CVS HEALTH CORPORATION REPORTS FIRST QUARTER 2024 RESULTS AND REVISES FULL-YEAR 2024 GUIDANCE

First Quarter Highlights

    --  Total revenues increased to $88.4 billion, up 3.7% compared to prior
        year
    --  GAAP diluted EPS of $0.88 and Adjusted EPS of $1.31
    --  Generated cash flow from operations of $4.9 billion

2024 Full-Year Guidance

    --  Revised GAAP diluted EPS guidance to at least $5.64 from at least $7.06
    --  Revised Adjusted EPS guidance to at least $7.00 from at least $8.30
    --  Revised cash flow from operations guidance to at least $10.5 billion
        from at least $12.0 billion

CEO Commentary
"The current environment does not diminish our opportunities, enthusiasm, or the long-term earnings power of our company. We are confident we have a pathway to address our near-term Medicare Advantage challenges. We remain committed to our strategy and believe that we have the right assets in place to deliver value to our customers, members, patients, and shareholders." -Karen S. Lynch, CVS Health President and CEO

WOONSOCKET, R.I., May 1, 2024 /PRNewswire/ -- CVS Health Corporation (NYSE: CVS) today announced operating results for the three months ended March 31, 2024.



       
              Financial Results Summary


                                                                                       
         
           Three Months Ended

                                                                                           
       
              March 31,


                                             In millions, except per share amounts    2024          2023                 Change

    ---


       Total revenues                                                             $88,437       $85,278                 $3,159



       Operating income                                                             2,271         3,446                (1,175)



       Adjusted operating income (1)                                                2,957         4,370                (1,413)



       Diluted earnings per share                                                   $0.88         $1.65                $(0.77)



       Adjusted EPS (2)                                                             $1.31         $2.20                $(0.89)

First quarter revenues of $88.4 billion increased by 3.7% compared to the prior year, reflecting strong growth in the Health Care Benefits and Pharmacy & Consumer Wellness segments, partially offset by a decline in our Health Services segment.

First quarter GAAP diluted EPS of $0.88 decreased from $1.65 in the prior year and Adjusted EPS of $1.31 decreased from $2.20 in the prior year, primarily due to a decline in the Health Care Benefits segment's operating results, reflecting utilization pressure in the Company's Medicare business.

Recognizing the potential for continued elevated medical cost trends in the remainder of 2024, the Company revised its full-year 2024 GAAP diluted EPS, Adjusted EPS and cash flow from operations guidance to reflect the assumption that the majority of this pressure will persist throughout 2024.

The Company presents both GAAP and non-GAAP financial measures in this press release to assist in the comparison of the Company's past financial performance with its current financial performance. See "Non-GAAP Financial Information" beginning on page 11 and endnotes beginning on page 22 for explanations of non-GAAP financial measures presented in this press release. See pages 13 through 14 and page 21 for reconciliations of each non-GAAP financial measure used in this release to the most directly comparable GAAP financial measure.



       
                Consolidated first quarter results


                                                                                                           Three Months Ended

                                                                                                                March 31,


                                                     In millions, except per share amounts    2024    2023                     Change

    ---


       Total revenues                                                                     $88,437 $85,278                     $3,159



       Operating income                                                                     2,271   3,446                    (1,175)



       Adjusted operating income (1)                                                        2,957   4,370                    (1,413)



       Net income                                                                           1,124   2,142                    (1,018)



       Diluted earnings per share                                                           $0.88   $1.65                    $(0.77)



       Adjusted EPS (2)                                                                     $1.31   $2.20                    $(0.89)

For the three months ended March 31, 2024 compared to the prior year:

    --  Total revenues increased 3.7% primarily driven by growth in the Health
        Care Benefits and Pharmacy & Consumer Wellness segments, partially
        offset by a decline in the Health Services segment.
    --  Operating income decreased 34.1% primarily due to the decrease in
        adjusted operating income described below, partially offset by the
        absence of a $349 million loss on assets held for sale related to the
        write-down of the Company's Omnicare(®) long-term care business ("LTC
        business") recorded in the prior year.
    --  Adjusted operating income decreased 32.3% primarily driven by declines
        in the Health Care Benefits and Health Services segments, partially
        offset by an increase in the Pharmacy & Consumer Wellness segment. See
        pages 3 through 5 for additional discussion of the adjusted operating
        income performance of the Company's segments.
    --  Interest expense increased $127 million, or 21.6%, due to higher debt in
        the three months ended March 31, 2024, primarily driven by long-term
        debt issued in February and June of 2023 to fund the Company's
        acquisitions of Signify Health, Inc. ("Signify Health") and Oak Street
        Health, Inc. ("Oak Street Health").
    --  The effective income tax rate increased to 28.9% compared to 25.6%
        primarily due to the impact of certain discrete tax items and their
        proportion to lower pre-tax income recorded during the three months
        ended March 31, 2024.

Health Care Benefits segment

The Health Care Benefits segment offers a full range of insured and self-insured ("ASC") medical, pharmacy, dental and behavioral health products and services. The segment results for the three months ended March 31, 2024 and 2023 were as follows:


                                                                                            Three Months Ended

                                                                                  
       
              March 31,


                                          In millions, except percentages    2024      2023                     Change

    ---


       Total revenues                                                    $32,236   $25,877                     $6,359



       Adjusted operating income (1)                                         732     1,824                    (1,092)



       Medical benefit ratio ("MBR") (3)                                  90.4 %   84.6 %                     5.8 %



       Medical membership (4)                                               26.8      25.5                        1.3

