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Financials : Capital Markets | Small Cap Blend
Company profile

Artisan Partners Asset Management Inc. is an investment management company. The Company provides a range of United States, non-United States and global investment strategies, each of which is managed by one of its investment teams. The Company provides a range of investment strategies across multiple asset classes and investment styles, which are offered through various investment vehicles. The Company offers its investment management services primarily to institutions and through intermediaries that operate with institutional-like decision-making processes and have long-term investment horizons. The Company provides investment management services to separate accounts and pooled investment vehicles. The Company's Investment securities consist of nonconsolidated investments in shares of Artisan Funds, Artisan Global Funds, and Artisan Private Funds.

Closing Price
$29.27
Day's Change
-0.24 (-0.81%)
Bid
--
Ask
--
B/A Size
--
Day's High
30.08
Day's Low
29.24
Volume
(Above Average)
Volume:
534,747

10-day average volume:
475,080
534,747

Evolent Health Announces Second Quarter 2022 Results

4:10 pm ET August 2, 2022 (PR Newswire) Print

Announces Four Operating Partner Additions

Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, today announced financial results for the quarter ended June 30, 2022.

Highlights from the second quarter of 2022 announcement include:

Quarter ended June 30, 2022:

-- Revenue of $319.9 million, an increase of $97.9 million, or 44.1%, from the three months ended June 30, 2021.

-- Net loss attributable to common shareholders of Evolent Health, Inc. of $4.6 million resulting in a net loss margin of (1.43)%.

-- Achieved Adjusted EBITDA of $21.7 million resulting in an Adjusted EBITDA margin of 6.8%.

-- Total Lives on Platform of 21.9 million as of June 30, 2022, composed of 2.1 million Evolent Health Services Lives on Platform and 19.8 million Clinical Solutions Lives on Platform.

Also today, Evolent announced the following partnership additions:

-- Molina Healthcare will launch New Century Oncology Performance Suite for their Medicaid, Medicare, and Marketplace membership, initially in three states by the end of 2022.

-- Evolent Health Services will provide quality and care gap technology services Medicare Advantage and Commercial Exchange lines of business for a major midwestern Blue Cross Blue Shield plan.

Seth Blackley, Chief Executive Officer, and Co-Founder of Evolent Health stated, "Evolent's strong financial results for the second quarter as well as on a year-to-date basis clearly demonstrate that our team is creating value for our shareholders, clients, patients and employees. Our financials reflect both an increasing number of successful partnerships with our payer and provider clients as well as deeper and broader relationships across our solutions. This year, we have added 10 new operating partnerships in 2022, already exceeding our annual goal of 6-to-8 additions for the second year in a row.

Mr. Blackley continued, "In addition to strong financial performance this quarter, yesterday we closed the acquisition of IPG, announced on June 28. This transaction marks a significant step in Evolent's goal to be a go-to partner with a deep and highly integrated specialty value-based care platform."

Financial Results of Evolent Health, Inc.

In our earnings releases, prepared remarks, conference calls, slide presentations and webcasts, we may use or discuss non-GAAP financial measures. Definitions of the non-GAAP financial measures, as well as reconciliations of non-GAAP financial measures to the most directly comparable GAAP financial measures are included in this earnings release. See Financial Statement Presentation and Non-GAAP Financial Measures for more information.

Reported Results

Evolent Health, Inc. reported the following results in accordance with U.S. generally accepted accounting principles ("GAAP"):

-- Revenue of $319.9 million and $222.1 million for the three months ended June 30, 2022 and 2021, respectively.

-- Cost of revenue of $249.7 million and $172.1 million for the three months ended June 30, 2022 and 2021, respectively.

-- Selling, general and administrative expenses of $59.0 million and $42.7 million for the three months ended June 30, 2022 and 2021, respectively.

-- Net loss attributable to common shareholders of Evolent Health, Inc. of $(4.6) million and $(9.1) million for the three months ended June 30, 2022 and 2021, respectively.

-- Net loss margin of (1.4)% and (4.1)% for the three months ended June 30, 2022 and 2021, respectively.

-- Loss attributable to common shareholders of Evolent Health, Inc., per basic and diluted share, of $(0.05) and $(0.11) for the three months ended June 30, 2022 and 2021, respectively.

Segment Highlights: Clinical Solutions

-- Revenue of $227.6 million, up 54.6%, from $147.2 million from the three months ended June 30, 2021.

-- Adjusted EBITDA of $13.5 million and $13.6 million for the three months ended June 30, 2022 and 2021, respectively.

-- Adjusted EBITDA margin of 5.9% and 9.2% for the three months ended June 30, 2022 and 2021, respectively.

-- Clinical Solutions Lives on Platform in our Performance suite was 2.5 million with a quarterly Clinical Solutions Performance suite Average PMPM of $34.58 and in our New Century Health Technology and Services suite Lives on Platform was 17.3 million with a quarterly New Century Health Technology and Services suite Average PMPM of $0.36 as of June 30, 2022.

Segment Highlights: Evolent Health Services

-- Revenue of $92.3 million, up 23.3%, from $74.9 million from the three months ended June 30, 2021.

-- Adjusted EBITDA of $15.1 million and $6.5 million for the three months ended June 30, 2022 and 2021, respectively.

-- Adjusted EBITDA margin of 16.3% and 8.7% for the three months ended June 30, 2022 and 2021, respectively.

-- Evolent Health Services Lives on Platform was 2.1 million with a quarterly Evolent Health Services Average PMPM of $14.58 as of June 30, 2022.

Total cash and cash equivalents was $193.1 million as of June 30, 2022.

