Financial Highlights
Second Quarter 2022:
- Revenue of $246.2 million, an increase of 16% from second
quarter 2021
- GAAP net loss of $490.0 million, which includes a $519.9
million loss on impairment related to our decision to exit the
Episodes of Care Services segment.
- Non-GAAP adjusted EBITDA1 of $62.6 million, an increase of 15%
from second quarter 2021
2022 Guidance:
Signify Health is providing guidance for full year 2022 as
follows:
- Home & Community Services (HCS) segment revenue in the
range of $800 million to $810 million;
- Revenue from the Caravan Health acquisition in the range of $45
million to $48 million;
- Adjusted EBITDA margin1 for HCS and Caravan Health of 29% to
30%.
Signify Health, Inc. (NYSE: SGFY), a leading healthcare platform
that leverages advanced analytics, technology and nationwide
healthcare networks to create and power value-based payment
programs, today announced the Company’s financial results for the
second quarter 2022.
“Our strong second quarter results reflect the meaningful value
we are delivering for our clients and the members we serve through
our unique capabilities in closing hard-to-reach gaps in care,
engaging people in their homes, and connecting providers with the
actionable insights required to be successful in value-based
payment models,” said Kyle Armbrester, Chief Executive Officer of
Signify Health. “We are seeing tremendous demand for our
comprehensive evaluations as our health plan clients prioritize
member engagement and closing clinical, behavioral, and social care
gaps in order to improve health outcomes. In order to meet the
needs of our clients, we are focused on driving operational
efficiency, expanding our ability to bring connected diagnostic
devices into the home, and returning people to care by connecting
them with primary care providers, specialists, and care management
programs.”
Mr. Armbrester continued, “Since our acquisition of Caravan
Health in March, our total cost of care enablement business has
outperformed our expectations, including strong shared savings
performance and adding new clients that are expected to
significantly expand the population managed through our platform in
2023. We are also seeing increasing interest from healthcare
providers in moving forward with their roadmaps for beginning, or
expanding, their participation in total cost of care payment
programs in partnership with us, including several clients who
quickly transitioned from episodes-focused models to total cost of
care programs. We believe this is a clear testament to the value
and deep relationships Signify has created with our health system
partners, and their confidence in our ability to drive savings for
the healthcare system. Overall, Signify has significant momentum
heading into the second half of the year as we continue to pursue
our mission to accelerate the transformation of the U.S. healthcare
system from fee-for-service to value-based care.”
Second Quarter 2022 Financial Results
- Total revenue for the second quarter grew 16% to $246.2
million, up from $212.8 million in the year-ago period. Growth in
the second quarter of 2022 was driven by an 18% increase in Home
& Community Services (HCS) segment revenue to $207.6 million
and a 3% increase in Episodes of Care Services (ECS) segment
revenue to $38.6 million.
- HCS revenue was a quarterly record and is attributable to an
increase in in-home evaluation (IHE) volume, which grew to
approximately 624 thousand in the second quarter from approximately
497 thousand in the year-ago period.
- Caravan Health, which was acquired in March 2022, contributed
$16.6 million of revenue to the ECS segment in the second
quarter.
- Second quarter net loss was $490.0 million compared to a net
loss of $0.1 million for the year-ago period. Second quarter net
loss included a $519.9 million loss on impairment related to the
wind down of the ECS segment and $26.9 million of other income
related to the remeasurement of the fair value of our Equity
Appreciation Rights (EAR) due to a decrease in the Company’s stock
price in the second quarter.
- Non-GAAP Adjusted EBITDA1 for the second quarter increased 15%
to $62.6 million, compared to $54.6 million for the second quarter
2021, driven primarily by HCS revenue growth.
2022 Outlook
The Company is providing full year 2022 estimates as
follows:
- HCS revenue in the range of $800 million to $810 million;
- Caravan Health revenue in the range of $45 million to $48
million for the 10-month period following the acquisition;
- Adjusted EBITDA margin for HCS and Caravan Health of 29% to
30%, which is before shared costs that are currently allocated to
the company’s ECS segment;
- Of the $60 million in annualized shared costs that are
currently allocated to the ECS segment, the Company continues to
expect to eliminate approximately $30 million to $35 million in
annualized expenses by the end of 2022
- The Company is not providing guidance for the Episodes business
that it is in the process of winding down.
1Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP
financial measures. Refer to the reconciliation in “Non-GAAP
Financial Measures.” We have not reconciled 2022 guidance for
adjusted EBITDA to net income (loss), the most directly comparable
GAAP measure, and have not provided forward-looking guidance for
net income (loss) because of the uncertainty around certain items
that may impact net income (loss), including, among others, the
wind down of the Episodes of Care Services business, asset
impairments, stock-based compensation and the fair valuation of the
EARs, that are not within our control or cannot be reasonably
estimated.
