EX-99.1 2 exhibit99111-03x2021.htm EX-99.1 Document

RELEASE
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MultiPlan Reports Third Quarter 2021 Results and Updates 2021 Guidance
–Q3 2021 Revenues of $288.2 million
–Q3 2021 Net Income of $78.2 million
–Q3 2021 Adjusted EBITDA of $218.4 million
–Q4 2021 Revenue guidance of $285 million to $300 million
–Q4 2021 Adjusted EBITDA guidance of $215 million to $225 million
NEW YORK, NY — November 3, 2021 — MultiPlan Corporation (“MultiPlan” or the “Company”) (NYSE: MPLN), a leading value-added provider of data analytics and technology-enabled end-to-end cost management, payment and revenue integrity solutions to the U.S. healthcare industry, today reported financial results for the third quarter ended September 30, 2021.

“Since going public a year ago, MultiPlan has produced improved results, quarter after quarter,” said Mark Tabak, CEO of MultiPlan. “We are pleased to have delivered strong growth yet again in the third quarter, with record quarterly results in both Revenues and Adjusted EBITDA, attesting to the recurring nature of our business model, our strong cash generation, our commitment to operational excellence, and the value of our services to payors, providers and patients. Given our strong third quarter results and our outlook for the fourth quarter, we are increasing the midpoint of our guidance for our Full Year 2021 revenues and increasing our guidance for Adjusted EBITDA. I am extremely proud of what our team has achieved, and remain confident in MultiPlan’s future.”

The Company remains focused on its mission of delivering fairness, efficiency and affordability to the U.S. healthcare system and on driving sustained long-term growth by enhancing its product offerings to payors, extending into new payor customer segments, and expanding its platform to serve MultiPlan’s 1.2 million providers, its more than 700 payor customers, and 60 plus million consumers.

Business and Financial Highlights
•Revenues of $288.2 million for Q3 2021, an increase of 28.9% over Q3 2020 revenues of $223.5 million.
•Net income of $78.2 million for Q3 2021 compared to net loss of $288.4 million for Q3 2020.

•Adjusted EBITDA of $218.4 million for Q3 2021, an increase of 31.9% over Q3 2020 Adjusted EBITDA of $165.5 million

•The Company processed approximately $31.2 billion in claims during the third quarter of 2021, identifying potential medical cost savings of approximately $5.5 billion.

•Announced a share repurchase authorization of $250 million and repurchased over 19 million shares through the end of October 2021.



2021 Financial Guidance

The Company is increasing the midpoint of our guidance range for Full Year 2021 Revenues and increasing our guidance for Full Year 2021 Adjusted EBITDA, reflecting the combination of: year-to-date results, including stronger-than-anticipated Adjusted EBITDA in Q3 2021, and continued organic growth in revenues driven by a strong pipeline of service implementations with customers. A comparison of the Company’s prior and updated Full Year 2021 guidance is presented in the table below.


Financial Metric
Prior FY 2021 Guidance
Updated FY 2021 Guidance
Revenues
$1,090 million to $1,130 million
$1,105 million to $1,120 million
Adj. EBITDA
$810 million to $835 million
$830 million to $840 million
Cash flow from operations
$410 million to $440 million
$410 million to $420 million
Capital expenditures
$75 million to $80 million
$85 million to $90 million
Interest expense
$250 million to $260 million
$260 million to $270 million
Depreciation
$65 million to $70 million
$65 million to $70 million
Amortization of intangible assets
$335 million to $345 million
$335 million to $345 million
Effective tax rate
25% to 28%
25% to 28%
The Company anticipates Q4 2021 revenues between $285 million and $300 million with Adjusted EBITDA between $215 million and $225 million. The above quarterly and annual guidance reflects an estimated COVID-related revenue impact of $9-11 million and an estimated COVID-related Adjusted EBITDA impact of $7-9 million in Q4 2021, as compared with a revenue impact of $8-10 million in Q3 2021, $9-11 million in Q2 2021, and $18-22 million in Q1 2021, and an estimated Adjusted EBITDA impact of $6-8 million in Q3 2021, $7-9 million in Q2 2021, and $16-18 million in Q1 2021.
Excluding the estimated potential impact of the COVID-19 pandemic and contributions from acquired businesses, the Company’s FY 2021 guidance implies a range of revenues of $1,105 million to $1,125 million, compared to a range of revenues of $1,085 million to $1,125 million for the FY 2021 estimated forecast provided in the 2020 Proxy Statement. Excluding the estimated potential impact of the COVID-19 pandemic, contributions from acquired businesses, and public company costs, the Company’s guidance implies a range of Adjusted EBITDA of $868 million to $888 million, compared to a range of Adjusted EBITDA of $845 million to $875 million for the FY 2021 forecast provided in the 2020 Proxy Statement. The FY 2021 estimated forecast provided in the 2020 Proxy Statement was based on numerous variables and assumptions known to the Company at the time of preparation, and these assumptions and variables did not include any estimated potential impact from the COVID-19 pandemic, acquisitions, or public company costs.

