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As of the date of this Quarterly Report on Form 10-Q, there have been no material changes to the risk factors disclosed in the 2025 Form 10-K, other than as described below.
−Removed: Additional impairments of the carrying value of our goodwill or other intangible assets could adversely affect our financial condition and results of operations.
−Removed: Our goodwill and other intangible assets represent a significant portion of our total assets.
−Removed: We test our goodwill and our indefinite-lived intangible assets for impairment annually and whenever events or changes in circumstances indicate that it is more likely than not that the goodwill or other intangible assets will be impaired.
−Removed: A significant amount of judgment is involved in determining if an indication of impairment exists.
−Removed: Factors indicating impairment of goodwill or other intangible assets may include, among others:
−Removed: (i) severe adverse industry or economic trends;
−Removed: (ii) significant company-specific actions, including exiting an activity in conjunction with restructuring of operations;
−Removed: (iii) current, historical or projected deterioration of the Company’s financial performance;
−Removed: or (iv) a sustained decrease in the Company’s market capitalization, as indicated by its publicly quoted share price, below its net carrying value.
−Removed: There are inherent uncertainties in management’s estimates, judgments, and assumptions used in the impairment evaluation process.
−Removed: To the extent that business conditions deteriorate or there are any material changes in key assumptions and estimates, it may be necessary to record additional impairment charges in the future which could have a material adverse effect on our financial condition and results of operations.
−Removed: For example, during the third quarter of 2025, we noted a sustained reduction of revenue and forecasts in connection with our Mobile Health Services operating segment, and performed an interim impairment test of our goodwill as well as our customer relationships in Rapid Temps and trade credits, both of which are finite-lived intangible assets within the Mobile Health Services operating segment.
−Removed: This resulted in a non-cash goodwill impairment charge of $8,718,398 and a total non-cash finite-lived intangible asset impairment charge of $8,020,343 for the three months ended September 30, 2025.
−Removed: For further information on our evaluation of impairment of our goodwill, please read the discussion in Note 2, “Summary of Significant Accounting Policies” to our unaudited Condensed Consolidated Financial Statements.
+Added: DocGo’s labor costs are significant and any inability to control those costs could adversely affect its business.
+Added: Labor expenses (which includes both directly employed personnel as well as subcontracted labor) are DocGo’s largest cost, representing approximately 77%, 68% and 73% of its 2025, 2024 and 2023 revenues, respectively.
+Added: DocGo competes with other healthcare providers in a highly competitive labor market to attract healthcare professionals, including EMTs, paramedics and nurses, to support its operations.
+Added: In some markets in which DocGo operates, the lack of availability of clinical personnel has become a significant operating issue that all healthcare providers face.
+Added: This labor shortage has required, and could continue in the future to require, DocGo to increase wages and benefits to recruit and retain qualified personnel or to identify and contract with more expensive temporary personnel.
+Added: DocGo also depends on the available labor pool of technology-skilled workers in certain of the markets in which it operates.
+Added: If DocGo’s labor costs increase, it may be unable to raise rates to offset these increased costs.
+Added: In particular, because a significant percentage of DocGo’s revenue consists of fixed, prospective payments, its ability to pass along increased labor costs is limited.
+Added: If labor costs rise at an annual rate greater than its revenues, DocGo’s results of operations and cash flows will likely be adversely affected.
+Added: In addition, a small portion of DocGo’s U.S.
+Added: employees have recently voted to unionize, and additional union activity may occur within DocGo’s workforce in the future, which could contribute to increased labor costs.
+Added: Certain proposed changes in federal labor laws and the National Labor Relations Board’s modification of its election procedures could also increase the likelihood of employee unionization attempts.
+Added: To the extent a significant portion of its employee base unionizes, it is possible DocGo’s labor costs could increase materially.
+Added: DocGo’s failure to recruit and retain qualified healthcare professionals, or to control labor costs, could have a material adverse effect on DocGo’s business, financial condition and results of operations.
Unregistered Sales of Equity Securities and Use of Proceeds
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