    --  Total revenues increased 24.6% for the three months ended March 31, 2024
        compared to the prior year driven by growth in the Medicare and
        Commercial product lines.
    --  Adjusted operating income decreased 59.9% for the three months ended
        March 31, 2024 compared to the prior year primarily driven by increased
        Medicare utilization, the unfavorable impact of the previously disclosed
        decline in the Company's 2024 Medicare Advantage star ratings, as well
        as an unfavorable year-over-year impact of prior-year development. These
        decreases were partially offset by increased volume due to growth in the
        Medicare and Commercial product lines, an increase in net investment
        income and improved fixed cost leverage across the business due to
        membership growth.
    --  The MBR increased to 90.4% in the three months ended March 31, 2024
        compared to 84.6% in the prior year driven by increased Medicare
        utilization, the unfavorable impact of the Company's 2024 Medicare
        Advantage star ratings, the unfavorable year-over-year impact of
        prior-year development, as well as the impact of an additional day in
        2024 due to the leap year.
    --  Medical membership as of March 31, 2024 of 26.8 million increased 1.1
        million members compared with December 31, 2023, reflecting increases in
        the Medicare and Commercial product lines, including an increase of
        493,000 members related to the individual exchange business within the
        Commercial product line. These increases were partially offset by a
        decline in the Medicaid product line.
    --  Prior years' health care costs payable estimates developed favorably by
        $473 million during the three months ended March 31, 2024. This
        development is reported on a basis consistent with the prior years'
        development reported in the health care costs payable table in the
        Company's annual audited financial statements and does not directly
        correspond to an increase in 2024 operating results.
    --  Days claims payable were 44.5 days as of March 31, 2024, a decrease of
        1.4 days compared to December 31, 2023. The decrease was primarily
        driven by the impact of membership growth, higher pharmacy trends, as
        well as the number of days in each quarter.

See the supplemental information on page 16 for additional information regarding the performance of the Health Care Benefits segment.

Health Services segment

The Health Services segment provides a full range of pharmacy benefit management ("PBM") solutions, delivers health care services in its medical clinics, virtually, and in the home, and offers provider enablement solutions. The segment results for the three months ended March 31, 2024 and 2023 were as follows:


                                                                      Three Months Ended

                                                                           March 31,


                                          In millions    2024    2023                      Change

    ---


       Total revenues                                $40,285 $44,591                    $(4,306)



       Adjusted operating income (1)                   1,363   1,680                       (317)



       Pharmacy claims processed (5) (6)               462.9   587.3                     (124.4)
    --  Total revenues decreased 9.7% for the three months ended March 31, 2024
        compared to the prior year primarily driven by the previously announced
        loss of a large client during the three months ended March 31, 2024 and
        continued pharmacy client price improvements. These decreases were
        partially offset by pharmacy drug mix, growth in specialty pharmacy and
        the acquisitions of Oak Street Health and Signify Health.
    --  Adjusted operating income decreased 18.9% for the three months ended
        March 31, 2024 compared to the prior year primarily driven by continued
        pharmacy client price improvements, lower contributions from 340B, the
        previously announced loss of a large client during the three months
        ended March 31, 2024 and the inclusion of the Oak Street Health
        operating results in the three months ended March 31, 2024. These
        decreases were partially offset by improved purchasing economics,
        including increased contributions from the products and services of the
        Company's group purchasing organization, as well as contributions from
        Signify Health in the three months ended March 31, 2024.
    --  Pharmacy claims processed decreased 21.2% on a 30-day equivalent basis
        for the three months ended March 31, 2024 compared to the prior year,
        reflecting the previously announced loss of a large client during the
        three months ended March 31, 2024.

See the supplemental information on page 17 for additional information regarding the performance of the Health Services segment.

Pharmacy & Consumer Wellness segment

The Pharmacy & Consumer Wellness segment dispenses prescriptions in its retail pharmacies and through its infusion operations, provides ancillary pharmacy services including pharmacy patient care programs, diagnostic testing and vaccination administration, and sells a wide assortment of health and wellness products and general merchandise. The segment also provides pharmacy services to long-term care facilities and pharmacy fulfillment services to support the Health Services segment's specialty and mail order pharmacy offerings. The segment results for the three months ended March 31, 2024 and 2023 were as follows:


                                                                  Three Months Ended

                                                                       March 31,


                                      In millions    2024    2023                    Change

    ---


       Total revenues                            $28,725 $27,922                      $803



       Adjusted operating income (1)               1,177   1,134                        43



       Prescriptions filled (5) (6)                417.6   404.8                      12.8
    --  Total revenues increased 2.9% for the three months ended March 31, 2024
        compared to the prior year primarily driven by increased prescription
        volume, including increased contributions from vaccinations, as well as
        pharmacy drug mix. These increases were partially offset by the impact
        of recent generic introductions, continued pharmacy reimbursement
        pressure and decreased front store volume, reflecting the impact of a
        decrease in store count and lower contributions from coronavirus disease
        2019 ("COVID-19") over-the-counter test kits.
    --  Adjusted operating income increased 3.8% for the three months ended
        March 31, 2024, compared to the prior year primarily driven by increased
        prescription volume, including increased contributions from
        vaccinations, improved drug purchasing and decreased operating expenses,
        including the favorable impact of the decrease in store count, during
        the three months ended March 31, 2024. These increases were partially
        offset by continued pharmacy reimbursement pressure.
    --  Prescriptions filled increased 3.2% on a 30-day equivalent basis for the
        three months ended March 31, 2024 compared to the prior year primarily
        driven by increased utilization.

See the supplemental information on page 18 for additional information regarding the performance of the Pharmacy & Consumer Wellness segment.

2024 Full-year guidance

The Company revised its full-year 2024 GAAP diluted EPS guidance to at least $5.64 from at least $7.06 and its full-year 2024 Adjusted EPS guidance to at least $7.00 from at least $8.30. The Company also revised its full-year 2024 cash flow from operations guidance to at least $10.5 billion from at least $12.0 billion.

The Company's guidance revision reflects the assumption that the majority of utilization pressure observed in the Health Care Benefits segment during the first quarter will persist throughout 2024. Additional details of the guidance revision can be found in the Q1 2024 Earnings Presentation that can be found on the Investor Relations section of the CVS Health website at http://investors.cvshealth.com.

The adjustments between full-year 2024 GAAP diluted EPS and Adjusted EPS include amortization of intangible assets, net realized capital losses, acquisition-related integration costs, opioid litigation charges and the corresponding income tax benefit or expense related to the items excluded from adjusted income attributable to CVS Health.

Teleconference and webcast

The Company will be holding a conference call today for investors at 8:00 a.m. (Eastern Time) to discuss its first quarter results. An audio webcast of the call will be broadcast simultaneously for all interested parties through the Investor Relations section of the CVS Health website at http://investors.cvshealth.com. This webcast will be archived and available on the website for a one-year period following the conference call.

