Viemed Healthcare Inc

Item 1A. Risk Factors

In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the factors discussed in Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on March 10, 2025, which could materially affect our business, financial condition or future results. Except as set forth below, there have been no material changes in our risk factors from those disclosed in that Annual Report.

A reduction or elimination of coverage or reimbursement of our products by third-party payors, including Medicare, in the future could adversely affect our business and results of operations.

A substantial portion of our revenues are derived from reimbursement by Medicare and other third-party payors for our ventilator products and services. Currently, ventilators are covered under the National Coverage Determination ("NCD") for the DME Reference List, effective since April 1, 2003, for the treatment of neuromuscular diseases, thoracic restrictive diseases, and chronic respiratory failure resulting from chronic obstructive pulmonary disease ("COPD"). While the DME Reference List has been updated, no standalone NCD has been issued for ventilators.

On September 11June 9, 20245, CMS initiatfinalized a national coverage analysis ("NCA")ew NCD establishing clear medical necessity criteria for noninvasive positive pressure ventilation ("NIPPV") in the home for treating ment of chronic respiratory failure duerelated to COPD. A proposed decision memo was published on March 11, 2025, with a final decision expecWe actively participated by June 9, 2025, although this date may be subject to change. We have actively participated in the in the national coverage analysis process, including the submission of formal comments, and continue to ongoing engagement with CMS, the Department of Health and Human Services, and members of Congress on matters related to ventilator coverage.

A new NCD that clearly deThe fines the medical necessity criteria for ventilator devices could sal NCD may significantly affect patient access, reimbursement, and utilization of ventilator therapies, and may have a material impact on our business. Because Medicare coverage criteriapolicies often influence commercial payors, including Medicare Advantage plans, changes to Medicare policy may have broader implications for coverage and reimbursement aacross our payer base. IAny reduction or elimination of coverage or reimbursement by Medicare or other third-party payors is reduced or eliminated, or if we are uan inableility to expand or maintain or expand coverage with additional commercial payors, our could materially and adversely impact our business, financial condition, and results of operations could be materially and adversely affected.

Adverse global macroeconomic conditions, including supply chain disruptions, tariffs, and fluctuations in foreign currency exchange rates, could negatively impact our operations, costs, and profitability.

Our business may be affected by a range of global macroeconomic conditions, including newly imposed tariffs, disruptions to the supply chain, and fluctuations in foreign currency exchange rates. While nearly all of our revenues are generated within the United States and denominated in U.S. dollars, we rely on both domestic and international suppliers for the medical equipment and supplies we rent and sell to patients. As a result, our cost structure and operational efficiency are subject to global market dynamics that may influence the availability and pricing of key products.

In the first quarter of early 2025, the United States.S. government implementannounced new tariffs on a widebroad range of imported goods from severalmultiple countries. These actions led to , prompting reciprocal measures by impatariffs from affected trade partners. AlthoughWhile medical equipment has typicraditionally been excluded from priorsuch tariff rounds, the breadth of the newexpanded scope of recent trade measures and the potential forssibility of further expansscalation have introducedcreate significant uncertainty regarding future earound equipment costspricing and sourcing staupply availability. Alternative sourcThe timing arrangements, engag, scope, and final implement with domestic manufacturers where feasible, and optimization of inventoryation of these tariffs remain unpredictable. The Company is actively monitoring these developments and suppcontinuously chain planning may help mitigateassessing their potential disrupoperationsal and support margin stabilityfinancial impacts.

Additionally, global supply chain constraints continue to pose risks to our ability to acquire essential equipment and components in a timely and efficient manner. Factors such as raw material shortages, longer lead times from suppliers, and increased transportation expenses may limit our responsiveness to patient needs and may affect our ability to scale the business effectively.

Although our operations are primarily domestic, we are indirectly exposed to foreign currency exchange rate fluctuations through our international sourcing activities. Changes in the value of the U.S. dollar relative to other currencies, including the Canadian dollar and Chinese yuan, may impact the prices we pay to suppliers, which could increase our cost of goods sold and reduce our gross margins.

If these macroeconomic pressures persist or worsen, our ability to manage supply continuity, control costs, and meet patient demand could be adversely affected. As a result, our financial condition, operating results, and long-term strategic objectives may be negatively impacted.

We cannot guarantee that we will repurchase our common shares pursuant to our share repurchase program or that our share repurchase program will enhance long-term shareholder value. Share repurchases could also increase the volatility of the price of our common shares and could diminish our cash reserves.

On June 6, 2025, the Company's Board of Directors authorized and approved a share repurchase program, effective through June 2026. Under the terms of the program, we may repurchase up to 1,976,441 of our common shares from time to time through open market purchases, block purchases or otherwise in accordance with applicable securities laws, including Rule 10b-18 of the Exchange Act. The timing and amount of repurchases of our common shares, if any, will depend upon several factors, such as the market price of the common shares, corporate requirements, general market economic conditions and applicable legal requirements. The Company is not obligated to repurchase any specific number or amount of common shares pursuant to the program, and it may modify, suspend or discontinue the program at any time. Repurchases of our common shares pursuant to the program could affect our share price and increase its volatility. The existence of the program could cause our share price to be higher than it would be in the absence of such a program and, if shares are repurchased in the program, it will reduce the market liquidity for our common shares. Additionally, the program could diminish our cash reserves, which may impact our ability to finance future growth and to pursue possible future strategic opportunities. There can be no assurance that any share repurchases will enhance long-term shareholder value, and the market price of our common shares may decline below the levels at which we repurchased common shares.