UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported): May 17, 2022
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
(Address of principal executive offices)
Registrant's telephone number, including area code: (404 ) 671-4000
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 7.01. Regulation FD Disclosure.
This Current Report on Form 8-K is being furnished by Sharecare, Inc., a Delaware corporation (the “Company”), for the sole purpose of furnishing an investor presentation that will be used by the Company in meetings with investors. The investor presentation is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 7.01, including the presentation attached as Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit | Description | |||||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and included as Exhibit 101) | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SHARECARE, INC. | |||||
| Dated: May 17, 2022 | |||||
| By: /s/ Justin Ferrero | |||||
| Name: Justin Ferrero | |||||
| Title: Chief Financial Officer | |||||
All together better 1
2 This presentation contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 that are based on beliefs and assumptions and on information currently available. In some cases, you can identify forward-looking statements by the following words: “outlook,” “target,” “reflect,” “on track,” “foresees,” “future,” “may,” “deliver,” “will,” “shall,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” or the negative of these terms, other comparable terminology (although not all forward-looking statements contain these words), or by discussions of strategy, plans, or intentions. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward- looking statements. Although we believe that we have a reasonable basis for each forward-looking statement contained in this presentation, we caution you that these statements are based on a combination of facts and factors currently known by us and our projections of the future, about which we cannot be certain. Forward-looking statements in this presentation include, but are not limited to, partnerships or other relationships with third parties or customers, new or anticipated revenue opportunities and statements regarding future financial expectations. We cannot assure you that the forward-looking statements in the information in this presentation will prove to be accurate. These forward-looking statements are subject to a number of significant risks and uncertainties that could cause actual results to differ materially from expected results. Descriptions of some of the factors that could cause actual results to defer materially from these forward-looking statements are discussed in more detail in our filings with the SEC, including the Risk Factors section of our Annual Report on Form 10-K for the year ended December 31, 2021. Furthermore, if the forward-looking statements prove to be inaccurate, the inaccuracy may be material. In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by us or any other person that we will achieve our objectives and plans in any specified time frame, or at all. The forward-looking statements in this presentation represent our views as of the date of this presentation. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this presentation. Important Notice Regarding Forward-Looking Statements Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change.
Sharecare is a health & well-being interoperable platform that unifies all the elements of individual and community health so everyone can live better, longer across the dynamic continuum of their healthcare needs. All Together Better Strategic partners & clients ENTERPRISE PROVIDER LIFE SCIENCES 3Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. Sharecare by the numbers ~64K employer clients 11M eligible lives 6K+ health system clients 127 top life sciences brands $470M-500M 2022E revenue $30M-36M 2022E adjusted EBITDA 73 Sharecare NPS score (95 on CareLinx payor programs) ~2.8M social followers reaching 306M in 2021
Business Positioned for Growth and Scale 4 ALL TOGETHER BETTER Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. High-growth, recurring revenue driving 20% sustainable YoY growth Data & Innovation At the intersection of technology, healthcare, & media, creating data- driven solutions Comprehensive Platform Innovative digital health platform based on human-centric design Differentiated Financial Performance Positioned for success with strong revenue visibility, balance sheet, and profitability Diversified Revenue & Scale Diversified, scalable portfolio with opportunity to capture $1B++ in incremental revenue from contracted lives
