Evolent Health, Inc · NYSE:EVH
Evolent Health — Merger or Acquisition (November 2022)
16 slides from Evolent Health's merger presentation, Nov 17, 2022
Slide 1: Acquisition of NIA and Partnership with Centene
1 Acquisition of NIA and Partnership with Centene November 17, 2022 Exhibit 99.1
Slide 2: Safe Harbor Statement
2 Safe Harbor Statement Certain statements, including but not limited to estimates of Adjusted EBITDA, earnings growth, expected cost synergies and net leverage ratios, made in this presentation and in other written or oral statements made by us or on our behalf are “forward-looking statements” with
Slide 3: Overview of Today's Announcements
3 Overview of Today’s Announcements • Attractive Strategic Fit. NIA, to be acquired from Centene Corporation (NYSE: CNC), is a unique scaled asset that offers complementary specialty management products to improve service and quality to health plan customers and their members • Strengthens Evolent H
Slide 4: Strategic Rationale
4 Strategic Rationale Accelerates Value-Based Specialty Care Leadership1 Financially Attractive and Immediately Accretive Transaction2 Builds on Evolent’s Strong Foundation3
Slide 5: Acquisition Builds on Proven Growth Engine
5 $49 $70 $110 $161 $245 Q4 18 Q4 19 Q4 20 Q4 21 Q3 22 Acquisition Builds on Proven Growth Engine Y/Y Organic Growth Rate 43% 57% 42% 39%2 Clinical Solutions share of YTD 2022 revenue: 68% Selected Customers Clinical Solutions Revenue ($ in MM, excludes revenue from divested assets1) 1 1. Non-GAAP m
Slide 6: NIA Provides Highly Complementary Services on a National Scale
6 NIA Provides Highly Complementary Services on a National Scale Business Model Specialty benefit management organization focused on complex, high-cost populations and high-cost categories Analogous to NCH Technology & Services Suite, with comparable EBITDA1 contribution margins (50%+ at maturity) 2
Slide 7: Attractive Financial Transaction and Centene Partnership Expansion
7 $50 $15 $20 $85 2023E NIA Adjusted EBITDA Estimated Cost Synergies Contracted CNC/NIA Expansion Synergized Run-rate Adjusted EBITDA CNC Strategic Expansion Attractive Financial Transaction and Centene Partnership Expansion Expected Adjusted EBITDA1 ($ in MM) 2A • Attractive Valuation: 13.0-times c
Slide 8: Significant Near / Medium Term Cost Synergies
8 Significant Near / Medium Term Cost Synergies Service Automation and Optimization Platform Integration SG&A Streamlining and Global Operations $15M+ Run- Rate Cost Savings Impact Anticipated By Q4 2024 ✓Capturing benefits of combining overhead ✓ Leveraging scaled Evolent operations in India and Ph
Slide 9: Fully-Contracted NIA Expansion Driving $20M of Expected Incremental Adj. EBITDA
9 Oncology Cardiology MSK Surgical End of Life Radiology MSK UM Physical Medicine Genetic Testing Fully-Contracted NIA Expansion Driving $20M of Expected Incremental Adj. EBITDA1 With Centene, With Significant Additional Opportunity Ahead2B Existing Business Expanded Commitments Future Opportunity T
Slide 10: Significant Diversification, Cross-Sell Unlocked by Combination
10 Significant Diversification, Cross-Sell Unlocked by Combination Significant Cross-Sell Opportunity… …Driving Large Revenue Synergy Opportunity Annual revenue opportunity from cross-sell Total Specialty TAM2 = $150B+ $50B Evolent + NIA Cross-Sell Opportunity1 $16B – top NCH Opportunities1 $1.5B –
Slide 11: Transaction Terms and Financing
11 • Acquisition of stock and related assets of NIA from Centene • $650M of upfront consideration comprising $400M in cash and $250M of newly issued Evolent equity at a $29.50 reference price, a 24% premium to the close price on 11/16/22 o Stock issuance subject to lock-up and other provisions • $15
Slide 12: Plan to Efficiently De-Lever Post Close
12 Deal Close 12/31/2023 12/31/2024 Plan to Efficiently De-Lever Post Close Capital Allocation Priorities Enhancing Core Business through Product Investment • Ensuring that our products and teams are world-class, enabling strong customer satisfaction, retention, growth and profitability • Continued
Slide 13: Building On A Strong Foundation: Near-Term Outlook Updates
13 Building On A Strong Foundation: Near-Term Outlook Updates • Evolent 2023 Revenue Growth expected to exceed 25% before impact of NIA1 • Anticipate continued Adjusted EBITDA2 margin expansion in 2023 vs. YTD 2022 results (before accretive impact of NIA) • Evolent + NIA expected to generate cash fl
Slide 14: Why Evolent Health? Investment Considerations
14 Why Evolent Health? Investment Considerations Execution Drives Shareholder Value Efficient Capital Allocation Strong and Expanding Margins Compelling Long-Term Organic Growth Commitment to Shareholder Value
Slide 15: Appendix
15 Confidential – Do Not Distribute Appendix
Slide 16: Non-GAAP Financial Measures
16 Non-GAAP Financial Measures In addition to disclosing financial results that are determined in accordance with GAAP, we present and discuss certain non-GAAP financial measures, as supplemental measures to help investors evaluate our fundamental operational performance. Adjusted EBITDA is defined
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