About CVS Health

CVS Health is the leading health solutions company, delivering care like no one else can. We reach more people and improve the health of communities across America through our local presence, digital channels and over 300,000 dedicated colleagues - including more than 40,000 physicians, pharmacists, nurses and nurse practitioners. Wherever and whenever people need us, we help them with their health - whether that's managing chronic diseases, staying compliant with their medications or accessing affordable health and wellness services in the most convenient ways. We help people navigate the health care system - and their personal health care - by improving access, lowering costs and being a trusted partner for every meaningful moment of health. And we do it all with heart, each and every day. Follow @CVSHealth on social media.

Cautionary statement concerning forward-looking statements

The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by or on behalf of CVS Health Corporation. Statements in this press release that are forward-looking include, but are not limited to, the information under the headings "2024 Full-Year Guidance", "CEO Commentary" and "Financial Results Summary" and the information included in the reconciliations and endnotes. By their nature, all forward-looking statements are not guarantees of future performance or results and are subject to risks and uncertainties that are difficult to predict and/or quantify. Actual results may differ materially from those contemplated by the forward-looking statements due to the risks and uncertainties described in our Securities and Exchange Commission ("SEC") filings, including those set forth in the Risk Factors section and under the heading "Cautionary Statement Concerning Forward-Looking Statements" in our most recently filed Annual Report on Form 10-K, our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024 and our Current Reports on Form 8-K.

You are cautioned not to place undue reliance on CVS Health's forward-looking statements. CVS Health's forward-looking statements are and will be based upon management's then-current views and assumptions regarding future events and operating performance, and are applicable only as of the dates of such statements. CVS Health does not assume any duty to update or revise forward-looking statements, whether as a result of new information, future events, uncertainties or otherwise.

- Tables Follow -


                                  
              
                CVS HEALTH CORPORATION
                           
                Condensed Consolidated Statements of Operations
                                             
                (Unaudited)




                                                                                                    Three Months Ended

                                                                                                    March 31,


                                                     In millions, except per share amounts    2024    2023

    ---


       Revenues:



       Products                                                                           $53,724 $58,147



       Premiums                                                                            30,391  24,352



       Services                                                                             3,868   2,445



       Net investment income                                                                  454     334



       Total revenues                                                                      88,437  85,278



       Operating costs:



       Cost of products sold                                                               48,073  51,455



       Health care costs                                                                   27,803  20,448



       Loss on assets held for sale                                                                  349



       Operating expenses                                                                  10,290   9,580



       Total operating costs                                                               86,166  81,832



       Operating income                                                                     2,271   3,446



       Interest expense                                                                       716     589



       Other income                                                                          (25)   (22)



       Income before income tax provision                                                   1,580   2,879



       Income tax provision                                                                   456     737



       Net income                                                                           1,124   2,142



       Net income attributable to noncontrolling interests                                   (11)    (6)



       Net income attributable to CVS Health                                               $1,113  $2,136





       Net income per share attributable to CVS Health:



       Basic                                                                                $0.88   $1.66



       Diluted                                                                              $0.88   $1.65



       Weighted average shares outstanding:



       Basic                                                                                1,260   1,283



       Diluted                                                                              1,267   1,291



       Dividends declared per share                                                        $0.665  $0.605


                                     
              
                CVS HEALTH CORPORATION
                                   
                Condensed Consolidated Balance Sheets
                                                
                (Unaudited)





       
                
                  
                    In millions                      March 31, December 31,
                                                                                           2024          2023

    ---


       Assets:



       Cash and cash equivalents                                                        $9,801        $8,196



       Investments                                                                       3,288         3,259



       Accounts receivable, net                                                         32,217        35,227



       Inventories                                                                      16,346        18,025



       Other current assets                                                              5,821         3,151



       Total current assets                                                             67,473        67,858



       Long-term investments                                                            24,074        23,019



       Property and equipment, net                                                      13,037        13,183



       Operating lease right-of-use assets                                              17,045        17,252



       Goodwill                                                                         91,272        91,272



       Intangible assets, net                                                           28,770        29,234



       Separate accounts assets                                                          3,271         3,250



       Other assets                                                                      4,801         4,660



       Total assets                                                                   $249,743      $249,728





       Liabilities:



       Accounts payable                                                                $13,717       $14,897



       Pharmacy claims and discounts payable                                            22,289        22,874



       Health care costs payable                                                        14,368        12,049



       Policyholders' funds                                                              1,081         1,326



       Accrued expenses                                                                 22,350        22,189



       Other insurance liabilities                                                       1,158         1,141



       Current portion of operating lease liabilities                                    1,906         1,741



       Short-term debt                                                                   2,719           200



       Current portion of long-term debt                                                 3,731         2,772



       Total current liabilities                                                        83,319        79,189



       Long-term operating lease liabilities                                            15,742        16,034



       Long-term debt                                                                   57,694        58,638



       Deferred income taxes                                                             4,184         4,311



       Separate accounts liabilities                                                     3,271         3,250



       Other long-term insurance liabilities                                             5,178         5,459



       Other long-term liabilities                                                       6,205         6,211



       Total liabilities                                                               175,593       173,092





       Shareholders' equity:



       Preferred stock                                                                       -



       Common stock and capital surplus                                                 49,209        48,992



       Treasury stock                                                                 (36,773)     (33,838)



       Retained earnings                                                                61,873        61,604



       Accumulated other comprehensive loss                                              (341)        (297)



       Total CVS Health shareholders' equity                                            73,968        76,461



       Noncontrolling interests                                                            182           175



       Total shareholders' equity                                                       74,150        76,636



       Total liabilities and shareholders' equity                                     $249,743      $249,728


                                                              
              
                CVS HEALTH CORPORATION
                                                       
                Condensed Consolidated Statements of Cash Flows
                                                                         
                (Unaudited)




                                                                                                                                Three Months Ended

                                                                                                                                March 31,



       
                
                  
                    In millions                                                        2024      2023

    ---


       Cash flows from operating activities:



       Cash receipts from customers                                                                                 $84,997   $87,798



       Cash paid for inventory, prescriptions dispensed and health services rendered                               (44,824) (50,223)



       Insurance benefits paid                                                                                     (24,894) (19,757)



       Cash paid to other suppliers and employees                                                                   (9,677)  (9,958)



       Interest and investment income received                                                                          407       426



       Interest paid                                                                                                (1,043)    (773)



       Income taxes paid                                                                                               (63)     (75)



       Net cash provided by operating activities                                                                      4,903     7,438





       Cash flows from investing activities:



       Proceeds from sales and maturities of investments                                                              2,153     1,891



       Purchases of investments                                                                                     (3,545)  (2,358)



       Purchases of property and equipment                                                                            (705)    (984)



       Acquisitions (net of cash and restricted cash acquired)                                                         (25)  (7,094)



       Other                                                                                                             28        31



       Net cash used in investing activities                                                                        (2,094)  (8,514)





       Cash flows from financing activities:



       Commercial paper borrowings (repayments), net                                                                  2,519



       Proceeds from issuance of long-term debt                                                                           -    5,951



       Repayments of long-term debt                                                                                    (18)    (362)



       Repurchase of common stock                                                                                   (3,027)  (2,018)



       Dividends paid                                                                                                 (840)    (779)



       Proceeds from exercise of stock options                                                                          203        96



       Payments for taxes related to net share settlement of equity awards                                             (31)     (34)



       Other                                                                                                           (33)    (128)



       Net cash provided by (used in) financing activities                                                          (1,227)    2,726



       Net increase in cash, cash equivalents and restricted cash                                                     1,582     1,650



       Cash, cash equivalents and restricted cash at the beginning of the period                                      8,525    13,305



       Cash, cash equivalents and restricted cash at the end of the period                                          $10,107   $14,955


                                                                         
              
                CVS HEALTH CORPORATION
                                                                  
                Condensed Consolidated Statements of Cash Flows
                                                                                    
                (Unaudited)




                                                                                                                                         Three Months Ended

                                                                                                                                         March 31,



       
                
                  
                    In millions                                                                  2024     2023

    ---


       Reconciliation of net income to net cash provided by operating activities:



       Net income                                                                                                              $1,124   $2,142



       Adjustments required to reconcile net income to net cash provided by operating activities:



       Depreciation and amortization                                                                                            1,138    1,001



       Stock-based compensation                                                                                                   137      103



       Deferred income taxes and other noncash items                                                                            (217)     155



       Change in operating assets and liabilities, net of effects from acquisitions:



       Accounts receivable, net                                                                                                 3,008    (751)



       Inventories                                                                                                              1,660      828



       Other assets                                                                                                           (2,836) (1,255)



       Accounts payable and pharmacy claims and discounts payable                                                             (1,410) (1,203)



       Health care costs payable and other insurance liabilities                                                                2,253    4,382



       Other liabilities                                                                                                           46    2,036



       Net cash provided by operating activities                                                                               $4,903   $7,438

Non-GAAP Financial Information

The Company uses non-GAAP financial measures to analyze underlying business performance and trends. The Company believes that providing these non-GAAP financial measures enhances the Company's and investors' ability to compare the Company's past financial performance with its current performance. These non-GAAP financial measures are provided as supplemental information to the financial measures presented in this press release that are calculated and presented in accordance with GAAP. Non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures determined or calculated in accordance with GAAP. The Company's definitions of its non-GAAP financial measures may not be comparable to similarly titled measures reported by other companies.

Non-GAAP financial measures such as consolidated adjusted operating income, adjusted earnings per share ("EPS") and adjusted income attributable to CVS Health exclude from the relevant GAAP metrics, as applicable: amortization of intangible assets, net realized capital gains or losses and other items, if any, that neither relate to the ordinary course of the Company's business nor reflect the Company's underlying business performance.

For the periods covered in this press release, the following items are excluded from the non-GAAP financial measures described above, as applicable, because the Company believes they neither relate to the ordinary course of the Company's business nor reflect the Company's underlying business performance:

    --  The Company's acquisition activities have resulted in the recognition of
        intangible assets as required under the acquisition method of accounting
        which consist primarily of trademarks, customer contracts/relationships,
        covenants not to compete, technology, provider networks and value of
        business acquired. Definite-lived intangible assets are amortized over
        their estimated useful lives and are tested for impairment when events
        indicate that the carrying value may not be recoverable. The
        amortization of intangible assets is reflected in the unaudited
        condensed consolidated statements of operations in operating expenses
        within each segment. Although intangible assets contribute to the
        Company's revenue generation, the amortization of intangible assets does
        not directly relate to the underwriting of the Company's insurance
        products, the services performed for the Company's customers or the sale
        of the Company's products or services. Additionally, intangible asset
        amortization expense typically fluctuates based on the size and timing
        of the Company's acquisition activity. Accordingly, the Company believes
        excluding the amortization of intangible assets enhances the Company's
        and investors' ability to compare the Company's past financial
        performance with its current performance and to analyze underlying
        business performance and trends. Intangible asset amortization excluded
        from the related non-GAAP financial measure represents the entire amount
        recorded within the Company's GAAP financial statements, and the revenue
        generated by the associated intangible assets has not been excluded from
        the related non-GAAP financial measure. Intangible asset amortization is
        excluded from the related non-GAAP financial measure because the
        amortization, unlike the related revenue, is not affected by operations
        of any particular period unless an intangible asset becomes impaired or
        the estimated useful life of an intangible asset is revised.
    --  The Company's net realized capital gains and losses arise from various
        types of transactions, primarily in the course of managing a portfolio
        of assets that support the payment of insurance liabilities. Net
        realized capital gains and losses are reflected in the unaudited
        condensed consolidated statements of operations in net investment income
        (loss) within each segment. These capital gains and losses are the
        result of investment decisions, market conditions and other economic
        developments that are unrelated to the performance of the Company's
        business, and the amount and timing of these capital gains and losses do
        not directly relate to the underwriting of the Company's insurance
        products, the services performed for the Company's customers or the sale
        of the Company's products or services. Accordingly, the Company believes
        excluding net realized capital gains and losses enhances the Company's
        and investors' ability to compare the Company's past financial
        performance with its current performance and to analyze underlying
        business performance and trends.
    --  During the three months ended March 31, 2024, the acquisition-related
        integration costs relate to the acquisitions of Signify Health and Oak
        Street Health. During the three months ended March 31, 2023, the
        acquisition-related transaction and integration costs relate to the
        acquisitions of Signify Health and Oak Street Health. The
        acquisition-related transaction and integration costs are reflected in
        the Company's unaudited condensed consolidated statements of operations
        in operating expenses within the Corporate/Other segment.
    --  During the three months ended March 31, 2024, the opioid litigation
        charge relates to a change in the Company's accrual related to ongoing
        opioid litigation matters.
    --  During the three months ended March 31, 2023, the office real estate
        optimization charges primarily relate to the abandonment of leased real
        estate and the related right-of-use assets and property and equipment in
        connection with the planned reduction of corporate office real estate
        space in response to the Company's new flexible work arrangement. The
        office real estate optimization charges are reflected in the Company's
        unaudited condensed consolidated statements of operations in operating
        expenses within the Health Care Benefits, Health Services and
        Corporate/Other segments.
    --  During the three months ended March 31, 2023, the loss on assets held
        for sale relates to the LTC reporting unit within the Pharmacy &
        Consumer Wellness segment. During 2022, the Company determined that its
        LTC business was no longer a strategic asset and committed to a plan to
        sell it, at which time the LTC business met the criteria for
        held-for-sale accounting and its net assets were accounted for as assets
        held for sale. During the first quarter of 2023, a loss on assets held
        for sale was recorded to write down the carrying value of the LTC
        business to the Company's best estimate of the ultimate selling price
        which reflected its estimated fair value less costs to sell. As of the
        third quarter of 2023, the Company determined the LTC business no longer
        met the criteria for held-for-sale accounting and accordingly the net
        assets associated with the LTC business were reclassified to held and
        used at their respective fair values.
    --  The corresponding tax benefit or expense related to the items excluded
        from adjusted income attributable to CVS Health and Adjusted EPS above.
        The nature of each non-GAAP adjustment is evaluated to determine whether
        a discrete adjustment should be made to the adjusted income tax
        provision.