Adjusted Results

-- Adjusted cost of revenue of $248.5 million and $171.1 million for the three months ended June 30, 2022 and 2021, respectively.

-- Adjusted selling, general and administrative expenses of $49.7 million and $37.6 million for the three months ended June 30, 2022 and 2021, respectively.

-- Adjusted EBITDA of $21.7 million and $13.3 million for the three months ended June 30, 2022 and 2021, respectively.

-- Adjusted EBITDA margin of 6.8% and 6.0% for the three months ended June 30, 2022 and 2021, respectively.

-- Adjusted income (loss) attributable to common shareholders of $9.4 million and $(1.9) million for the three months ended June 30, 2022 and 2021, respectively.

-- Adjusted income (loss) per share attributable to common shareholders of $0.10 and $(0.02) for the three months ended June 30, 2022 and 2021, respectively.

Business Outlook

The guidance numbers below reflect the estimated impact of the acquisition of IPG from the date of close.

Third Quarter 2022 Guidance

For the three months ending September 30, 2022, revenue is expected to be in the range of approximately $343.0 million to $363.0 million. Adjusted EBITDA is expected to be in the range of approximately $24.0 million to $29.0 million.

Full Year 2022 Guidance

Revenue for the year ending December 31, 2022 is expected to be in the range of approximately $1.32 billion to $1.36 billion. Adjusted EBITDA is expected to be in the range of approximately $95.0 million to $105.0 million.

This "Business Outlook" section contains forward-looking statements, and actual results may differ materially. Factors that may cause actual results to differ materially from our current expectations are set forth below in "Forward Looking Statements - Cautionary Language" and Evolent Health, Inc.'s filings with the Securities and Exchange Commission ("SEC").

Additional Outlook Information

Cash deployed for software development is expected to be in the range of $30 million - $35 million for the year ended December 31, 2022.

Web and Conference Call Information

As previously announced, Evolent Health, Inc. will hold a conference call to discuss its second quarter performance this evening, August 2, 2022, at 5:00 p.m., Eastern Time. To listen to a live broadcast via the internet and view the accompanying materials, please visit the Company's Investor Relations website at http://ir.evolenthealth.com. To participate by telephone, dial 855.940.9467 or 412.317.6034 for international callers, and ask to join the "Evolent Health call." Participants are advised to dial in at least fifteen minutes prior to the call to register. The call will be archived on the company's website for one week and will be available beginning later this evening. Evolent Health invites all interested parties to attend the conference call.

https://mma.prnewswire.com/media/473042/Evolent_Health_Logo.jpg

About Evolent Health

Evolent Health (NYSE: EVH) delivers proven clinical and administrative solutions that improve whole-person health while making health care simpler and more affordable. Our solutions encompass total cost of care management, specialty care management, and administrative simplification. Evolent serves a national base of leading payers and providers, is the first company to receive the National Committee for Quality Assurance's Population Health Program Accreditation, and is consistently recognized as a top place to work in health care nationally. Learn more about how Evolent is changing the way health care is delivered by visiting evolenthealth.com.

Contacts:

Seth Frank Investor Relations sfrank@evolenthealth.com

Non-GAAP Financial Measures

In addition to disclosing financial results that are determined in accordance with GAAP, we present and discuss Adjusted Cost of Revenue, Adjusted Selling, General and Administrative Expenses, Adjusted Depreciation and Amortization Expenses, Adjusted Total Operating Expenses, Adjusted Operating Income (Loss), Adjusted EBITDA, Adjusted Earnings (Loss) Available to Common Shareholders and Adjusted Earnings (Loss) per Share Available to Common Shareholders, which are all non-GAAP financial measures, as supplemental measures to help investors evaluate our fundamental operational performance.

Adjusted Cost of Revenue and Adjusted Selling, General and Administrative Expenses are defined as cost of revenue and selling, general and administrative expenses, respectively, adjusted to exclude the impact of stock-based compensation expenses, severance costs, amortization of contract cost assets recorded as a result of a one-time ASC 606 transition adjustment, acquisition-related costs related to acquisitions and business combinations, securities offerings, discontinued operations, strategy and shareholder advisory services and certain one-time adjustments. Management uses Adjusted Cost of Revenue and Adjusted Selling, General and Administrative Expenses as supplemental performance measures, which are also useful to investors, because they facilitate an understanding of our long-term operational costs while removing the effect of costs that are not expected to reoccur frequently (e.g. acquisition-related costs) and non-cash (e.g. stock-based compensation expenses) in nature. Additionally, these supplemental performance measures facilitate understanding a breakdown of our Adjusted Total Operating Expenses. Adjustments for acquisition-related costs incurred generally represent professional service fees and direct expenses related to acquisitions. Because we do not acquire businesses on a predictable cycle, we do not consider the amount of acquisition-related costs to be a representative component of the day-to-day operating performance of our business.

Adjusted Depreciation and Amortization Expenses is defined as depreciation and amortization expenses adjusted to exclude the impact of amortization expenses related to intangible assets acquired through asset acquisitions and business combinations. Management uses Adjusted Depreciation and Amortization Expenses as a supplemental performance measure because it reflects a complete view of the operational results. The measure is also useful to investors because it facilitates understanding a breakdown of our Adjusted Total Operating Expenses.

Adjusted Total Operating Expenses is defined as the sum of Adjusted Cost of Revenue, Adjusted Selling, General and Administrative Expenses and Adjusted Depreciation and Amortization Expenses, and reflects the adjustments made in those non-GAAP measures. Adjusted Total Operating Expenses is further adjusted to exclude the impact of (gain) loss on disposal of assets and items arising from acquisitions and business combinations, such as changes in fair value of contingent consideration.

