended, supplemented, restated or otherwise modified from time to time, the “2023 Credit Agreement”), among the Company, NEA 18 Venture Growth Equity, L.P. (“NEA”) and the lenders from time to time party thereto (together with NEA and each of their respective successors and assignors, the “Lenders”), to provide for a credit facility pursuant to which, among other things, the lenders provided $60.0 million delayed draw term loan commitments, which are nonconvertible and initially matured on December 31, 2025.

On October 2, 2023, the Company, NEA, as the existing lender (the “Existing Lender”), and California State Teachers’ Retirement System, as an incremental lender (“the New Lender”) entered into an amendment (“Incremental Amendment No. 1”) to the 2023 Credit Agreement to provide for a term loan commitment increase in an aggregate principal amount of $6.4 million by the New Lender under the 2023 Credit Agreement. Loans under Incremental Amendment No. 1 have the same terms as loans under the original term loan commitments provided by the Existing Lender.

On April 8, 2024, the Company and NEA 18 Venture Growth Equity, L.P., New Enterprise Associates 17, L.P., New Enterprise Associates 16, L.P. and New Enterprise Associates 15, L.P. (collectively, the “NEA Lenders”) entered into an amendment (“Incremental Amendment No. 2”) to the 2023 Credit Agreement to provide for a term loan commitment increase in an

On June 21, 2024, in conjunction with closing on the Hercules Credit Agreement, the Company entered into an amendment (“Amendment No. 3”) to the 2023 Credit Agreement to modify the maturity date of the 2023 Credit Agreement to be August 31, 2028, 91 days subsequent to the maturity of the Hercules Credit Agreement.

As we drew on the increased term loan commitment of the 2023 Credit Agreement, in conjunction with the execution of the 2024 NEA Warrantholders Agreement a warrant asset was established for all the warrants available to be issued at the fair value of the warrants on the close date of $6.8 million; upon issuing warrants the corresponding portion of the asset will be recorded as a discount on the term loan and amortized over the remaining term of the debt. The warrant asset is presented in prepaids and other current assets on the Consolidated Balance Sheets. With the issuance of warrants in conjunction with our draws on the 2023 Credit Agreement, the total $6.8 million balance of the warrant asset was recorded as a discount on debt and as of March 31, 2025 and December 31, 2024, there was no warrant asset related to the 2023 Credit Agreement.

We elected to satisfy interest payments through the issuance of additional debt with quarterly paid-in-kind (“PIK”) interest payments. As of March 31, 2025, there are no covenant violations or instances of default. The 2023 Credit Agreement does not have a lien against assets of the Company and its subsidiaries.

Hercules Credit Agreement: On June 21, 2024, the Company entered into a loan and security agreement (the “Hercules Credit Agreement”), among the Company, Hercules Capital, Inc. (“Hercules”) and the other parties thereto to provide for a credit facility pursuant to which, among other things, Hercules has provided up to four tranches of term loans in an aggregate principal amount of $150.0 million, which mature on June 1, 2028. The four tranches are as follows:

Tranche 2: up to $25,000,000 term loan was available from November 10 – December 31, 2024 subject to the following conditions: (i) the Company achieved the “Consolidation Condition” or the “2025 Stars Condition” (each as defined in the Hercules Credit Agreement), and (ii) the absence of a material adjustment to the expected payment amount of the “Consolidation and Adjustment Escrow Amount” after giving effect to the “CHP Enrollee Adjustment”, if any (each as defined in the Hercules Credit Agreement); in each case, as approved by Hercules in its reasonable discretion.

Tranche 3: up to $45,000,000 term loan, plus the undrawn Tranche 2 commitment, if any, that will be available from February 15 – September 15, 2025 subject to the following conditions: (i) the Company has satisfied in full the “CMS Settlement” and the “ACO REACH Deficit Obligation” (each as defined in the Hercules Credit Agreement), and (ii) after the draw down in full of the available “Tranche 3 Advances”, the loan parties maintain “Qualified Cash” (as defined in the Hercules Credit Agreement) in an amount greater than or equal to $22,500,000; in each case as approved by Hercules in its reasonable discretion.

Tranche 4: up to $50,000,000 term loan, plus the aggregate sum of the undrawn previous commitments, if any, that was available from June 21, 2024 and ending on June 1, 2027, upon further approval by Hercules’s investment committee.

As the debt was issued on the Hercules Credit Agreement, in conjunction with the concurrent warrantholders agreements entered into on the close date, a warrant asset was established for all the warrants available to be issued at the fair value of the warrants on the close date of $6.4 million; upon issuing warrants the corresponding portion of the asset will be recorded as a discount on the term loan and amortized over the remaining term of the debt. The warrant asset is presented in prepaids and other current assets on the Consolidated Balance Sheets. With the issuance of warrants in conjunction with our draw of the first tranche, $1.2 million of the warrant asset was recorded as a discount on debt. As of March 31, 2025 and December 31, 2024, the warrant asset related to the Hercules Credit Agreement was $5.3 million.

