ATLANTA, June 1, 2021 /PRNewswire/ -- Sharecare, the
digital health company that helps people manage all their health in
one place, today reported financial results for the quarter ended
March 31, 2021.
"Our first quarter was in line with our expectations, and we are
confident in our ability to deliver on our full year goals," said
Jeff Arnold, founder, chairman, and
chief executive officer of Sharecare. "We have built and continue
to invest in our virtual care platform which is uniquely
comprehensive and serves a highly diversified ecosystem of clients.
Our innovation, growth, and profitability, in addition to the
strength across all aspects of our business in the first quarter of
2021, serves as a testament to our position as a market leader in
digital health platforms and solutions."
First Quarter 2021 Financial Results
All
comparisons, unless otherwise noted, are to the three months ended
March 31, 2020.
- Revenue of $89.6 million compared
to $81.9 million, an increase of
9%
- Adjusted EBITDA of $6.5 million
compared to $3.3 million,
representing an increase of 96%
- Net loss of $32.0 million
compared to $11.6 million
-
- Includes non-cash expenses of $23.1
million for one-time share-based compensation associated
with the doc.ai acquisition and the change in the fair value of
warrant liabilities and other contingent consideration
First Quarter 2021 Operational Highlights
- Added new employer, government, provider, and life sciences
customers
- Expanded into the Medicare Advantage market with CarePlus
Health Plans, Inc.
- Accelerated adoption of various digital therapeutics
marketplace offerings
- Successfully launched new health security products into the
market
- Announced a strategic partnership with and investment from
Wellstar Health System to collaborate on innovations in
personalized care delivery and patient-provider connectivity,
leveraging the Sharecare platform
- Closed doc.ai acquisition and began integrating artificial
intelligence (AI) services into the Sharecare platform to help
healthcare organizations create personalized pathways to better
health outcomes
- $50 million investment from
second largest health plan in U.S. to co-develop next generation
multi-payor advocacy solution as an extension to the Sharecare
digital platform, which was funded in early April
Mr. Arnold continued, "We demonstrated measurable scale and
delivered growth across the diverse revenue streams within our
business this quarter while adding new AI capabilities and closing
a strategic investment from the country's second largest insurer,
positioning Sharecare for new and expanded customer growth in
multi-payor advocacy. We not only were the industry's first
platform-driven solution, but also believe we are the leader in
integrated capabilities and remain acutely focused on driving
continued innovation to deliver on our clients' needs. This is
evidenced by our momentum in continuing to add new clients as well
as the accelerating uptake of our digital therapeutic marketplace
offerings."
Financial Outlook
"Our first quarter represents a
strong start to the year and puts us in a great position to deliver
on our projected 2021 revenue and adjusted EBITDA – and momentum
has continued into the second quarter," said Justin Ferrero, chief financial officer of
Sharecare. "Our financial performance across all of our channels,
including new customers and a ramp in our new business lines of
health security and digital therapeutics, coupled with the
predictability of our business, gives us confidence in our ability
to deliver on our growth and profitability objectives as we head
into 2022."
Second Quarter 2021 Financial Guidance
For the three
months ended June 30, 2021, the
Company expects:
- Revenue in the range of $96.5
million to $98.5 million
representing greater than 22% growth over Q2 2020 and 8% growth
over Q1 2021
- Adjusted EBITDA of approximately $6.5
million, which reflects the impact of continued investment
in sales and innovation
FY 2021 Financial Guidance
For the twelve months ended
December 31, 2021, the Company
reiterates its previously provided outlook and continues to
expect:
- Revenue of approximately $408
million
- Adjusted EBITDA of approximately $31
million
As previously announced on February 12, 2021, Sharecare has entered into a
definitive merger agreement with Falcon Capital Acquisition Corp.
(NASDAQ: FCAC), a special purpose acquisition company. Upon the
closing of that transaction, which is expected in early
July 2021, subject to receipt of
Falcon stockholder approval and the satisfaction of other customary
closing conditions, the new company will become Sharecare, Inc. and
be listed on NASDAQ under the ticker symbol SHCR.
Non-GAAP Financial Measures
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 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.