Adjusted Operating Income (Loss) is defined as Adjusted Revenue less Adjusted Total Operating Expenses, and reflects the adjustments made in those non-GAAP measures. Management uses Adjusted Total Operating Expenses and Adjusted Operating Income (Loss) because the removal of acquisition costs, one-time or non-cash items (e.g. depreciation, amortization and stock-based compensation expenses) allows us to focus on operational performance, and believes these measures are useful to investors because they give investors insight into our core operating performance.

Adjusted EBITDA is defined as net loss attributable to common shareholders of Evolent Health, Inc. before interest income, interest expense, provision (benefit) for income taxes, depreciation and amortization expenses, adjusted to exclude gain on transfer of membership, loss on repayment of debt, gain from equity method investees, changes in fair value of contingent consideration, other income (expense), net, repositioning costs, stock-based compensation expense, severance costs, amortization of contract cost assets, strategy and shareholder advisory services, acquisition-related costs and gain from discontinued operations.

Management uses Adjusted EBITDA as a supplemental performance measure because the removal of acquisition-related costs, one-time or non-cash items (e.g. depreciation, amortization and stock-based compensation expenses) allows us to focus on operational performance. We believe that this measure is also useful to investors because it allows further insight into the period over period operational performance in a manner that is comparable to other organizations in our industry and in the market in general.

Adjusted EBITDA Margin is as defined Adjusted EBITDA divided by Revenue. Management uses Adjusted EBITDA margin as a supplemental performance measure because it allows the investor to understand operational performance compared to revenues over time. We believe that this measure is also useful to investors because it allows further insight into the period over period operational performance in a manner that is comparable to other organizations in our industry and in the market in general.

Adjusted Earnings (Loss) Available to Common Shareholders is defined as net loss attributable to common shareholders of Evolent Health, Inc. adjusted to exclude gain from equity method investees, other income (expense), net, gain on transfer of membership, loss on repayment of debt, changes in fair value of contingent consideration, purchase accounting adjustments, repositioning costs, stock-based compensation expenses, severance costs, amortization of contract cost assets recorded as a result of a one-time ASC 606 transition adjustment, gain from discontinued operations, strategy and shareholder advisory services and acquisition-related costs.

Adjusted Earnings (Loss) per Share Available to Common Shareholders is defined as Adjusted Earnings (Loss) Available to Common Shareholders divided by Weighted-Average Common Shares, and reflects the adjustments made in those non-GAAP measures.

Management uses Adjusted Earnings (Loss) Available to Common Shareholders and Adjusted Earnings (Loss) per Share Available to Common Shareholders because excluding non-cash items (e.g. depreciation, amortization and stock-based compensation expenses) allows us to focus on operational performance. We believe that these measures are also useful to investors for the same reason.

These adjusted measures do not represent and should not be considered as alternatives to GAAP measurements, and our calculations thereof may not be comparable to similarly entitled measures reported by other companies. A reconciliation of these adjusted measures to their most comparable GAAP financial measures is presented in the tables below. We believe these measures are useful across time in evaluating our fundamental core operating performance.

Lives on Platform and Per Member Per Month ("PMPM") Fee

Total Lives on Platform are calculated by summing our Evolent Health Services Lives on Platform and our Clinical Solutions Lives on Platform. Evolent Health Services Lives on Platform are calculated by summing members on our value-based care and comprehensive health plan administrative platform. Clinical Solutions Lives on Platform are calculated by summing the Clinical Solutions Lives on Platform in our Performance suite and New Century Health Technology and Services suite Lives on Platform. Clinical Solutions Lives on Platform in our Performance suite are calculated by summing members covered for oncology specialty care services and members covered for cardiology specialty care services for contracts not under ASO arrangements. New Century Health Technology and Services suite Lives on Platform are calculated by summing members covered for oncology specialty care services, members covered for cardiology specialty care services and members covered for advance care planning services for contracts under ASO arrangements. Members covered for more than one category are counted in each category.

Evolent Health Services average per member per month ("PMPM") fee is defined as platform and operations revenue pertaining to the Evolent Health Services segment during the period reported divided by the average of the beginning and ending Evolent Health Services segment membership during the period reported divided by the number of months in the period. Clinical Solutions Performance suite Average PMPM fee is defined as platform and operations services revenue pertaining to our Clinical Solutions Performance suite during the period reported divided by the average of the beginning and ending Clinical Solutions Performance suite membership during the period reported divided by the number of months in the period. New Century Health Technology and Services suite Average PMPM fee is defined as platform and operations revenue pertaining to the New Century Health Technology and Services suite during the period reported divided by the average of the beginning and ending New Century Health Technology and Services suite membership during the period reported divided by the number of months in the period.

Management uses lives on platform and PMPM fees because we believe that they provide insight into the unit economics of our services. We believe that these measures are also useful to investors because they allow further insight into the period over period operational performance. We believe that these measures are also useful to investors because they allow further insight into the period over period operational performance.