See endnotes (1) and (2) on page 22 for definitions of non-GAAP financial measures. Reconciliations of each non-GAAP financial measure to the most directly comparable GAAP financial measure are presented on pages 13 through 14 and page 21.


                                           
              
                Reconciliations of Non-GAAP Financial Measures to the Most Directly Comparable GAAP Financial Measures




                                                                                  
              
                Adjusted Operating Income
                                                                                              
                (Unaudited)






       The following are reconciliations of consolidated operating income (GAAP measure) to consolidated adjusted operating income, as well as reconciliations of segment GAAP operating income (loss) to segment adjusted operating income (loss):




                                                                                                                                     
              
                Three Months Ended March 31, 2024


                                                     In millions                            Health Care                                 Health                                 Pharmacy &                                Corporate/                  Consolidated

                                                                                              Benefits                                 Services                                 Consumer                                    Other                       Totals

                                                                                                                                                                              Wellness

    ---

        Operating income (loss) (GAAP measure)                                                     $428                                   $1,213                                     $1,113                                     $(483)                        $2,271


        Amortization of intangible assets                                                           294                                      150                                         64                                                                      508



       Net realized capital losses                                                                  10                                                                                                                            8                             18


        Acquisition-related integration costs                                                         -                                                                                                                          60                             60



       Opioid litigation charge                                                                      -                                                                                                                         100                            100


        Adjusted operating income (loss) (1)                                                       $732                                   $1,363                                     $1,177                                     $(315)                        $2,957




                                                                                                                                     
              
                Three Months Ended March 31, 2023


                                                     In millions                            Health Care                                 Health                                 Pharmacy &                                Corporate/                  Consolidated

                                                                                              Benefits                                 Services                                 Consumer                                    Other                       Totals

                                                                                                                                                                              Wellness

    ---

        Operating income (loss) (GAAP measure)                                                   $1,408                                   $1,638                                       $717                                     $(317)                        $3,446


        Amortization of intangible assets                                                           295                                       41                                         65                                          1                            402



       Net realized capital losses                                                                  99                                                                                  3                                          3                            105


        Acquisition-related transaction and                                                           -                                                                                                                          43                             43


       integration costs


        Office real estate optimization charges                                                      22                                        1                                                                                    2                             25



       Loss on assets held for sale                                                                  -                                                                               349                                                                      349


        Adjusted operating income (loss) (1)                                                     $1,824                                   $1,680                                     $1,134                                     $(268)                        $4,370


                                                                                 
              
                Adjusted Earnings Per Share
                                                                                               
                (Unaudited)






       The following are reconciliations of net income attributable to CVS Health to adjusted income attributable to CVS Health and calculations of GAAP diluted EPS and Adjusted EPS:




                                                                                                                                                           Three Months Ended                          Three Months Ended

                                                                                                                                                             March 31, 2024                              March 31, 2023



       
                
                  
                    In millions, except per share amounts                                                        Total                                Per        Total                           Per
                                                                                                                                            Company                             Common      Company                        Common
                                                                                                                                                                               Share                                      Share

    ---


       Net income attributable to CVS Health (GAAP measure)                                                                                     $1,113                               $0.88        $2,136                          $1.65



       Amortization of intangible assets                                                                                                           508                                0.40           402                           0.31



       Net realized capital losses                                                                                                                  18                                0.01           105                           0.08



       Acquisition-related transaction and integration costs                                                                                        60                                0.05            43                           0.03



       Opioid litigation charge                                                                                                                    100                                0.08



       Office real estate optimization charges                                                                                                       -                                              25                           0.02



       Loss on assets held for sale                                                                                                                  -                                             349                           0.27



       Tax impact of non-GAAP adjustments                                                                                                        (142)                             (0.11)        (221)                        (0.16)



       Adjusted income attributable to CVS Health (2)                                                                                           $1,657                               $1.31        $2,839                          $2.20





       Weighted average diluted shares outstanding                                                                                                                                1,267                                       1,291

Supplemental Information
(Unaudited)

The Company's segments maintain separate financial information, and the Company's chief operating decision maker (the "CODM") evaluates the segments' operating results on a regular basis in deciding how to allocate resources among the segments and in assessing segment performance. The CODM evaluates the performance of the Company's segments based on adjusted operating income. Adjusted operating income is defined as operating income (GAAP measure) excluding the impact of amortization of intangible assets, net realized capital gains or losses and other items, if any, that neither relate to the ordinary course of the Company's business nor reflect the Company's underlying business performance as further described in endnote (1). The CODM uses adjusted operating income as its principal measure of segment performance as it enhances the CODM's ability to compare past financial performance with current performance and analyze underlying business performance and trends.