Conference Call Information
Signify Health will host a conference call to discuss the
Company’s second quarter 2022 results on August 4, 2022 at 8:30am
ET. A live audio webcast of the conference call may be accessed
through the investor relations section of Signify Health’s website
at https://investors.signifyhealth.com/events/default.aspx and will
be available for replay for one year.
About Signify Health
Signify Health is a leading healthcare platform that leverages
advanced analytics, technology, and nationwide healthcare provider
networks to create and power value-based payment programs. Our
mission is to transform how care is paid for and delivered so that
people can enjoy more healthy, happy days at home. Our solutions
support value-based payment programs by aligning financial
incentives around outcomes, providing tools to health plans and
healthcare organizations designed to assess and manage risk and
identify actionable opportunities for improved patient outcomes,
coordination and cost-savings. Through our platform, we coordinate
what we believe is a holistic suite of clinical, social, and
behavioral services to address an individual’s healthcare needs and
prevent adverse events that drive excess cost, all while shifting
services towards the home.
Forward Looking Statements
This press release contains forward-looking statements. All
statements other than statements of historical fact included in
this press release are forward-looking statements. These statements
may be preceded by, followed by or include the words “may,”
“might,” “will,” “should,” “expects,” “plans,” “anticipates,”
“believes,” “estimates,” “predicts,” “potential” or “continue,” the
negative of these terms and other comparable terminology. These
forward-looking statements, which are subject to risks,
uncertainties and assumptions about us, may include projections of
our future financial performance, our anticipated growth strategies
and anticipated trends in our business, our plan to drive better
patient outcomes, our 2022 Outlook, including our 2022 estimates
for total GAAP revenue, total Adjusted EBITDA, in-home evaluations,
bundled payment program size and bundled payment weighted average
savings rate improvements. These statements are only predictions
based on our current expectations and projections about future
events. There are important factors that could cause our actual
results, level of activity, performance or achievements to differ
materially from the results, level of activity, performance or
achievements expressed or implied by the forward-looking
statements.
Although we believe the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee
future results, level of activity, performance or achievements.
Moreover, neither we nor any other person assumes responsibility
for the accuracy and completeness of any of these forward-looking
statements. Some of the factors that could cause actual results to
differ materially from those expressed or implied by the
forward-looking statements include: our ability to implement our
plan to wind down our Episodes of Care Services segment and realize
the anticipated cost savings and positive impact on 2023 earnings;
the estimated costs associated with the plan; the impact the plan
will have on our operations; the impact of CMMI’s semi-annual
reconciliation will have on our estimated revenues for the
performance periods beginning in April 2021, October 2021, and
April 2022; our failure to maintain and grow our network of
high-quality network providers; the COVID-19 pandemic and whether
the pandemic will subside in 2022; our ability to realize synergies
from the acquisition of Caravan Health, Inc.; factors beyond our
control that could impact our ability to complete IHEs; our
dependence upon a limited number of key customers; our dependence
on certain key government programs including BPCI-A; risks
associated with estimating program size and savings rate in BPCI-A;
our failure to continue to innovate and provide services that are
useful to customers and achieve and maintain market acceptance; our
limited operating history with certain of our solutions; our
failure to compete effectively; the length and unpredictability of
our sales cycle; seasonality that may cause fluctuations in our
sales, cash flows and results of operations; the information we
provide to, or receive from, our health plans and providers could
be inaccurate or incomplete; the risk that the cost of services
provided will be higher than benchmark prices in our episodes and
care redesign solutions; risks that arise from operating
internationally; failure of our existing customers to continue or
renew their contracts with us; failure of service providers to meet
their obligations to us; our failure to achieve or maintain
profitability; our revenues not growing at the rates they
historically have, or at all; our failure to successfully execute
on our growth initiatives, business strategies, or operating plans;
our failure to successfully launch new products; our failure to
diversify sources of revenues and earnings; changes in accounting
principles applicable to us; incorrect estimates or judgments
relating to our critical accounting policies; increases in our
level of indebtedness or in interest rates; our failure to
effectively adapt to changes in the healthcare industry, including
changes in the rules governing Medicare or other federal healthcare
programs; our failure to adhere to complex and evolving
governmental laws and regulations; our failure to comply with
current and future federal and state privacy, security and data
protection laws, regulations or standards; our employment of and
contractual relationships with our providers subjecting us to
licensing or other regulatory risks, including recharacterization
of our contracted providers as employees; adverse findings from
inspections, reviews, audits and investigations; inadequate
investment in or maintenance of our operating platform and other
information technology and business systems; our ability to develop
and/or enhance information technology systems and platforms to meet
our changing customer needs; higher than expected investments in
our business including, but not limited to, investments in our
technology and operating platform, which could reduce our
profitability; security breaches or incidents, loss or misuse of
data, a failure in or breach of our operational or security systems
or other disruptions; disruptions in our disaster recovery systems
or management continuity planning; our ability to obtain, maintain,
protect and enforce our intellectual property; our dependence on
distributions from Cure TopCo, LLC to fund dividend payments, if
any, and to pay our taxes and expenses, including payments under
the Tax Receivable Agreement; the control certain equity holders
that held an ownership interest in Cure TopCo, LLC prior to our IPO
have over us and our status as a controlled company; our ability to
realize any benefit from our organizational structure; risks
associated with acquiring other businesses including our ability to
effectively integrate the operations and technologies of the
acquired businesses; and the other risk factors described under
“Risk Factors” in our filings with the Securities and Exchange
Commission (“SEC”), including our Annual Report on Form 10-K for
the fiscal year ended December 31, 2021, which are available free
of charge on the SEC's website at: www.sec.gov.