Evolent Health, Inc.
Consolidated Statements of Operations and Comprehensive Income (Loss)
(unaudited, in thousands, except per share data)
                                                                                                 For the Three Months                  For the Six Months
                                                                                                 Ended June 30,                        Ended June 30,
                                                                                                 2022               2021               2022               2021
Revenue(1)                                                                                       $      319,939     $      222,057     $      616,996     $      437,128
Expenses
Cost of revenue (exclusive of depreciation and amortization expenses presented separately below) 249,705            172,113            469,444            329,945
Selling, general and administrative expenses                                                     58,955             42,699             117,887            101,290
Depreciation and amortization expenses                                                           15,112             14,916             30,218             30,103
Change in fair value of contingent consideration                                                 800                --                 6,878              (594)
Total operating expenses                                                                         324,572            229,728            624,427            460,744
Operating loss                                                                                   (4,633)            (7,671)            (7,431)            (23,616)
Interest income                                                                                  223                68                 340                191
Interest expense                                                                                 (2,148)            (6,274)            (4,389)            (12,611)
Gain from equity method investees                                                                1,952              4,879              2,548              12,662
Gain on transfer of membership                                                                   --                 --                 --                 22,969
Loss on repayment of debt                                                                        --                 --                 --                 (19,158)
Other income (expense), net                                                                      297                (18)               475                (32)
Loss from continuing operations before income taxes                                              (4,309)            (9,016)            (8,457)            (19,595)
Provision for (benefit from) income taxes                                                        (184)              91                 1,018              702
Loss from continuing operations                                                                  (4,125)            (9,107)            (9,475)            (20,297)
Income (loss) from discontinued operations, net of tax (1)                                       (463)              --                 (463)              1,383
Net loss attributable to common shareholders of Evolent Health, Inc.                             $        (4,588)   $        (9,107)   $        (9,938)   $       (18,914)
Loss per common share
Basic and diluted
Continuing operations                                                                            $          (0.05)  $          (0.11)  $          (0.11)  $          (0.24)
Discontinued operations                                                                          --                 --                 --                 0.02
Basic and diluted loss per share attributable to common shareholders of Evolent Health, Inc.     $          (0.05)  $          (0.11)  $          (0.11)  $          (0.22)
Weighted-average common shares outstanding
Basic and diluted                                                                                90,071             85,448             89,792             85,056
Comprehensive loss
Net loss                                                                                         $        (4,588)   $        (9,107)   $        (9,938)   $       (18,914)
Other comprehensive loss, net of taxes, related to:
Foreign currency translation adjustment                                                          (288)              (58)               (420)              (89)
Total comprehensive loss attributable to common shareholders of Evolent Health, Inc.             $        (4,876)   $        (9,165)   $       (10,358)   $       (19,003
----------------
(1)      Includes $(0.5) million loss on disposal of discontinued operations for the three and six months ended June 30, 2022 and $1.9 million gain on disposal of discontinued operations for the six months ended June 30, 2021, respectively.
Evolent Health, Inc.
Condensed Consolidated Balance Sheets
(in thousands, unaudited)
                                           June 30,      December 31,
                                           2022          2021
Cash and cash equivalents                  $    193,070  $          266,280
Restricted cash and restricted investments 87,363        88,662
Total current assets                       423,145       523,960
Intangible assets, net                     264,846       279,784
Goodwill                                   426,228       426,297
Total assets                               1,303,912     1,419,458
Accounts payable                           96,565        96,084
Accrued liabilities                        75,846        107,241
Debt, net of discount                      283,138       215,676
Total liabilities                          690,824       725,825
Total shareholders' equity                 613,088       693,633
Total liabilities and shareholders' equity 1,303,912     1,419,458
Evolent Health, Inc.
Condensed Consolidated Statements of Cash Flows
(in thousands, unaudited)
                                                                            For the Six Months
                                                                            Ended June 30,
                                                                            2022              2021
Net cash and restricted cash used in continuing operations
Net cash and restricted cash used in operating activities                   $     (43,778)    $     (72,410)
Net cash and restricted cash provided by investing activities               330               40,380
Net cash and restricted cash used in financing activities                   (30,686)          (91,087)
Effect of exchange rate on cash and cash equivalents and restricted cash    (375)             (54)
Net decrease in cash and cash equivalents and restricted cash               (74,509)          (123,171)
Cash and cash equivalents and restricted cash as of beginning-of-period (1) 354,942           361,581
Cash and cash equivalents and restricted cash as of end-of-period (1)       $    280,433      $    238,410
Net cash and restricted cash provided by (used in) discontinued operations
Cash flows provided by operating activities                                 $             --  $        5,002
Cash flows used in investing activities                                     --                (2,494)
----------------
(1)      As a result of the closing of the sale of True Health during the first quarter of 2021, the consolidated statement of operations and related financial information reflect the Company's operations and assets and liabilities of True Health as discontinued operations. Cash flows and comprehensive income have not been adjusted and are included in the consolidated statements of cash flows and consolidated statements of comprehensive income (loss) for the six months ended June 30, 2021.
Evolent Health, Inc.
Reconciliation of Adjusted Results of Operations
(in thousands, unaudited)
                                                                                                     For the Three Months Ended June 30, 2022                     For the Three Months Ended June 30, 2021                     Evolent Health, Inc.        Evolent Health, Inc.
                                                                                                                                                                                                                               as Reported                 as Adjusted