Conference Call Information
The Company will host a conference call today, Wednesday, November 3, 2021 at 10:00 a.m. U.S. Eastern Time (ET) to discuss its financial results. Interested investors and other parties can register for the conference call using the link below:

http://www.directeventreg.com/registration/event/7165049

A live webcast of the conference call can be accessed through the Investor Relations section of the Company’s website at investors.multiplan.com/events-and-presentations. Participants should join the webcast ten minutes prior to the start of the conference call. A supplemental slide deck will also be available on this section of the MultiPlan website.


For those unable to listen to the live conference call, a replay will be available approximately two hours after the call through the archived webcast on the Investor Relations section of the Company’s website or by dialing (800) 585-8367 or (416) 621-4642. The conference ID for replay is 7165049.
About MultiPlan
MultiPlan is committed to helping healthcare payors manage the cost of care, improve their competitiveness and inspire positive change. Leveraging sophisticated technology, data analytics and a team rich with industry experience, MultiPlan interprets clients' needs and customizes innovative solutions that combine its payment and revenue integrity, network-based and analytics-based services. MultiPlan is a trusted partner to over 700 healthcare payors in the commercial health, government and property and casualty markets. For more information, visit multiplan.com.

Contacts

Investor Relations
Luke Montgomery, CFA
SVP, Finance & Investor Relations
MultiPlan
866-909-7427
investor@multiplan.com
Shawna Gasik
AVP, Investor Relations
MultiPlan
866-909-7427
investor@multiplan.com
Media Relations
Pamela Walker
Senior Director, Marketing & Communications
MultiPlan
781-895-3118
press@multiplan.com


Forward Looking Statements
This press release includes statements that express our and our subsidiaries’ opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results and therefore are, or may be deemed to be, “forward-looking statements”. These forward-looking statements can generally be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “expects,” “seeks,” “projects,” “forecasts,” “intends,” “plans,” “may,” “will” or “should” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this press release, including the discussion of 2021 guidance and platform expansion, and these forward-looking statements reflect management’s expectations regarding our future growth, results of operations, operational and financial performance and business prospects and opportunities. Such forward-looking statements are based on available current market material and management’s expectations, beliefs and forecasts concerning future events impacting the business. Although we believe that these forward-looking statements are based on reasonable assumptions at the time they are made, you should be aware that many factors could affect our actual financial results, including: the impact from the COVID-19 pandemic and its related effects on our projected results of operations, financial performance or other financial metrics; loss of our customers, particularly our largest customers; decreases in our existing market share or the size of our Preferred Provider Organization networks; effects of competition; effects of pricing pressure; the inability of our customers to pay for our services; decreases in discounts from providers; the loss of our existing relationships with providers; the loss of key members of our management team; pressure to limit access to preferred provider networks; the ability to achieve the goals of our strategic plans and recognize the anticipated strategic, operational, growth and efficiency benefits when expected; our ability to identify, complete and successfully integrate acquisitions; changes in our industry; interruptions or security breaches of our information technology systems; our ability to protect proprietary applications; our inability to expand our network infrastructure; our ability to remediate any material weakness or maintain effective internal controls over financial reporting; changes in our regulatory environment, including healthcare law and regulations; the expansion of privacy and security laws; heightened enforcement activity by government agencies; our ability to pay interest and principal on our notes and other indebtedness; the possibility that we may be adversely affected by other political, economic, business, and/or competitive factors; other factors disclosed in our Securities and Exchange Commission (“SEC”) filings; and other factors beyond our control.
The forward-looking statements contained in this press release are based on our current expectations and beliefs concerning future developments and potential effects on our business. There can be no assurance that future developments affecting our business will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and our Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2021, including those under “Risk Factors” therein, and other documents filed or to be filed with the SEC by us. Should one or more of these risks or uncertainties materialize, or should any of the assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Forward-looking statements speak only as of the date made. We do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Non-GAAP Financial Measures
In addition to the financial measures prepared in accordance with generally accepted accounting principles in the United States (“GAAP”), this press release contains certain non-GAAP financial measures, including EBITDA, Adjusted EBITDA, Unlevered Free Cash Flow and Adjusted cash conversion ratio. A non-GAAP financial measure is generally defined as a numerical measure of a company’s financial or operating performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with GAAP.