5 ALL TOGETHER BETTER Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. Interoperable digital platform Artificial Intelligence/Machine Learning Personalized engagement wellness/well-being • navigation/advocacy • digital therapeutics • clinical solutions • value-based services • home care Enterprise Provider Life Sciences Channels RealAge • biometrics • tracker activity/behavioral data • claims data • SDOH • medical records Dynamic care console Data Digital front door Data Insights Action Outcomes Medicare Advantage Health coaches/ advocates CaregiversProviders/ Health systems CommunitiesLife sciences brands Medicaid Public sectorPayorsEmployers Comprehensive Digital-First Ecosystem Centered around the Person
Integrated Solution Lowering Healthcare Costs, Improving Outcomes, and Increasing Satisfaction CHANNEL OVERVIEW 6Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. Core digital platform Claims ingestion Population risk stratification Member engagement Incentives management PMPM and/or incremental fee per enrolleePMPM High-touch care Marketplace of targeted digital therapeutics ENTERPRISE
Comprehensive Solutions Addressing Providers’ Needs While Improving Efficiency and Patient Care 7 Core service HEALTH INFORMATION MANAGEMENT • Release of information (ROI) • Medical record requests & retrieval • Medical record audits & reviews • Dynamic insights (AI) • Forms management VALUE-BASED CARE • High risk patient stratification • High cost claimant/care gap analysis • Clinical measures & reporting • Practice provider and network performance Digital platform 24/7 PATIENT ENGAGEMENT Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. PAYMENT INTEGRITY • Fraud, waste, and abuse • Audit/denial mgmt services • Clinical validation • Pre-submission claim review insights (AI) • Coding & pricing audits REMOTE PATIENT MONITORING • Diabetes prevention and management • Heart disease (Ornish Lifestyle Medicine) • Obesity & nutrition support Per record request PMPMGainshare or per provider per month Gainshare or per claim processed PMPM, reimbursement, or fee for service CHANNEL OVERVIEW PROVIDER
Key Strategic Driver for Consumer Acquisition, Content Creation, Brand Awareness, and Data-Driven Digital Activation 8 Core service: Data-driven conversion and patient engagement Condition education centers 1st party targeted messaging Lead generation • 73M targetable patients • Relevant, personalized content assets that drive action Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. CPUV, CPM, CPC, CPL CHANNEL OVERVIEW LIFE SCIENCES CPUV, CPM, CPC, CPL Digital platform 24/7 PATIENT ENGAGEMENT Driving de-centralized clinical research at scale
Digital Front Door: Well-Being & Healthcare Navigation 9 ALL TOGETHER BETTER Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. Digital front door Digital therapeutics Community well-being AdvocacyHigh-touch care
Digital Therapeutics: Comprehensive Library 10 ALL TOGETHER BETTER Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. 5x tobacco cessation quit-rate compared to gold standard 67% reduction in GAD-7 scores (anxiety) 40% reduction in craving- related eating Award winning, evidence-based digital therapeutics ranging from asthma to women’s health that combines neuroscience and mindfulness tools to help members identify their triggers and learn new coping techniques focused on delivering key outcomes. Digital front door Digital therapeutics Community well-being AdvocacyHigh-touch care
DM/LM Coaching High-cost chronic conditions: • Asthma • Chronic obstructive pulmonary disease • Coronary artery disease • Diabetes • Heart failure At-risk members: • Exercise • Nutrition • Stress • Weight 1.5M+ Medicare Advantage members 450K+ care providers delivering national coverage 3M+ hours of home care provided 400+ Medicare Advantage plans Home Care • Tech-enabled caregivers collect valuable data • Real-time, actionable data • Visit monitoring & transparency High-quality, tech-enabled home care focused on improving the quality of life for patients and family members creating greater peace of mind. High-Touch Care: Home Care & LM/DM Coaching 11 ALL TOGETHER BETTER Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. Digital front door Digital therapeutics Community well-being AdvocacyHigh-touch care
Community Well-Being: Analyzing Social Risk 12 ALL TOGETHER BETTER Well-being goals Social risks and determinants Benefits configuration Engagement and outreach strategies, communications and messaging, digital therapeutics and programs, incentives Health equity & DEI Community diversity, measures of segregation, institutional and structural racism Pandemic vulnerability Transportation, health literacy and translation, vaccine, hesitancy and access Community CBO’s and social services, transit offices, health systems, public health and safety Worksite and places Built environment, culture, verification 1. Population Members and worksite data from eligibility 2. Health risks Members’’ health risk measured through RealAge 3. Indiv. well-being Population wide measures of physical, financial, community, social and purpose 4. SDOH Social determinants of health and measures of holistic community health SDOH: Strategic Approach to Assessing Employee Populations Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. Digital front door Digital therapeutics Community well-being AdvocacyHigh-touch care
Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. Advocacy: Digital-First Navigation 13 ALL TOGETHER BETTER Digital front door Digital therapeutics Community well-being AdvocacyHigh-touch care Delivering a new and simplified advocacy experience for employees proactively supporting wellness, clinical, emotional, financial and logistical needs
14 ALL TOGETHER BETTER Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. Individual data RealAge test Biometrics screening Tracker activity/ Behavioral data Claims ingestion SDOH Medical records Artificial intelligence Risk stratification Automated insights Federated learning Data normalization Zero trust infrastructure Personalization Evidence-based personalized content (videos, articles, etc) Omnichannel targeting Personalized call to action Digital therapeutic recommendations Engagement Incentives Program enrollment DM/LM coaching Challenge participation Habit-forming activities through mindfulness Close gaps in care VOI ROI Risk reduction Gainshares Outcomes Why Sharecare is Different Unique data-driven, personalized engagement/navigation driving outcomes
15 ALL TOGETHER BETTER Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. Sharecare Risk Assessment • Sharecare executes on two parallel data processes, analyzing eligible lives and medical and Rx claims, as well as platform- collected population risk profiles combined with over 600 elements of social determinants of health covering all counties, zip codes, and census tracts across the country • Sharecare also runs client and partner data through our standard disease identification algorithm and in order to align results to models leveraged for Sharecare care management and advocacy protocols • The output of these processes is then combined in an insights layer to support views across population demographics, clinical risks, well-being risks, social risks, and simulations for cost and productivity impact Social risk and social determinant engine Risk & cost simulation engine Demographic profile Clinical risk profile Well-being risk profile Social risk profile Cost & risk simulation Productivity simulation In si gh ts & a na ly si s la ye r Sharecare Community Well-Being Index RealAge test Eligibility Medical & Rx claims
16 ALL TOGETHER BETTER Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. Population Snapshot Demographics Individual & social risks Cost burden & projections Productivity projections Opportunity assessment 37 avg age, 3 years older than the national avg 59% female, compared to 48% nationally 3 in 4 overweight or obese 50% counties in state without OBGYN $1.45B annual projected cost tied to 1op 15 clinical drivers $596 projected risk adjusted PMPM expenditures for members 20%+ higher PMPM expenditure compared to the national benchmark 11.5 estimated productivity days lost per FTE ~8M projected hours lost due to mental health issues ~$100M+ estimated cost avoidance and value opportunity 32%+ higher PMPM opportunity compared to the national benchmark $228M annual simulated cost tied to respiratory infections
Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. 17 Translating Risk Reduction to Value QUALITY ADJUSTED YEARS WORKFORCE PRODUCTIVITY COST AVOIDANCE COST REDUCTION COST SAVINGS 2010 - present 2014 - present Today2014 - present 2014 - present ALL TOGETHER BETTER
ALL TOGETHER BETTER Financial Update 18
Business Growth Trajectory 19 FINANCIAL UPDATE $200 $273 $345 $418 $490 2021 2022E $485 $413 +17%* Growth $20 $25 $30 $35 $40 2021 2022E $33 $27 Adjusted EBITDA ($M) Total Revenue ($M) Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. +22%* Growth Revenue • 2022 growth will be driven from: o Increased client penetration across channels ‒ Additional lives on platform ‒ Continued double digit growth in record retrievals o Growth in home health and new digital therapeutics o Expanded sales team to drive new client wins Adj EBITDA • FY22 margin expansion driven by: o Positive impact from revenue mix trends o Operating leverage while continuing to make growth investments across the platform $470- 00 $30-36 *Figures are midpoint of guidance ranges where applicable
KPI Performance 20 FINANCIAL UPDATE Enterprise: Eligible lives • Enterprise eligible lives driven by new client expansion, as well as further penetration of existing clients • Current eligible lives represents only a small fraction of total serviceable lives with key clients 2020 2021 2022E 12.0M 9.7M 8.8M Provider: Records processed • Continued growth in client site coverage o 4,000 additional sites within contracted provider customer base • Process automation and interoperability programs will enable medical record processing at record levels Eligible lives Records processed 2020 2021 2022E 6.0M 5.0M 4.2M +17% +19% Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change.