                                                                                                     Evolent                                    Evolent           Evolent                                    Evolent
                                                                                                     Health, Inc.                               Health, Inc.      Health, Inc.                               Health, Inc.      Change Over Prior Period    Change Over Prior Period
                                                                                                     as Reported        Adjustments             as Adjusted       as Reported        Adjustments             as Adjusted       $                 %         $                 %
Revenue                                                                                              $      319,939     $                   --  $      319,939    $      222,057     $                   --  $      222,057    $        97,882   44.1 %    $        97,882   44.1 %
Expenses
Cost of revenue (exclusive of depreciation and amortization expenses presented separately below) (1) 249,705            (1,186)                 248,519           172,113            (973)                   171,140           77,592            45.1 %    77,379            45.2 %
Selling, general and administrative expenses (2)                                                     58,955             (9,273)                 49,682            42,699             (5,126)                 37,573            16,256            38.1 %    12,109            32.2 %
Depreciation and amortization expenses (3)                                                           15,112             (4,562)                 10,550            14,916             (5,937)                 8,979             196               1.3 %     1,571             17.5 %
Change in fair value of contingent consideration                                                     800                (800)                   --                --                 --                      --                800               100 %     --                -- %
Total operating expenses                                                                             324,572            (15,821)                308,751           229,728            (12,036)                217,692           94,844            41.3 %    91,059            41.8 %
Operating income (loss)                                                                              $         (4,633)  $           15,821      $        11,188   $         (7,671)  $           12,036      $          4,365  $          3,038  39.6 %    $          6,823  156.3 %
Total operating expenses as a percentage of total revenue                                            101.4 %                                    96.5 %            103.5 %                                    98.0 %
--------
(1)  Adjustments to cost of revenue include $1.2 million and $0.9 million in stock-based compensation expense for the three months ended June 30, 2022 and 2021, respectively, and $0.2 million related to the amortization of contract cost assets recorded as a result of the one-time ASC 606 transition adjustment for the three months ended June 30, 2021.
(2)  Adjustments to selling, general and administrative expenses include $5.9 million and $2.8 million in stock-based compensation expense and $3.4 million and $0.1 million of acquisition-related costs resulting from acquisitions and business combinations for the three months ended June 30, 2022 and 2021, respectively. Adjustments for the three months ended June 30, 2021 include $0.7 million of repositioning costs and $1.5 million of strategy and shareholder advisory expenses.
(3)  Adjustments to depreciation and amortization expenses of approximately $4.6 million and $5.9 million for the three months ended June 30, 2022 and 2021, respectively, relate to amortization of intangible assets acquired via asset acquisitions and business combinations.
                                                                                                     For the Six Months Ended June 30, 2022                       For the Six Months Ended June 30, 2021                      Evolent Health, Inc.          Evolent Health, Inc.
                                                                                                                                                                                                                              as Reported                   as Adjusted
                                                                                                     Evolent                                    Evolent           Evolent                                   Evolent
                                                                                                     Health, Inc.                               Health, Inc.      Health, Inc.                              Health, Inc.      Change Over Prior Period      Change Over Prior Period
                                                                                                     as Reported        Adjustments             as Adjusted       as Reported       Adjustments             as Adjusted       $                %            $                %
Revenue                                                                                              $      616,996     $                   --  $      616,996    $      437,128    $                   --  $      437,128    $      179,868   41.1 %       $      179,868   41.1 %
Expenses
Cost of revenue (exclusive of depreciation and amortization expenses presented separately below) (1) 469,444            (2,380)                 467,064           329,945           (1,662)                 328,283           139,499          42.3 %       138,781          42.3 %
Selling, general and administrative expenses (2)                                                     117,887            (13,948)                103,939           101,290           (20,696)                80,594            16,597           16.4 %       23,345           29.0 %
Depreciation and amortization expenses (3)                                                           30,218             (9,131)                 21,087            30,103            (11,843)                18,260            115              0.4 %        2,827            15.5 %
Change in fair value of contingent consideration                                                     6,878              (6,878)                 --                (594)             594                     --                7,472            (1,257.9) %  --               -- %
Total operating expenses                                                                             624,427            (32,337)                592,090           460,744           (33,607)                427,137           163,683          35.5 %       164,953          38.6 %
Operating income (loss)                                                                              $         (7,431)  $           32,337      $        24,906   $       (23,616)  $           33,607      $          9,991  $        16,185  68.5 %       $        14,915  149.3 %
Total operating expenses as a percentage of total revenue                                            101.2 %                                    96.0 %            105.4 %                                   97.7 %
--------
(1)  Adjustments to cost of revenue include $2.0 million and $1.5 million in stock-based compensation expense, $0.4 million and $0.2 million related to the amortization of contract cost assets recorded as a result of the one-time ASC 606 transition adjustment for the six months ended June 30, 2022 and 2021, respectively.
(2)  Adjustments to selling, general and administrative expenses include $10.4 million and $5.9 million in stock-based compensation expense and $3.6 million and $2.1 million of acquisition-related costs resulting from acquisitions and business combinations for the six months ended June 30, 2022 and 2021, respectively. Adjustments for the six months ended June 30, 2021 include $6.0 million of repositioning costs and $6.5 million of strategy and shareholder advisory expenses.
(3)  Adjustments to depreciation and amortization expenses of approximately $9.1 million and $11.8 million for the six months ended June 30, 2022 and 2021, respectively, relate to amortization of intangible assets acquired via asset acquisitions and business combinations.
Evolent Health, Inc.
Segment Results
(in thousands, unaudited)
                Evolent          Clinical        Intersegment              Subtotal             Corporate (1)          Consolidated