EBITDA, Adjusted EBITDA, Unlevered Free Cash Flow and Adjusted cash conversion ratio are supplemental measures of MultiPlan’s performance that are not required by or presented in accordance with GAAP. These measures are not measurements of our financial or operating performance under GAAP, have limitations as analytical tools and should not be considered in isolation or as an alternative to net income (loss), cash flows or any other measures of performance prepared in accordance with GAAP.
EBITDA represents net income (loss) before interest expense, interest income, income tax provision (benefit), depreciation, amortization of intangible assets, and non-income taxes. Adjusted EBITDA is EBITDA as further adjusted by certain items as described in the table below.
In addition, in evaluating EBITDA and Adjusted EBITDA you should be aware that in the future, we may incur expenses similar to the adjustments in the presentation of EBITDA and Adjusted EBITDA. The presentation of EBITDA and Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. The calculations of EBITDA and Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. Based on our industry and debt financing experience, we believe that EBITDA and Adjusted EBITDA are customarily used by investors, analysts and other interested parties to provide useful information regarding a company’s ability to service and/or incur indebtedness.
We also believe that Adjusted EBITDA is useful to investors and analysts in assessing our operating performance during the periods these charges were incurred on a consistent basis with the periods during which these charges were not incurred. Both EBITDA and Adjusted EBITDA have limitations as analytical tools, and you should not consider either in isolation, or as a substitute for analysis of our results as reported under GAAP. Some of the limitations are:

•EBITDA and Adjusted EBITDA do not reflect changes in, or cash requirements for, our working capital needs;
•EBITDA and Adjusted EBITDA do not reflect interest expense, or the cash requirements necessary to service interest or principal payments on our debt;
•EBITDA and Adjusted EBITDA do not reflect our tax expense or the cash requirements to pay our taxes; and
•Although depreciation and amortization are non-cash charges, the tangible assets being depreciated will often have to be replaced in the future, and EBITDA and Adjusted EBITDA do not reflect any cash requirements for such replacements.
MultiPlan’s presentation of Adjusted EBITDA should not be construed as an inference that our future results and financial position will be unaffected by unusual items.
Unlevered Free Cash Flow is defined as net cash provided by (used in) operating activities less capital expenditures, plus cash interest paid, all as disclosed in the Statements of Cash Flows. Unlevered Free Cash Flow is a measure of our operational performance used by management to evaluate our business prior to the impact of our capital structure and after purchases of property and equipment. Unlevered Free Cash Flow should be considered in addition to, rather than as a substitute for, consolidated net income as a measure of our performance and net cash provided by operating activities as a measure of our liquidity. Additionally, MultiPlan's definition of Unlevered Free Cash Flow is limited, in that it does not represent residual cash flows available for discretionary expenditures, due to the fact that the measure does not deduct the payments required for debt service and other contractual obligations or payments made for business acquisitions.
Adjusted cash conversion ratio is defined as Unlevered Free Cash Flow divided by Adjusted EBITDA. MultiPlan believes that the presentation of the Adjusted cash conversion ratio provides useful information to investors because it is a financial performance measure that shows how much of its Adjusted EBITDA MultiPlan converts into Unlevered Free Cash Flow.


We have not reconciled the forward-looking Adjusted EBITDA guidance included above to the most directly comparable GAAP measure because this cannot be done without unreasonable effort due to the variability and low visibility with respect to certain costs, the most significant of which are incentive compensation (including stock-based compensation), transaction-related expenses (including expenses relating to the business combination), certain fair value measurements and costs related to the uncertainties caused by the global COVID-19 pandemic, which are potential adjustments to future earnings. We expect the variability of these items to have a potentially unpredictable, and a potentially significant, impact on our future GAAP financial results.