All forward-looking statements attributable to us or persons
acting on our behalf are expressly qualified in their entirety by
the foregoing cautionary statements. In addition, all
forward-looking statements speak only as of the date of this press
release. We undertake no obligations to update or revise publicly
any forward-looking statements, whether as a result of new
information, future events or otherwise other than as required
under the federal securities laws.
About Non-GAAP Financial Measures
This press release contains certain financial measures not
presented in accordance with generally accepted accounting
principles in the United State (“GAAP”), including Adjusted EBITDA
and Adjusted EBITDA margin, which are used by management in making
operating decisions, allocating financial resources, and internal
planning and forecasting and for business strategy purposes.
Adjusted EBITDA and Adjusted EBITDA margin are not measures of
financial performance in accordance with GAAP and may exclude items
that are significant in understanding and assessing our financial
results. Therefore, these measures should not be considered in
isolation or as an alternative to GAAP measures. Our presentation
of Adjusted EBITDA and Adjusted EBITDA margin may not be comparable
to similarly-titled measures used by other companies. Management
believes that such measures are commonly reported by issuers and
widely used by investors as indicators of a company’s operating
performance. Please refer to the reconciliations of Adjusted EBITDA
and Adjusted EBITDA margin to the most directly comparable
financial measures prepared in accordance with GAAP below.
Source: Signify Health
Table 1 Signify Health, Inc. Consolidated
Statement of Operations (unaudited)
Three months ended June
30,
Six months ended June
30,
($ in millions)
2022
2021
2022
2021
Home & Community Services
$
207.6
$
175.4
$
394.5
$
327.8
Episodes of Care Services
38.6
37.4
68.2
65.0
Revenue
246.2
212.8
462.7
392.8
Operating expenses:
Service expense
127.7
104.1
242.2
202.6
Selling, general and administrative
expense
84.4
64.9
154.7
122.2
Transaction-related expenses
1.7
1.0
4.9
6.6
Loss on impairment
519.9
—
519.9
—
Depreciation and amortization
20.1
17.3
38.1
34.0
Total operating expenses
753.8
187.3
959.8
365.4
(Loss) income from operations
(507.6
)
25.5
(497.1
)
27.4
Interest expense
4.6
6.5
8.6
13.3
Loss on extinguishment of debt
—
5.0
—
5.0
Other (income) expense
(27.4
)
14.3
1.4
71.0
Other (income) expense, net
(22.8
)
25.8
10.0
89.3
Loss before income taxes
(484.8
)
(0.3
)
(507.1
)
(61.9
)
Income tax expense (benefit)
5.2
(0.2
)
(0.8
)
(10.1
)
Net loss
$
(490.0
)
$
(0.1
)
$
(506.3
)
$
(51.8
)
Net loss attributable to
pre-Reorganization period
—
—
—
(17.2
)
Net loss attributable to noncontrolling
interest
(119.5
)
(0.1
)
(124.9
)
(11.4
)
Net loss attributable to Signify Health,
Inc.