Enterprise Serviceable Lives 21 FINANCIAL UPDATE 9.7M Eligible lives Sharecare has onboarded ~9.7M eligible enterprise lives, or 10.6% of 91M+ serviceable lives across existing client populations – this presents material upside opportunity to grow within our current base Key enterprise clients: 91M+ serviceable lives Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change.
Business Positioned for Growth and Scale 22 ALL TOGETHER BETTER Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. High-growth, recurring revenue driving 20% sustainable YoY growth Data & Innovation At the intersection of technology, healthcare, & media, creating data- driven solutions Comprehensive Platform Innovative digital health platform based on human-centric design Differentiated Financial Performance Positioned for success with strong revenue visibility, balance sheet, and profitability Diversified Revenue & Scale Diversified, scalable portfolio with opportunity to capture $1B++ in incremental revenue from contracted lives
Thank you.
24 ALL TOGETHER BETTER Appendix Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change.
Non-GAAP Financial Measures 25 APPENDIX In addition to our financial results determined in accordance with U.S. GAAP, we believe Adjusted EBITDA, a non-GAAP measure, is useful in evaluating our operating performance. We use Adjusted EBITDA to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that this non-GAAP financial measure, when taken together with the corresponding GAAP financial measure, provides meaningful supplemental information regarding our performance by excluding certain items that may not be indicative of our business, results of operations, or outlook. In particular, we believe that the use of Adjusted EBITDA is helpful to our investors as it is a metric used by management in assessing the health of our business and our operating performance. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool, and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. In addition, other companies, including companies in our industry, may calculate similarly-titled non-GAAP measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measure as a tool for comparison. The calculation and reconciliation of historic Adjusted EBITDA to net income (loss), the most directly comparable financial measures stated in accordance with GAAP, is provided below and in the accompanying financial tables. Investors are encouraged to review the reconciliation and not to rely on any single financial measure to evaluate our business. We have not reconciled forward-looking Adjusted EBITDA guidance to net income (loss) because we do not provide guidance for net income (loss) or for items that we do not consider indicative of our on-going performance, including, but not limited to, the impact of significant non-recurring items, as certain of these items are out of our control and/or cannot be reasonably predicted. Accordingly, a reconciliation of the Adjusted EBITDA guidance to the corresponding U.S. GAAP measure is not available without unreasonable effort. We have not provided a reconciliation of full-year 2021 Adjusted EBITDA estimates to an estimated net income (loss) outlook because certain items such as transaction and closing costs, share- based compensation, and the change in fair value of warrant liability and contingent consideration that are a component of net income (loss) cannot be reasonably estimated due to the significant impact of the variability associated with those items and other factors related to Sharecare’s year-end financial closing process. These components of net income (loss) could significantly impact Sharecare’s actual net income (loss). Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change.
2020 2021 Net Loss ($60.5) ($85.1) Depreciation and amortization 24.68 32.60 Interest income (0.07) (0.10) Interest expense 31.04 27.66 Income tax (benefit) expense (1.56) (2.02) Loss on extinguishment of debt – 1.15 Other expense (income) 9.71 (27.01) Loss from equity method investments 3.90 – Share-based compensation 19.16 46.78 Severance 2.55 1.28 Warrants issued with revenue contracts(a) 1.19 0.08 Transaction and closing costs(b) 2.19 31.73 Adjusted EBITDA(c) $32.3 $27.0 26 APPENDIX Confidential and proprietary document by Sharecare, Inc. Dates and materials are subject to change. Notes: (a) Represents the non-cash value of warrants issued to clients for meeting specific revenue thresholds. (b) Represents costs related to our business combination with Falcon Capital Acquisition Corp. and transaction and post-closing costs related to acquisitions occurring in 2021 and prior years. (c) Includes non-cash amortization associated with contract liabilities recorded in connection with acquired businesses. Reconciliation to Historical Adjusted EBITDA ($, in millions)