Adjusted EBITDA
We calculate Adjusted EBITDA as net
income (loss) adjusted to exclude (i) depreciation and
amortization, (ii) interest income, (iii) interest expense, (iv)
other expense (non-operating), (v) gain/loss from equity method
investment, (vi) income tax (benefit) expense, (vii) share-based
compensation, (viii) severance, (ix) warrant value for revenue
contracts (x) common stock issues for services and (xi) transaction
and closing costs. We do not view the items excluded as
representative of our ongoing operations.
About Sharecare
Sharecare is the leading digital
health company that helps people – no matter where they are in
their health journey – unify and manage all their health in one
place. Our comprehensive and data-driven virtual health platform is
designed to help people, providers, employers, health plans,
government organizations, and communities optimize individual and
population-wide well-being by driving positive behavior change.
Driven by our philosophy that we are all together better, at
Sharecare, we are committed to supporting each individual through
the lens of their personal health and making high-quality care more
accessible and affordable for everyone. To learn more, visit
www.sharecare.com.
About Falcon Capital Acquisition Corp.
FCAC is a blank
check company whose business purpose is to effect a merger, capital
stock exchange, asset acquisition, stock purchase, reorganization
or similar business combination with one or more businesses or
entities. FCAC's management team is led by Alan G. Mnuchin, the founder and chief executive
officer of Ariliam Group. FCAC has formed an investment partnership
with Eagle Equity Partners, which is a founding investor in FCAC's
sponsor. For more information about FCAC, please visit
www.falconequityinvestors.com.
Additional Information About the Business Combination and
Where to Find It
In connection with the proposed business
combination, FCAC has filed a registration statement on Form S-4
(the "Registration Statement") with the U.S. Securities and
Exchange Commission (the "SEC"), which includes a proxy
statement/prospectus, and certain other related documents, to be
used at the meeting of FCAC stockholders to approve the proposed
business combination. Investors and security holders of FCAC are
urged to read the proxy statement/prospectus, any amendments
thereto and other relevant documents that will be filed with the
SEC carefully and in their entirety when they become available
because they will contain important information about Sharecare,
FCAC and the proposed business combination.
The definitive proxy statement/prospectus will be mailed to
stockholders of FCAC as of a record date to be established for
voting on the proposed business combination. Investors and security
holders will also be able to obtain copies of the Registration
Statement and other documents containing important information
about the business combination and the parties to the business
combination once such documents are filed with the SEC, without
charge, at the SEC's web site at www.sec.gov, or by directing a
request to: Falcon Capital Acquisition Corp., 660 Madison Avenue,
12th Floor, New York, NY 10065,
Attention: Saif Rahman, Chief
Financial Officer.
Participants in the Solicitation
FCAC and its
directors and executive officers, under SEC rules, may be deemed
participants in the solicitation of proxies from FCAC's
stockholders with respect to the proposed business combination. A
list of the names of those directors and executive officers and a
description of their interests in FCAC is contained in the final
prospectus for FCAC's initial public offering, which was filed with
the SEC on September 23, 2020, and is
available free of charge at the SEC's web site at www.sec.gov, or
by directing a request to Falcon Capital Acquisition Corp., 660
Madison Avenue, 12th Floor, New York,
NY 10065, Attention: Saif
Rahman, Chief Financial Officer. Additional information
regarding the interests of such participants will be set forth in
the proxy statement/prospectus for the proposed business
combination when available. Each of Sharecare and its directors,
executive officers and other members of its management and
employees, under SEC rules, may also be deemed to be participants
in the solicitation of proxies from the stockholders of FCAC in
connection with the proposed business combination. A list of the
names of such directors and executive officers and information
regarding their interests in the business combination will be
contained in the proxy statement/prospectus for the proposed
business combination when available.
No Offer or Solicitation
This press release does not
constitute a solicitation of a proxy, consent or authorization with
respect to any securities of Sharecare or in respect of the
proposed business combination. This press release also does not
constitute an offer to sell or the solicitation of an offer to buy
securities, nor will there be any sale of securities in any state
or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
will be made except by means of a prospectus meeting the
requirements of Securities Act of 1933, as amended, or an exemption
therefrom.