                Health           Solutions       Eliminations                                                          Total
                Services
Revenue
For the Three Months Ended June 30, 2022
Total revenue   $       92,796   $     227,603   $                  (460)  $        319,939     $                  --  $           319,939
For the Three Months Ended June 30, 2021
Total revenue   $       75,323   $     147,194   $                  (460)  $        222,057     $                  --  $           222,057
                Evolent          Clinical        Subtotal                  Corporate (1)        Consolidated
                Health           Solutions                                                      Total
                Services
For the Three Months Ended June 30, 2022
Adjusted EBITDA $       15,129   $       13,492  $             28,621      $           (6,882)  $          21,739
For the Three Months Ended June 30, 2021
Adjusted EBITDA $         6,531  $       13,597  $             20,128      $           (6,782)  $          13,346
                Evolent          Clinical        Intersegment              Subtotal             Corporate (1)          Consolidated
                Health           Solutions       Eliminations                                                          Total
                Services
Revenue
For the Six Months Ended June 30, 2022
Total revenue   $     200,114    $     417,802   $                  (920)  $        616,996     $                  --  $           616,996
For the Six Months Ended June 30, 2021
Total revenue   $     160,609    $     277,417   $                  (898)  $        437,128     $                  --  $           437,128
                Evolent          Clinical        Subtotal                  Corporate (1)        Consolidated
                Health           Solutions                                                      Total
                Services
For the Six Months Ended June 30, 2022
Adjusted EBITDA $       23,346   $       35,688  $             59,034      $         (13,040)   $          45,994
For the Six Months Ended June 30, 2021
Adjusted EBITDA $       12,473   $       29,573  $             42,046      $         (13,793)   $          28,253
----------------
(1)      Corporate includes various finance, human resources, legal, executive and other corporate infrastructure expenses.
Evolent Health, Inc.
Reconciliation of Adjusted EBITDA to Net Loss
Attributable to Common Shareholders of Evolent Health, Inc.
(in thousands, except per share data)
(unaudited)
                                                                     For the Three Months    For the Six Months
                                                                     Ended June 30,          Ended June 30,
                                                                     2022        2021        2022        2021
Net loss attributable to common shareholders of Evolent Health, Inc. $  (4,588)  $  (9,107)  $  (9,938)  $ (18,914)
Net loss margin                                                      (1.4) %     (4.1) %     (1.6) %     (4.3) %
Less:
Interest income                                                      223         68          340         191
Interest expense                                                     (2,148)     (6,274)     (4,389)     (12,611)
Benefit from (provision for) income taxes                            184         (91)        (1,018)     (702)
Depreciation and amortization expenses                               (15,112)    (14,916)    (30,218)    (30,103)
Gain on transfer of membership                                       --          --          --          22,969
Loss on repayment of debt                                            --          --          --          (19,158)
Gain from equity method investees                                    1,952       4,879       2,548       12,662
Change in fair value of contingent consideration                     (800)       --          (6,878)     594
Other income (expense), net                                          297         (18)        475         (32)
Repositioning costs                                                  --          (663)       --          (6,043)
Stock-based compensation expense                                     (7,012)     (3,653)     (12,358)    (7,359)
Severance costs                                                      --          --          (39)        (52)
Amortization of contract cost assets                                 (27)        (196)       (54)        (323)
Strategy and shareholder advisory expenses                           --          (1,513)     --          (6,513)
Acquisition-related costs                                            (3,421)     (76)        (3,878)     (2,070)
Gain (loss) from discontinued operations (1)                         (463)       --          (463)       1,383
Adjusted EBITDA                                                      $ 21,739    $ 13,346    $ 45,994    $ 28,253
Adjusted EBITDA margin                                               6.8 %       6.0 %       7.5 %       6.5 %
----------------
(1)      Includes $(0.5) million loss on disposal of discontinued operations for the three and six months ended June 30, 2022 and $1.9 million gain on disposal of discontinued operations for the six months ended June 30, 2021, respectively.
Evolent Health, Inc.
Reconciliation of Adjusted EBITDA to Net Income (Loss)
Attributable to Common Shareholders of Evolent Health, Inc.
(in thousands, except per share data)
(unaudited)
                                                                     Evolent Health         Clinical                Corporate
                                                                     Services
                                                                     For the Three Months   For the Three Months    For the Three Months
                                                                     Ended June 30,         Ended June 30,          Ended June 30,
                                                                     2022       2021        2022         2021       2022           2021
Net loss attributable to common shareholders of Evolent Health, Inc. $   6,243  $  (4,914)  $     (118)  $   8,131  $   (10,713)   $   (12,324)
Net income margin                                                    6.8 %      (6.5) %     (0.1) %      5.5 %
Less:
Interest income                                                      --         --          --           --         223            68
Interest expense                                                     --         --          --           --         (2,148)        (6,274)
Benefit from (provision for) income taxes                            --         --          --           --         184            (91)
Depreciation and amortization expenses                               (7,566)    (10,679)    (7,546)      (4,237)    --             --
Gain from equity method investees                                    --         --          --           --         1,952          4,879
Change in fair value of contingent consideration                     --         --          --           --         (800)          --
Other income (expense), net                                          --         --          --           --         297            (18)
Repositioning costs                                                  --         --          --           --         --             (663)
Stock-based compensation expense                                     (1,304)    (570)       (2,652)      (1,229)    (3,056)        (1,854)
Amortization of contract cost assets                                 (16)       (196)       --           --         (11)           --
Strategy and shareholder advisory expenses                           --         --          --           --         --             (1,513)
Acquisition-related costs                                            --         --          (3,412)      --         (9)            (76)
Loss from discontinued operations                                    --         --          --           --         (463)          --
Adjusted EBITDA                                                      $ 15,129   $   6,531   $ 13,492     $ 13,597   $     (6,882)  $     (6,782)
Adjusted EBITDA margin                                               16.4 %     8.7 %       5.9 %        9.2 %
Evolent Health, Inc.
Reconciliation of Adjusted EBITDA to Net Loss
Attributable to Common Shareholders of Evolent Health, Inc.
(in thousands, except per share data)
(unaudited)
                                                                              Evolent Health         Clinical            Corporate