MULTIPLAN CORPORATION
Unaudited Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
September 30,
2021		December 31,
2020
Assets
Current assets:
Cash and cash equivalents$225,140 $126,755 
Trade accounts receivable, net66,559 63,198 
Prepaid expenses12,933 17,708 
Prepaid taxes38 — 
Other current assets, net1,512 1,193 
Total current assets306,182 208,854 
Property and equipment, net202,563 187,631 
Operating lease right-of-use assets26,829 31,339 
Goodwill4,364,705 4,257,336 
Other intangibles, net3,370,204 3,584,187 
Other assets8,310 14,231 
Total assets$8,278,793 $8,283,578 
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable$10,497 $15,261 
Accrued interest80,282 31,528 
Accrued taxes— 10,176 
Operating lease obligation, short-term6,881 6,439 
Accrued compensation41,475 21,843 
Other accrued expenses28,027 27,251 
Total current liabilities167,162 112,498 
Long-term debt4,893,255 4,578,488 
Operating lease obligation, long-term22,894 27,499 
Private Placement Warrants and unvested founder shares71,145 106,595 
Deferred income taxes768,824 900,633 
Other liabilities177 — 
Total liabilities5,923,457 5,725,713 
Commitments and contingencies (Note 6)
Shareholders’ equity:
Shareholder interests
Preferred stock, $0.0001 par value — 10,000,000 shares authorized; no shares issued——
Common stock, $0.0001 par value — 1,500,000,000 shares authorized; 665,311,105 and 664,183,318 issued; 645,847,578 and 655,075,355 shares outstanding67 66 
Additional paid-in capital2,308,344 2,530,410 
Retained earnings200,174 116,999 
Treasury stock — 19,463,527 and 9,107,963 shares(153,249)(89,610)
Total shareholders’ equity2,355,336 2,557,865 
Total liabilities and shareholders’ equity$8,278,793 $8,283,578 



MULTIPLAN CORPORATION
Unaudited Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)
(in thousands, except share and per share data)
Three Months Ended September 30,Nine Months Ended September 30,
2021202020212020
Revenues$288,212 $223,517 $819,348 $682,419 
Costs of services (exclusive of depreciation and amortization of intangible assets shown below)44,588 147,866 128,686 244,445 
General and administrative expenses38,221 176,380 110,144 234,147 
Depreciation15,783 15,262 48,956 44,903 
Amortization of intangible assets85,167 83,513 255,042 250,540 
Total expenses183,759 423,021 542,828 774,035 
Operating income (loss)104,453 (199,504)276,520 (91,616)
Interest expense67,512 82,275 195,233 259,290 
Interest income(8)(81)(19)(229)
Loss on extinguishment of debt15,823 — 15,823 — 
Loss (gain) on investments— 7,784 (25)7,784 
Change in fair value of Private Placement Warrants and unvested founder shares(76,636)— (35,451)— 
Net income (loss) before taxes97,762 (289,482)100,959 (358,461)
Provision (benefit) for income taxes19,565 (1,080)23,817 (11,219)
Net income (loss)78,197 (288,402)$77,142 $(347,242)
Weighted average shares outstanding – Basic1
652,520,691 415,700,000 654,414,644 415,700,000 
Weighted average shares outstanding – Diluted1
652,882,405 415,700,000 654,816,495 415,700,000 
Net income (loss) per share – Basic$0.12 $(0.69)$0.12 $(0.84)
Net income (loss) per share – Diluted$0.12 $(0.69)$0.12 $(0.84)
Comprehensive income (loss)78,197 (288,402)$77,142 $(347,242)
1 In accordance with the accounting guidance, the number of shares outstanding prior to the business combination of Polaris Parent Corp. and Churchill Capital Corp III (the “Transactions”) was 415,700,000, which represents the 10 historical shares of Polaris Parent Corp. multiplied by the exchange ratio established in the Transactions (41,570,000:1). At the date of the Transactions, the number of shares outstanding increased to 655,057,192. The increase represents the shares issued by Churchill Capital Corp III prior to the Transactions and the shares issued to PIPE investors at the time of the Transactions, net of shares redeemed and held in treasury upon closing.