The following is a reconciliation of financial measures of the Company's segments to the consolidated totals:


                                             In millions Health Care  Health   Pharmacy &   Corporate/    Intersegment     Consolidated

                                                           Benefits  Services   Consumer       Other      Eliminations
                                                                        (a)                                    (b)            Totals

                                                                                Wellness

    ---


       
                Three Months Ended



       
                March 31, 2024



       Total revenues                                       $32,236   $40,285      $28,725          $115        $(12,924)          $88,437



       Adjusted operating income (loss) (1)                     732     1,363        1,177         (315)                            2,957



       
                March 31, 2023



       Total revenues                                       $25,877   $44,591      $27,922          $188        $(13,300)          $85,278



       Adjusted operating                                     1,824     1,680        1,134         (268)                            4,370


       income (loss) (1)



     (a) Total revenues of the Health Services segment include approximately $3.4 billion and $4.1 billion of
          retail co-payments for the three months ended March 31, 2024 and 2023, respectively.


     (b) Intersegment revenue eliminations relate to intersegment revenue generating activities that occur
          between the Health Care Benefits segment, the Health Services segment, and/or the Pharmacy &
          Consumer Wellness segment.


                                                              
              
                Supplemental Information
                                                                          
                (Unaudited)





       
                Health Care Benefits segment






       The following table summarizes the Health Care Benefits segment's performance for the respective periods:




                                                                                                                            Three Months Ended            Change

                                                                                                                            March 31,


                                                     In millions, except percentages and basis points ("bps")        2024    2023         
        
            $          %

    ---


       Revenues:



       Premiums                                                                                                  $30,379 $24,339                  $6,040      24.8 %



       Services                                                                                                    1,504   1,374                     130       9.5 %



       Net investment income                                                                                         353     164                     189     115.2 %



       Total revenues                                                                                             32,236  25,877                   6,359      24.6 %



       Health care costs                                                                                          27,458  20,595                   6,863      33.3 %



       MBR (Health care costs as a % of premium revenues) (3)                                                     90.4 % 84.6 %                    580       bps



       Operating expenses                                                                                         $4,350  $3,874                    $476      12.3 %



       Operating expenses as a % of total revenues                                                                13.5 % 15.0 %



       Operating income                                                                                             $428  $1,408                  $(980)   (69.6) %



       Operating income as a % of total revenues                                                                   1.3 %  5.4 %



       Adjusted operating income (1)                                                                                $732  $1,824                $(1,092)   (59.9) %



       Adjusted operating income as a % of total revenues                                                          2.3 %  7.0 %



       Premium revenues (by business):



       Government                                                                                                $21,716 $17,528                  $4,188      23.9 %



       Commercial                                                                                                  8,663   6,811                   1,852      27.2 %



       The following table summarizes the Health Care Benefits segment's medical membership for the respective periods:




                                                                                                                         March 31, 2024                    December 31, 2023                                March 31, 2023


                                                     In thousands                            Insured                               ASC  Total   Insured                      ASC     Total      Insured                    ASC        Total

    ---


       Medical membership: (4)



       Commercial                                                                             4,735                             14,111  18,846      4,252                    14,087     18,339         3,949                  14,039        17,988



       Medicare Advantage                                                                     4,205                                     4,205      3,460                               3,460         3,387                                3,387



       Medicare Supplement                                                                    1,300                                     1,300      1,343                               1,343         1,344                                1,344



       Medicaid                                                                               1,972                                447   2,419      2,073                       444      2,517         2,293                     501         2,794



       Total medical membership                                                              12,212                             14,558  26,770     11,128                    14,531     25,659        10,973                  14,540        25,513





       
                Supplemental membership information:



       Medicare Prescription Drug Plan (stand-alone)                                          4,947                                               6,081                                            6,112



     The following table summarizes the Health Care Benefits segment's days claims payable for the respective periods:




                                                                                           March 31, 2024               December 31, 2023  March 31, 2023



     Days Claims Payable (7)                                                                        44.5                             45.9             48.1


                                                           
              
                Supplemental Information
                                                                             (Unaudited)





       
                Health Services segment






       The following table summarizes the Health Services segment's performance for the respective periods:




                                                                                                                       Three Months Ended            Change

                                                                                                                       March 31,



       
                
                  
                    In millions, except percentages                            2024    2023         
        
            $          %

    ---


       Revenues:



       Products                                                                                             $37,717 $43,671                $(5,954)   (13.6) %



       Services                                                                                               2,568     920                   1,648     179.1 %



       Total revenues                                                                                        40,285  44,591                 (4,306)    (9.7) %



       Cost of products sold                                                                                 37,532  42,416                 (4,884)   (11.5) %



       Health care costs                                                                                        701                            701     100.0 %



       Gross profit (8)                                                                                       2,052   2,175                   (123)    (5.7) %



       Gross margin (Gross profit as a % of total revenues) (8)                                               5.1 %  4.9 %



       Operating expenses                                                                                      $839    $537                    $302      56.2 %



       Operating expenses as a % of total revenues                                                            2.1 %  1.2 %



       Operating income                                                                                      $1,213  $1,638                  $(425)   (25.9) %



       Operating income as a % of total revenues                                                              3.0 %  3.7 %



       Adjusted operating income (1)                                                                         $1,363  $1,680                  $(317)   (18.9) %



       Adjusted operating income as a % of total revenues                                                     3.4 %  3.8 %



       Revenues (by distribution channel):



       Pharmacy network (9)                                                                                 $20,464 $27,592                $(7,128)   (25.8) %



       Mail & specialty (10)                                                                                 17,262  16,145                   1,117       6.9 %



       Other                                                                                                  2,559     854                   1,705     199.6 %



       Pharmacy claims processed (5) (6)                                                                      462.9   587.3                 (124.4)   (21.2) %



       Generic dispensing rate (6) (11)                                                                      88.3 % 88.4 %


                                                                   
              
                Supplemental Information
                                                                               
                (Unaudited)






       
                Pharmacy & Consumer Wellness segment






       The following table summarizes the Pharmacy & Consumer Wellness segment's performance for the respective periods:




                                                                                                                                    Three Months Ended             Change

                                                                                                                                      March 31,



       
                
                  
                    In millions, except percentages                                           2024               2023 
     
           $                 %

    ---


       Revenues:



       Products                                                                                                            $28,120            $27,258        $862              3.2 %



       Services                                                                                                                605                667        (62)           (9.3) %



       Net investment income (loss)                                                                                              -               (3)          3            100.0 %



       Total revenues                                                                                                       28,725             27,922         803              2.9 %