$
(370.5
)
$
—
$
(381.4
)
$
(23.2
)
Loss per share of Class A common stock
Basic
$
(2.10
)
$
—
$
(2.19
)
$
(0.14
)
Diluted
$
(2.10
)
$
—
$
(2.19
)
$
(0.14
)
Weighted average shares of Class A common
stock outstanding
Basic
176,350,100
168,003,727
174,565,795
167,145,986
Diluted
176,350,100
168,003,727
174,565,795
167,145,986
Table 2 Signify Health, Inc. Consolidated
Balance Sheet (unaudited)
June 30,
December 31,
($ in millions)
2022
2021
ASSETS
Current assets
Cash and cash equivalents
$
439.4
$
678.5
Accounts receivable, net
217.9
217.2
Contract assets
172.6
84.3
Restricted cash
2.3
5.7
Prepaid expenses and other current
assets
18.2
14.9
Total current assets
850.4
1,000.6
Property and equipment, net
23.4
23.7
Goodwill
369.7
597.1
Intangible assets, net
436.6
455.3
Operating lease right-of-use assets
24.8
—
Deferred tax assets
52.7
38.8
Other assets
10.4
11.7
Total assets
$
1,768.0
$
2,127.2
LIABILITIES AND STOCKHOLDERS'
EQUITY
Current liabilities
Accounts payable and accrued expenses
$
86.0
$
136.7
Contract liabilities
52.5
32.9
Current maturities of long-term debt
3.5
3.5
Current tax receivable agreement
liability
5.0
—
Other current liabilities
15.6
10.0
Total current liabilities
162.6
183.1
Long-term debt
334.0
334.9
Contingent consideration
35.4
—
Customer EAR liability
63.6
48.6
Tax receivable agreement liability
51.4
56.3
Deferred tax liabilities
20.5
—
Noncurrent operating lease liabilities
28.4
—
Other noncurrent liabilities
1.1
11.4
Total liabilities
697.0
634.3
Class A common stock, par value $0.01
(176,606,816 and 170,987,365 issued and outstanding at June 30,
2022 and December 31, 2021, respectively)
1.8
1.7
Class B common stock, par value $0.01
(57,568,959 and 56,838,744 issued and outstanding at June 30, 2022
and December 31, 2021, respectively)
0.6
0.6
Additional paid-in capital
1,165.9
1,101.3
(Accumulated deficit) Retained
earnings
(362.1
)
19.7
Contingently redeemable noncontrolling
interest
264.8
369.6
Total stockholders' equity
1,071.0
1,492.9
Total liabilities and stockholders'
equity
$
1,768.0
$
2,127.2
Table 3 Signify Health, Inc. Consolidated
Statement of Cash Flows (unaudited)
Six months ended June
30,
($ in millions)
2022
2021
Operating activities
Net loss
$
(506.3
)
$
(51.8
)
Adjustments to reconcile net loss to net
cash (used in) provided by operating activities:
Depreciation and amortization
38.1
34.0
Asset impairment
519.9
—
Equity-based compensation
21.7
5.8
Customer equity appreciation rights
13.0
9.8
Remeasurement of customer equity
appreciation rights
2.0
71.3
Amortization of deferred financing
fees
1.1
1.4
Amortization of right-of-use assets
3.5
—
Loss on extinguishment of debt
—
5.0
Remeasurement of contingent
consideration
4.9
2.2
Payment of contingent consideration
—
(1.9
)
Deferred income taxes
(15.7
)
(14.3
)
Changes in operating assets and
liabilities:
Accounts receivable
0.9
54.0
Prepaid expenses and other current
assets
(1.3
)
(2.7
)
Contract assets
(79.2
)
(30.4
)
Other assets
1.3
(0.6
)
Accounts payable and accrued expenses
(51.8
)
(25.7
)
Contract liabilities
19.6
13.3
Other current liabilities
(3.4
)
(1.8
)
Noncurrent lease liabilities
(3.8
)
—
Other noncurrent liabilities
—
(1.6
)
Net cash (used in) provided by operating
activities
(35.5
)
66.0
Investing activities
Capital expenditures - property and
equipment
(3.8
)
(1.9
)
Capital expenditures - internal-use
software development
(14.3
)
(11.6
)
Purchase of long-term investment
(0.3
)
—
Business combinations, net of cash
acquired
(189.6
)
(0.4
)
Net cash used in investing activities
(208.0
)
(13.9
)
Financing activities
Repayment of long-term debt
(1.8
)
(412.5
)
Proceeds from issuance of long-term
debt
—
350.0
Repayments of borrowings under financing
agreement
(0.3
)
(0.3
)
Payment of contingent consideration
—
(13.1
)
Payment of debt issuance costs
—
(9.2
)
Proceeds from IPO, net
—
604.8
Distributions to/on behalf of
non-controlling interest members
(0.8
)
(10.4
)
Refunds (payments) of taxes on behalf of
New Remedy Corp
—
0.1
Proceeds related to the issuance of common
stock under stock plans
3.9
0.5
Net cash provided by financing
activities
1.0
509.9
(Decrease) increase in cash, cash
equivalents and restricted cash
(242.5
)
562.0
Cash, cash equivalents and restricted cash
- beginning of period
684.2
77.0