MULTIPLAN CORPORATION
Unaudited Condensed Consolidated Statements of Cash Flows
(in thousands)

Nine Months Ended September 30,
20212020
Operating activities:
Net income (loss)$77,142 $(347,242)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation48,956 44,903 
Amortization of intangible assets255,042 250,540 
Amortization of the right-of-use asset5,306 6,537 
Stock-based compensation13,194 299,628 
Deferred income taxes(66,930)(34,359)
Non-cash interest costs9,500 12,450 
Loss on extinguishment of debt15,823 — 
Loss on equity investments— 7,784 
Loss on disposal of property and equipment2,366 77 
Change in fair value of Private Placement Warrants and unvested founder shares(35,451)— 
Changes in assets and liabilities, net of assets acquired and liabilities assumed from acquisitions:
Accounts receivable, net(480)23,198 
Prepaid expenses and other assets4,655 (34,280)
Prepaid taxes(38)2,130 
Operating lease obligation(4,962)(6,082)
Accounts payable and accrued expenses and other47,303 107,017 
Net cash provided by operating activities371,426 332,301 
Investing activities:
Purchases of property and equipment(57,198)(49,322)
Proceeds from sale of investment5,641 — 
Purchase of equity investments— (101,006)
HST Acquisition, net of cash acquired36 — 
DHP Acquisition, net of cash acquired(149,676)— 
Net cash used in investing activities(201,197)(150,328)
Financing activities:
Repayments of Term Loan G(2,341,000)— 
Issuance of Term Loan B1,298,951 — 
Issuance of 5.500% Senior Secured Notes1,034,597 — 
Taxes paid on settlement of vested share awards(3,312)— 
Borrowings on revolving credit facility— 98,000 
Repayment of revolving credit facility— (98,000)
Purchase of treasury stock(61,080)— 
Borrowings on finance leases, net— 9 
Net cash (used in) provided by financing activities(71,844)9 
Net increase in cash and cash equivalents98,385 181,982 
Cash and cash equivalents at beginning of period126,755 21,825 
Cash and cash equivalents at end of period$225,140 $203,807 
Noncash investing and financing activities:
Purchases of property and equipment not yet paid$6,160 $4,237 
Operating lease right-of-use assets obtained in exchange for operating lease liabilities$795 $10,158 
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest$(136,951)$(194,074)
Income taxes, net of refunds$(101,635)$(4,415)


MULTIPLAN CORPORATION
Calculation of EBITDA and Adjusted EBITDA

Three Months Ended September 30,Nine Months Ended September 30,
(in thousands)2021202020212020
Net income (loss)$78,197 $(288,402)$77,142 $(347,242)
Adjustments:
Interest expense67,512 82,275 195,233 259,290 
Interest income(8)(81)(19)(229)
Income tax provision (benefit)19,565 (1,080)23,817 (11,219)
Depreciation15,783 15,262 48,956 44,903 
Amortization of intangible assets85,167 83,513 255,042 250,540 
Non-income taxes105 415 1,107 1,335 
EBITDA$266,321 $(108,098)$601,278 $197,378 
Adjustments:
Other expenses1,685 297 2,396 566 
Integration expenses4,875 715 9,563 743 
Change in fair value of Private Placement Warrants and unvested founder shares(76,636)— (35,451)— 
Transaction-related expenses1,541 2,464 7,972 5,162 
Loss (gain) on investments— 7,784 (25)7,784 
Loss on extinguishment of debt15,823 — 15,823 — 
Stock-based compensation4,752 262,356 13,194 299,628 
Adjusted EBITDA$218,361 $165,518 $614,750 $511,261 


Calculation of Unlevered Free Cash Flow and Adjusted Cash Conversion Ratio

Three Months Ended September 30,Nine Months Ended September 30,
(in thousands)2021202020212020
Net cash provided by operating activities$167,037 $140,434 $371,426 $332,301 
Purchases of property and equipment(20,411)(14,456)(57,198)(49,322)
Interest paid13,836 26,238 136,951 194,074 
Unlevered Free Cash Flow$160,462 152,216 $451,179 $477,053 
Adjusted EBITDA$218,361 $165,518 $614,750 $511,261 
Adjusted Cash Conversion Ratio73 %92 %73 %93 %
Net cash used in investing activities(20,347)(115,462)(201,197)(150,328)
Net cash (used in) provided by financing activities(69,521)(25)(71,844)9