                                                                              Services
                                                                              For the Six Months     For the Six Months  For the Six Months
                                                                              Ended June 30,         Ended June 30,      Ended June 30,
                                                                              2022       2021        2022      2021      2022          2021
Net income (loss) attributable to common shareholders of Evolent Health, Inc. $   4,000  $ (12,895)  $ 14,334  $ 21,586  $   (28,271)  $   (27,605)
Net income margin                                                             2.0 %      (8.1) %     3.4 %     7.8 %
Less:
Interest income                                                               --         --          --        --        340           191
Interest expense                                                              --         --          --        --        (4,389)       (12,611)
Provision for income taxes                                                    --         --          --        --        (1,018)       (702)
Depreciation and amortization expenses                                        (17,190)   (23,811)    (13,028)  (6,292)   --            --
Gain from equity method investees                                             --         --          --        --        2,548         12,662
Gain on transfer of membership                                                --         --          --        --        --            22,969
Change in fair value of contingent consideration                              --         --          --        --        (6,878)       594
Other income (expense), net                                                   --         --          --        --        475           (32)
Loss on repayment of debt                                                     --         --          --        --        --            (19,158)
Repositioning costs                                                           --         --          --        --        --            (6,043)
Stock-based compensation expense                                              (2,124)    (1,234)     (4,449)   (1,695)   (5,785)       (4,430)
Severance costs                                                               --         --          --        --        (39)          (52)
Amortization of contract cost assets                                          (32)       (323)       --        --        (22)          --
Strategy and shareholder advisory expenses                                    --         --          --        --        --            (6,513)
Acquisition-related costs                                                     --         --          (3,877)   --        --            (2,070)
Gain (loss) from discontinued operations                                      --         --          --        --        (463)         1,383
Adjusted EBITDA                                                               $ 23,346   $ 12,473    $ 35,688  $ 29,573  $   (13,040)  $   (13,793)
Adjusted EBITDA margin                                                        11.7 %     7.8 %       8.5 %     10.7 %
Evolent Health, Inc.
Reconciliation of Adjusted Earnings (Loss) Available to Common
Shareholders to Net Loss Attributable to Common Shareholders
(in thousands, except per share data)
(unaudited)
                                                                               For the Three Months            For the Six Months
                                                                               Ended June 30,                  Ended June 30,
                                                                               2022            2021            2022            2021
Net Loss Attributable to Common Shareholders of Evolent Health, Inc. (a)       $     (4,588)   $     (9,107)   $     (9,938)   $   (18,914)
Less:
Gain from equity method investees                                              1,952           4,879           2,548           12,662
Other expense, net                                                             297             (18)            475             (32)
Gain on transfer of membership                                                 --              --              --              22,969
Loss on repayment of debt                                                      --              --              --              (19,158)
Change in fair value of contingent consideration                               (800)           --              (6,878)         594
Purchase accounting adjustments                                                (4,562)         (5,937)         (9,131)         (11,843)
Repositioning costs                                                            --              (663)           --              (6,043)
Stock-based compensation expense                                               (7,012)         (3,653)         (12,358)        (7,359)
Severance costs                                                                --              --              (39)            (52)
Amortization of contract cost assets                                           (27)            (196)           (54)            (323)
Gain (loss) from discontinued operations (1)                                   (463)           --              (463)           1,383
Strategy and shareholder advisory expenses                                     --              (1,513)         --              (6,513)
Acquisition-related costs                                                      (3,421)         (76)            (3,878)         (2,070)
Adjusted Income (Loss) Attributable to Common Shareholders (b)                 $      9,448    $     (1,930)   $    19,840     $     (3,129)
Loss per Share Attributable to Common Shareholders - Basic and Diluted (a) (2) $       (0.05)  $       (0.11)  $       (0.11)  $       (0.22)
Adjusted Income (Loss) per Share Available to Common Shareholders (b)          $        0.10   $       (0.02)  $        0.22   $       (0.04)
Weighted-average common shares - basic and diluted (2)                         90,071          85,448          89,792          85,056
----------------
(1)      Includes $(0.5) million loss on disposal of discontinued operations for the three and six months ended June 30, 2022 and $1.9 million gain on disposal of discontinued operations for the six months ended June 30, 2021, respectively.
(2)      For periods of net loss, shares used in both the basic and diluted earnings per share calculation represent basic shares as using diluted shares would be anti-dilutive.
Evolent Health, Inc.
Guidance Reconciliation
(in thousands, unaudited)
                                                                     For the Three           For the Year
                                                                     Months Ended            Ended December
                                                                     September 30,           31, 2022
                                                                     2022
Net loss attributable to common shareholders of Evolent Health, Inc. $              (7,486)  $                (22,903)
Less:
Interest income                                                      250                     840
Interest expense                                                     (4,500)                 (14,389)
Income tax expense                                                   --                      (1,018)
Depreciation and amortization expenses                               (15,000)                (60,218)
Gain from equity method investees                                    --                      2,548
Other income (expense), net                                          --                      475
Change in contingent consideration                                   (4,711)                 (16,300)
Stock-based compensation expense                                     (7,000)                 (26,357)
Severance costs                                                      --                      (39)
Amortization of contract cost assets                                 (25)                    (104)
Acquisition-related costs                                            (3,000)                 (7,878)
Discontinued operations                                              --                      (463)
Adjusted EBITDA                                                      $              26,500   $               100,000