       Cost of products sold                                                                                                22,760             21,876         884              4.0 %



       Gross profit (8)                                                                                                      5,965              6,046        (81)           (1.3) %



       Gross margin (Gross profit as a % of total revenues) (8)                                                             20.8 %            21.7 %



       Loss on assets held for sale                                                                                  
       $       -              $349      $(349)         (100.0) %



       Operating expenses                                                                                                    4,852              4,980       (128)           (2.6) %



       Operating expenses as a % of total revenues                                                                          16.9 %            17.8 %



       Operating income                                                                                                     $1,113               $717        $396             55.2 %



       Operating income as a % of total revenues                                                                             3.9 %             2.6 %



       Adjusted operating income (1)                                                                                        $1,177             $1,134         $43              3.8 %



       Adjusted operating income as a % of total revenues                                                                    4.1 %             4.1 %



       Revenues (by major goods/service lines):



       Pharmacy                                                                                                            $22,784            $21,780      $1,004              4.6 %



       Front Store                                                                                                           5,370              5,597       (227)           (4.1) %



       Other                                                                                                                   571                548          23              4.2 %



       Net investment income (loss)                                                                                              -               (3)          3            100.0 %



       Prescriptions filled (5) (6)                                                                                          417.6              404.8        12.8              3.2 %



       Same store sales increase (decrease): (12)



       Total                                                                                                                 5.3 %            11.6 %



       Pharmacy                                                                                                              7.3 %            12.7 %



       Front Store                                                                                                         (2.2) %             7.7 %



       Prescription volume (6)                                                                                               5.8 %             5.0 %



       Generic dispensing rate (6) (11)                                                                                     90.1 %            89.4 %


                                              
              
                Supplemental Information
                                                          
                (Unaudited)





       
                Corporate/Other segment






       The following table summarizes the Corporate/Other segment's performance for the respective periods:




                                                                                                             Three Months Ended           Change

                                                                                                             March 31,


                                                     In millions, except percentages           2024             2023         
      
           $            %

    ---


       Revenues:



       Premiums                                                                                $12              $13                 $(1)      (7.7) %



       Services                                                                                  2                2                               - %



       Net investment income                                                                   101              173                 (72)     (41.6) %



       Total revenues                                                                          115              188                 (73)     (38.8) %



       Cost of products sold                                                                     -               1                  (1)    (100.0) %



       Health care costs                                                                        47               52                  (5)      (9.6) %



       Operating expenses                                                                      551              452                   99        21.9 %



       Operating loss                                                                        (483)           (317)               (166)     (52.4) %



       Adjusted operating loss (1)                                                           (315)           (268)                (47)     (17.5) %


                                                                       
              
                Supplemental Information
                                                                                   
                (Unaudited)






       The following table shows the components of the change in the consolidated health care costs payable during the three months ended March 31, 2024 and 2023:




                                                                                                                                                                              Three Months Ended

                                                                                                                                                                    
        
         March 31,



       
                
                  
                    In millions                                                                                                         2024              2023

    ---


       Health care costs payable, beginning of the period                                                                                                            $12,049           $10,142



       Less: Reinsurance recoverables                                                                                                                                      5                 5



       Less: Impact of discount rate on long-duration insurance reserves (a)                                                                                            (23)                8



       Health care costs payable, beginning of the period, net                                                                                                        12,067            10,129



       Add: Components of incurred health care costs



       Current year                                                                                                                                                   28,212            21,068



       Prior years (b)                                                                                                                                                 (479)            (693)



       Total incurred health care costs (c)                                                                                                                           27,733            20,375



       Less: Claims paid



       Current year                                                                                                                                                   16,263            11,957



       Prior years                                                                                                                                                     9,150             7,645



       Total claims paid                                                                                                                                              25,413            19,602



       Health care costs payable, end of the period, net                                                                                                              14,387            10,902



       Add: Reinsurance recoverables                                                                                                                                       4                 5



       Add: Impact of discount rate on long-duration insurance reserves (a)                                                                                             (23)             (12)



       Health care costs payable, end of the period                                                                                                                  $14,368           $10,895



     (a) Reflects the difference between the current discount rate and the locked-in discount rate on long-
          duration insurance reserves which is recorded within accumulated other comprehensive loss on the
          unaudited condensed consolidated balance sheets.


     (b) Negative amounts reported for incurred health care costs related to prior years result from claims
          being settled for amounts less than originally estimated.


     (c) Total incurred health care costs for the three months ended March 31, 2024 and 2023 in the table
          above exclude $23 million and $22 million, respectively, of health care costs recorded in the Health
          Care Benefits segment that are included in other insurance liabilities on the unaudited condensed
          consolidated balance sheets and $47 million and $51 million, respectively, of health care costs
          recorded in the Corporate/Other segment that are included in other insurance liabilities on the
          unaudited condensed consolidated balance sheets.

Adjusted Earnings Per Share Guidance
(Unaudited)

The following reconciliation of projected net income attributable to CVS Health to projected adjusted income attributable to CVS Health and calculations of projected GAAP diluted EPS and projected Adjusted EPS contain forward-looking information. All forward-looking information involves risks and uncertainties. Actual results may differ materially from those contemplated by the forward-looking information for a number of reasons as described in our SEC filings, including those set forth in the Risk Factors section and under the heading "Cautionary Statement Concerning Forward-Looking Statements" in our most recently filed Annual Report on Form 10-K and our most recently filed Quarterly Report on Form 10-Q. See "Non-GAAP Financial Information" earlier in this press release and endnote (2) later in this press release for more information on how we calculate Adjusted EPS.