As of March 31, 2025, under the Hercules Credit Agreement we had $120.0 million of unused borrowing commitments bearing no charge. We elected to satisfy a portion of interest payments through the issuance of additional debt with monthly PIK interest payments bearing a cash interest rate of 2.5% per annum. As of March 31, 2025, there are no covenant violations or

Centrum Promissory Note and P-Units: On October 29, 2024, NeueHealth entered into an Agreement with RRD Healthcare, LLC (“RRD”) pursuant to which the Company purchased RRD’s remaining 25% equity interest in Centrum Medical Holdings, LLC (“Centrum”). In connection with the transaction, the Company issued a secured promissory note (“Centrum Promissory Note”) to RRD in a principal amount of $64.0 million bearing a cash interest rate of 6% per annum, payable monthly. It is due on October 29, 2028 and all or any portion may be prepaid at any time without penalty or premium. As part of the transaction, NeueHealth agreed to pay the former holders of the RRD profit-sharing awards (“P-Unit Awards”), on behalf of RRD, $2.0 million due in 2025, $1.0 million of current maturities remaining due after March 31, 2025, and another $6.0 million due in 2028 in return for the cancellation of the P-Unit Awards; see Note 8, Commitments and Contingencies for further information on the transaction and treatment of the P-unit Awards. The P-Unit Awards bear a cash interest rate of 6% per annum, starting on the transaction date, payable quarterly.

2023 Warrantholders Agreement: On August 4, 2023, we entered into a warrantholders agreement (the “NEA Warrantholders Agreement”) with NEA 18 Venture Growth Equity, L.P. and the lenders from time-to-time party thereto, setting forth the rights and obligations of the Company and the lenders as holders of the warrants to acquire shares of Common Stock at an exercise price of $0.01 per share, and providing for the issuance of warrants. We established a warrant liability of $25.1 million on this date, representing the 1.7 million warrants available to be issued under the NEA Warrantholders Agreement at a fair market value of $15.12 (closing share price on August 4th, 2023 minus the $0.01 exercise price); the warrant liability is reported on our Condensed Consolidated Balance Sheets. The warrants do not contain any exercise contingencies and expire on the fifth anniversary of the first closing date.

On October 2, 2023, we entered into a warrantholders agreement (the “CalSTRS Warrantholders Agreement” and together with the “NEA Warrantholders Agreement,” the “2023 Warrantholders Agreements”) with the New Lender, setting forth the rights and obligations of the Company and the lenders as holders of the warrants to acquire shares of Common Stock at an exercise price of $0.01 per share, and providing for the issuance of warrants. We increased the warrant liability by $1.0 million on this date, representing the 0.2 million warrants available to be issued under the CalSTRS Warrantholders Agreement at a fair market value of $5.80 (closing share price on October 2, 2023 minus the $0.01 exercise price). The warrants do not contain any exercise contingencies and expire on the fifth anniversary of the first closing date.

2024 NEA Warrantholders Agreement: On April 8, 2024, the Company and the NEA Lenders entered into a warrantholders agreement (“2024 NEA Warrantholders Agreement”) setting forth the rights and obligations of the Company and the NEA Lenders as holders of the warrants to acquire shares of Common Stock at an exercise price of $0.01 per share, and providing for the issuance of warrants. Warrants under the 2024 NEA Warrantholders Agreement have the same terms as warrants issued under the original Warrantholders Agreement executed on August 4, 2023. We established a warrant liability of $6.8 million on this date, representing the 1.1 million warrants available to be issued under the 2024 NEA Warrantholders Agreement at a fair market value of $6.14 (closing share price on April 8, 2024 minus the $0.01 exercise price); the warrant liability is reported on our Condensed Consolidated Balance Sheets. The warrants do not contain any exercise contingencies and expire five years from the date the initial warrants are issued under the 2024 NEA Warrantholders Agreement.

Hercules Warrantholders Agreements: On June 21, 2024, the Company entered into warrantholders agreements (the “Hercules Warrantholders Agreements”) with Hercules and the lenders from time-to-time party to the Hercules Credit Agreement, setting forth the rights and obligations of the Company and the lenders as holders of the warrants to acquire an aggregate of 1.3 million shares of Common Stock at an exercise price of $0.01 per share, and providing for the issuance of warrants. The warrants may be settled with cash or net settlement in shares at the determination of the warrantholders. We established a warrant liability of $6.4 million on this date, representing the 1.3 million warrants available to be issued under the Hercules Warrantholders Agreements at a fair market value of $5.14 (closing share price on June 21, 2024 minus the $0.01 exercise price); the warrant liability is reported on our Condensed Consolidated Balance Sheets. The warrants do not contain any exercise contingencies and expire on the seventh anniversary of the closing date.


	2025		2024
Balance at January 1,	$	29,738	$	13,971
Newly executed Warrantholders Agreement	—		—
Antidilutive issuances (1)	—		—
Change in fair value of outstanding warrants	(2,649)		(2,072)
Warrants issued and classified as equity instruments	—		—
Balance at March 31,	$	27,089	$	11,899

(1) The 2023 Warrantholders Agreement and 2024 NEA Warrantholders Agreement contain a Dilutive Issuance provision providing that the number of shares issuable under outstanding warrants be increased upon issuance by the Company of shares of common stock (or the issuance of securities convertible into, or exchangeable for, shares of common stock) for a market price lower than that of August 29, 2023, in the case of the 2023 Warrantholders Agreement, and April 30, 2024, in the case of the 2024 NEA Warrantholders Agreement. For the period ended December 31, 2024 the number of shares issuable under the warrants issued under the 2023 Warrantholders Agreement and 2024 NEA Warrantholders Agreement were increased by 41,158. The warrants were granted at a fair market value of $5.14 (closing share price on June 21, 2024 minus the $0.01 exercise price).

The Company classifies its warrant liability as Level 2 fair value because they are valued using observable, unadjusted quoted prices in active markets. See Note 14, Discontinued Operations for the full definition of Level 1, Level 2, and Level 3 fair values.