Cash, cash equivalents and restricted cash
- end of period
$
441.7
$
639.0
Table 4 Signify Health, Inc. Reconciliation of
net loss to Adjusted EBITDA (non-GAAP) (Unaudited)
Three months ended June
30,
Six months ended June
30,
($ in millions)
2022
2021
2022
2021
Net loss
$
(490.0
)
$
(0.1
)
$
(506.3
)
$
(51.8
)
Interest expense
4.6
6.5
8.6
13.3
Loss on extinguishment of debt
—
5.0
—
5.0
Income tax expense (benefit)
5.2
(0.2
)
(0.8
)
(10.1
)
Depreciation and amortization
20.1
17.3
38.1
34.0
Asset impairment(a)
519.9
—
519.9
—
Other expense (income), net(b)
(27.4
)
14.3
1.4
71.0
Transaction-related expenses(c)
1.7
1.0
4.9
6.6
Equity-based compensation(d)
14.9
3.3
21.4
5.8
Customer equity appreciation rights(e)
6.5
4.9
13.0
9.8
Remeasurement of contingent
consideration(f)
4.8
2.0
4.9
2.2
SEU Expense(g)
0.2
0.3
0.3
1.8
Non-recurring expenses(h)
2.1
0.3
2.2
1.4
Adjusted EBITDA
$
62.6
$
54.6
$
107.6
$
89.0
Adjusted EBITDA Margin(i)
25.4
%
25.6
%
23.2
%
22.7
%
Segment Adjusted EBITDA:
Home & Community Services
$
65.2
$
55.8
$
121.1
$
96.9
Episodes of Care Services
(2.6
)
(1.2
)
(13.5
)
(7.9
)
(a)
Asset impairment is related to customer
relationships, acquired and capitalized software and goodwill which
was impaired due to our decision to wind down our Episodes of Care
business which was triggered by the receipt of the reconciliation
from CMS in June 2022.
(b)
Represents other non-operating (income)
expense that consists primarily of the quarterly remeasurement of
fair value of the outstanding customer equity appreciation rights
(“EAR”) and EAR letter agreement as well as interest and dividends
earned on cash and cash equivalents.
(c)
Represents transaction-related expenses
that consist primarily of expenses incurred in connection with
acquisitions and other corporate development activities, including
the Caravan Health acquisition and related integration expenses as
well as potential acquisitions that did not proceed, strategic
investments and similar activities. Expenses incurred in connection
with our IPO, which cannot be netted against proceeds, are also
included in transaction-related expenses in 2021.
(d)
Represents expense related to equity
incentive awards, including incentive units, stock options and
restricted stock units, granted to certain employees, officers and
non-employee directors as long-term incentive compensation. We
recognize the related expense for these awards ratably over the
vesting period or as achievement of performance criteria become
probable.
(e)
Represents the reduction of revenue
related to the grant date fair value of the customer EARs granted
pursuant to the customer EAR agreements we entered into in December
2019 and September 2020 as well as the EAR letter agreement we
entered into in December 2021.
(f)
Represents remeasurement of contingent
consideration in 2022 related to potential payment due upon
completion of certain milestones in connection with our acquisition
of Caravan Health. In 2021, relates to potential payments due
upon completion of certain milestone events in connection with our
acquisition of PatientBlox.
(g)
Represents compensation expense related to
awards of synthetic equity units subject to time-based vesting. A
limited number of synthetic equity units were granted in 2020 and
2021 at the time of the IPO; no future grants will be made.
Compensation expense related to these awards is tied to the
30-trading day average price of our Class A common stock, and
therefore is subject to volatility and may fluctuate from period to
period until settlement occurs.
(h)
Represents certain gains and expenses
incurred that are not expected to recur, including those associated
with the one-time employee termination benefits, the closure of
certain facilities and the early termination of certain contracts
as well as one-time expenses associated with the COVID-19
pandemic.
(i)
We define Adjusted EBITDA margin as
Adjusted EBITDA divided by revenue.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220803005968/en/
Investor Contact Jason Plagman Vice President, Investor
Relations investor.relations@signifyhealth.com
Media Contact Lynn Shepherd Vice President,
Communications lshepherd@signifyhealth.com
Signify Health (NYSE:SGFY)
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