                                                                                                          Year Ending

                                                                                                       December 31, 2024


                                                                                                            At Least



       
                
                  
                    In millions, except per share amounts       Total                          Per
                                                                                           Company                       Common
                                                                                                                          Share

    ---


       Net income attributable to CVS Health (GAAP measure)                                    $7,135                         $5.64



       Non-GAAP adjustments:



       Amortization of intangible assets                                                        2,020                          1.60



       Net realized capital losses                                                                 18                          0.01



       Acquisition-related integration costs                                                      230                          0.18



       Opioid litigation charge                                                                   100                          0.08



       Tax impact of non-GAAP adjustments                                                       (649)                       (0.51)



       Adjusted income attributable to CVS Health (2)                                          $8,854                         $7.00





       Weighted average diluted shares outstanding                                                                           1,265



     
     Endnotes





     
     (1)      The Company defines adjusted operating income as operating income (GAAP measure) excluding the
                   impact of amortization of intangible assets, net realized capital gains or losses and other items,
                   if any, that neither relate to the ordinary course of the Company's business nor reflect the
                   Company's underlying business performance, such as acquisition-related transaction and integration
                   costs, opioid litigation charges, office real estate optimization charges and losses on assets held
                   for sale. The CODM uses adjusted operating income as its principal measure of segment performance
                   as it enhances the CODM's ability to compare past financial performance with current performance
                   and analyze underlying business performance and trends. The consolidated measure is not determined
                   in accordance with GAAP and should not be considered a substitute for, or superior to, the most
                   directly comparable GAAP measure, consolidated operating income. See "Non-GAAP Financial
                   Information" earlier in this press release for additional information regarding the items excluded
                   from consolidated operating income in determining consolidated adjusted operating income.





     
     (2)      GAAP diluted earnings per share and Adjusted EPS, respectively, are calculated by dividing net
                   income attributable to CVS Health and adjusted income attributable to CVS Health by the Company's
                   weighted average diluted shares outstanding. The Company defines adjusted income attributable to
                   CVS Health as net income attributable to CVS Health (GAAP measure) excluding the impact of
                   amortization of intangible assets, net realized capital gains or losses and other items, if any,
                   that neither relate to the ordinary course of the Company's business nor reflect the Company's
                   underlying business performance, such as acquisition-related transaction and integration costs,
                   opioid litigation charges, office real estate optimization charges, losses on assets held for sale,
                   as well as the corresponding income tax benefit or expense related to the items excluded from
                   adjusted income attributable to CVS Health. See "Non-GAAP Financial Information" earlier in this
                   press release for additional information regarding the items excluded from net income attributable
                   to CVS Health in determining adjusted income attributable to CVS Health.





     
     (3)      Medical benefit ratio is calculated by dividing the Health Care Benefits segment's health care costs
                   by premium revenues and represents the percentage of premium revenues spent on medical benefits for
                   the segment's insured members. Management uses MBR to assess the underlying business performance
                   and underwriting of its insurance products, understand variances between actual results and
                   expected results and identify trends in period-over-period results. MBR provides management and
                   investors with information useful in assessing the operating results of the segment's insured
                   Health Care Benefits products.





     
     (4)      Medical membership represents the number of members covered by the Health Care Benefits segment's
                   insured and ASC medical products and related services at a specified point in time. Management uses
                   this metric to understand variances between actual medical membership and expected amounts as well
                   as trends in period-over-period results. This metric provides management and investors with
                   information useful in understanding the impact of medical membership on the Health Care Benefits
                   segment's total revenues and operating results.





     
     (5)      Pharmacy claims processed represents the number of prescription claims processed through the
                   Company's pharmacy benefits manager and dispensed by either its retail network pharmacies or the
                   Company's mail and specialty pharmacies. Prescriptions filled represents the number of
                   prescriptions dispensed through the Pharmacy & Consumer Wellness segment's retail and long-term
                   care pharmacies and infusion services operations. Management uses these metrics to understand
                   variances between actual claims processed and prescriptions dispensed, respectively, and expected
                   amounts as well as trends in period-over-period results. These metrics provide management and
                   investors with information useful in understanding the impact of pharmacy claim volume and
                   prescription volume, respectively, on segment total revenues and operating results.





     
     (6)      Includes an adjustment to convert 90-day prescriptions to the equivalent of three 30-day
                   prescriptions. This adjustment reflects the fact that these prescriptions include approximately
                   three times the amount of product days supplied compared to a normal prescription.





     
     (7)      Days claims payable is calculated by dividing the Health Care Benefits segment's health care costs
                   payable at the end of each quarter by its average health care costs per day during such quarter.
                   Management and investors use this metric as an indicator of the adequacy of the Health Care
                   Benefits segment's health care costs payable liability at the end of each quarter and as an
                   indicator of changes in such adequacy over time.





     
     (8)      Gross profit is calculated as the segment's total revenues less its cost of products sold, and, for
                   the Health Services segment, health care costs. Gross margin is calculated by dividing the
                   segment's gross profit by its total revenues and represents the percentage of total revenues that
                   remains after incurring direct costs associated with the segment's products sold and services
                   provided. Gross margin provides investors with information that may be useful in assessing the
                   operating results of the Company's Health Services and Pharmacy & Consumer Wellness segments.





     
     (9)      Health Services pharmacy network revenues relate to claims filled at retail and specialty retail
                   pharmacies, including the Company's retail pharmacies and LTC pharmacies, as well as activity
                   associated with Maintenance Choice(R), which permits eligible client plan members to fill their
                   maintenance prescriptions through mail order delivery or at a CVS pharmacy retail store for the
                   same price as mail order.





     
     (10)     Health Services mail and specialty revenues relate to specialty mail claims inclusive of Specialty
                   Connect(R) claims picked up at a retail pharmacy, as well as mail order and specialty claims
                   fulfilled by the Pharmacy & Consumer Wellness segment.





     
     (11)     Generic dispensing rate is calculated by dividing the segment's generic drug claims processed or
                   prescriptions filled by its total claims processed or prescriptions filled. Management uses this
                   metric to evaluate the effectiveness of the business at encouraging the use of generic drugs when
                   they are available and clinically appropriate, which aids in decreasing costs for client members
                   and retail customers. This metric provides management and investors with information useful in
                   understanding trends in segment total revenues and operating results.





     
     (12)     Same store sales and prescription volume represent the change in revenues and prescriptions filled
                   in the Company's retail pharmacy stores that have been operating for greater than one year and
                   digital sales initiated online or through mobile applications and fulfilled through the Company's
                   distribution centers, expressed as a percentage that indicates the increase or decrease relative to
                   the comparable prior period. Same store metrics exclude revenues and prescriptions from LTC and
                   infusion services operations. Management uses these metrics to evaluate the performance of existing
                   stores on a comparable basis and to inform future decisions regarding existing stores and new
                   locations. Same-store metrics provide management and investors with information useful in
                   understanding the portion of current revenues and prescriptions resulting from organic growth in
                   existing locations versus the portion resulting from opening new stores.

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SOURCE CVS Health Corporation