The guidance reconciliation provided above reconciles the midpoint of the respective guidance ranges to the most comparable GAAP measure.

FORWARD-LOOKING STATEMENTS - CAUTIONARY LANGUAGE

Certain statements made in this report and in other written or oral statements made by us or on our behalf are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA"). A forward-looking statement is a statement that is not a historical fact and, without limitation, includes any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words like: "believe," "anticipate," "expect," "estimate," "aim," "predict," "potential," "continue," "plan," "project," "will," "should," "shall," "may," "might" and other words or phrases with similar meaning in connection with a discussion of future operating or financial performance. In particular, these include statements relating to our ability to grow our impact significantly throughout this year and beyond, future actions, trends in our businesses, prospective services, new partner additions/expansions, our guidance and business outlook and future performance or financial results, and the closing of pending transactions and the outcome of contingencies, such as legal proceedings. We claim the protection afforded by the safe harbor for forward-looking statements provided by the PSLRA.

These statements are only predictions based on our current expectations and projections about future events. Forward-looking statements involve risks and uncertainties that may cause actual results, level of activity, performance or achievements to differ materially from the results contained in the forward-looking statements. Risks and uncertainties that may cause actual results to vary materially, some of which are described within the forward-looking statements, include, among others:

-- the significant portion of revenue we derive from our largest partners, and the potential loss, non-renewal, termination or renegotiation of our relationship or contract with any significant partner, or multiple partners in the aggregate;

-- evolution in the market for value-based care;

-- uncertainty in the health care regulatory framework, including the potential impact of policy changes;

-- our ability to offer new and innovative products and services;

-- risks related to completed and future acquisitions, investments, alliances and joint ventures, including our acquisition of the Implantable Provider Group, Inc., which could divert management resources, result in unanticipated costs or dilute our stockholders;

-- the financial benefits we expect to receive as a result of the sale of certain assets of Passport may not be realized;

-- the growth and success of our partners, which is difficult to predict and is subject to factors outside of our control, including governmental funding reductions and other policy changes, enrollment numbers for our partners' plans, premium pricing reductions, selection bias in at-risk membership and the ability to control and, if necessary, reduce health care costs;

-- risks relating to our ability to maintain profitability for our total cost of care and New Century Health's performance-based contracts and products, including capitation and risk-bearing contracts;

-- our ability to effectively manage our growth and maintain an efficient cost structure, and to successfully implement cost cutting measures;

-- changes in general economic conditions nationally and regionally in our markets, including inflation and economic and business conditions and the impact thereof on the economy resulting from the COVID-19 pandemic and other public health emergencies;

-- our ability to recover the significant upfront costs in our partner relationships;

-- our ability to attract new partners and successfully capture new growth opportunities;

-- the increasing number of risk-sharing arrangements we enter into with our partners;

-- our ability to estimate the size of our target markets;

-- our ability to maintain and enhance our reputation and brand recognition;

-- consolidation in the health care industry;

-- competition which could limit our ability to maintain or expand market share within our industry;

-- risks related to governmental payer audits and actions, including whistleblower claims;

-- our ability to partner with providers due to exclusivity provisions in our contracts;

-- risks related to our offshore operations;

-- our ability to contain health care costs, implement increases in premium rates on a timely basis, maintain adequate reserves for policy benefits or maintain cost effective provider agreements;

-- our dependency on our key personnel, and our ability to attract, hire, integrate and retain key personnel;

-- the impact of additional goodwill and intangible asset impairments on our results of operations;

-- our indebtedness, our ability to service our indebtedness, and our ability to obtain additional financing;

-- our ability to achieve profitability in the future;

-- the impact of litigation, including the ongoing class action lawsuit;

-- material weaknesses in the future may impact our ability to conclude that our internal control over financial reporting is not effective and we may be unable to produce timely and accurate financial statements;

-- restrictions and penalties as a result of privacy and data protection laws;

-- data loss or corruption due to failures or errors in our systems and service disruptions at our data centers;

-- restrictions and penalties as a result of privacy and data protection laws;

-- adequate protection of our intellectual property, including trademarks;

-- any alleged infringement, misappropriation or violation of third-party proprietary rights;

-- our use of "open source" software;

-- our ability to protect the confidentiality of our trade secrets, know-how and other proprietary information;

-- our reliance on third parties and licensed technologies;

-- our ability to use, disclose, de-identify or license data and to integrate third-party technologies;

-- our reliance on Internet infrastructure, bandwidth providers, data center providers, other third parties and our own systems for providing services to our partners;

-- our reliance on third-party vendors to host and maintain our technology platform;

-- our obligations to make payments to certain of our pre-IPO investors for certain tax benefits we may claim in the future;

-- our ability to utilize benefits under the tax receivables agreement described herein;

-- our obligations to make payments under the tax receivables agreement that may be accelerated or may exceed the tax benefits we realize;

-- the terms of agreements between us and certain of our pre-IPO investors;

-- the conditional conversion features of the 2024 and 2025 convertible notes, which, if triggered, could require us to settle the 2024 or 2025 convertible notes in cash;

-- the potential volatility of our Class A common stock price;

-- the potential decline of our Class A common stock price if a substantial number of shares are sold or become available for sale;

-- provisions in our second amended and restated certificate of incorporation and third amended and restated by-laws and provisions of Delaware law that discourage or prevent strategic transactions, including a takeover of us;

-- the ability of certain of our investors to compete with us without restrictions;

-- provisions in our second amended and restated certificate of incorporation which could limit our stockholders' ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees; and

-- our intention not to pay cash dividends on our Class A common stock.

The risks included here are not exhaustive. Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Our Annual Report on Form 10-K for the year ended December 31, 2021 (the "2021 Form 10-K") and other documents filed with the SEC include additional factors that could affect our businesses and financial performance. Moreover, we operate in a rapidly changing and competitive environment. New risk factors emerge from time to time, and it is not possible for management to predict all such risk factors.

Further, it is not possible to assess the effect of all risk factors on our businesses or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. In addition, we disclaim any obligation to update any forward-looking statements to reflect events or circumstances that occur after the date of this report.

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