Important Notice Regarding Forward-Looking
Statements
This press release 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," "forsees," "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 press release, 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 press release include, but
are not limited to, our ability to realize the benefits of recent
and future acquisitions, partnerships or other relationships with
third parties or customers, our ability to successfully complete
the transactions contemplated by the definitive merger
agreement with FCAC, our ability to list on NASDAQ and the
statements under the caption "Financial Outlook." We cannot
assure you that the forward-looking statements in this press
release 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, including, among others, the realization of anticipated
benefits from recent and future acquisitions, partnerships or other
relationships with third parties, including FCAC. 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 press release represent our views as of the date of this
press release. 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 press release.
SHARECARE,
INC. CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited) (In thousands, except share and per share
amounts)
|
|
|
Three Months
Ended
March 31,
|
|
2021
|
|
2020
|
Revenue
|
$
89,609
|
|
$
81,928
|
Costs and operating
expenses:
|
|
|
|
Costs of revenue
(exclusive of depreciation and amortization below)
|
44,394
|
|
43,690
|
Sales and
marketing
|
11,510
|
|
9,525
|
Product and
technology
|
20,454
|
|
11,066
|
General and
administrative
|
19,554
|
|
15,396
|
Depreciation and
amortization
|
6,683
|
|
6,602
|
Total costs and
operating expenses
|
102,595
|
|
86,279
|
Loss from
operations
|
(12,986)
|
|
(4,351)
|
Other income
(expense):
|
|
|
|
Interest
income
|
8
|
|
37
|
Interest
expense
|
(7,010)
|
|
(7,854)
|
Other
expense
|
(11,878)
|
|
(16)
|
Total other
expense
|
(18,880)
|
|
(7,833)
|
Loss before income
tax expense and loss from equity method investment
|
(31,866)
|
|
(12,184)
|
Income tax (expense)
benefit
|
(85)
|
|
583
|
Net loss
|
(31,951)
|
|
(11,601)
|
Net (loss) income
attributable to non-controlling interest in subsidiaries
|
(106)
|
|
32
|
Net loss attributable
to Sharecare, Inc.
|
$
(31,845)
|
|
$
(11,633)
|
|
|
|
|
Net loss per share
attributable to common stockholders, basic and diluted
|
$
(14.23)
|
|
$
(6.00)
|
Weighted-average
common shares outstanding, basic and diluted
|
2,237,650
|
|
2,098,242
|
SHARECARE,
INC. CONSOLIDATED BALANCE
SHEETS (Unaudited) (In thousands, except share
and per share amounts)
|
|
|
As of
March 31, 2021
|
|
As of
December 31, 2020
|
Assets
|
|
|
|
Current
assets:
|
|
|
|
Cash and cash
equivalents
|
$
30,487
|
|
$
22,603
|
Accounts receivable,
net (net of allowance for doubtful accounts of $6,027 and $5,707
respectively)
|
87,629
|
|
70,540
|
Other
receivables
|
2,534
|
|
3,152
|
Prepaid
expenses
|
7,952
|
|
3,876
|
Other current
assets
|
1,976
|
|
1,521
|
Total current
assets
|
130,578
|
|
101,692
|
Property and
equipment, net
|
3,887
|
|
4,073
|
Other long term
assets
|
9,783
|
|
6,226
|
Intangible assets,
net
|
115,885
|
|
78,247
|
Goodwill
|
154,972
|
|
75,736
|
Total
assets
|
$
415,105
|
|
$
265,974
|
|
|
|
|
Liabilities,
Redeemable Non-Controlling Interest, Redeemable Convertible
Preferred Stock and Stockholders' Deficit
|
|
|
|
Current
liabilities:
|
|
|
|
Accounts
payable
|
$
26,462
|
|
$
19,346
|
Accrued expenses and
other current liabilities
|
66,423
|
|
41,058
|
Deferred
revenue
|
29,273
|
|
9,907
|
Contract liabilities,
current
|
4,172
|
|
4,045
|
Debt,
current
|
842
|
|
1,011
|
Total current
liabilities
|
127,172
|
|
75,367
|
Contract liabilities,
noncurrent
|
5,122
|
|
6,261
|
Warrant
liabilities
|
9,734
|
|
4,963
|
Long-term
debt
|
199,113
|
|
173,769
|
Other long-term
liabilities
|
21,940
|
|
15,070
|
Total
liabilities
|
363,081
|
|
275,430
|
|
|
|
|
Commitments and
contingencies
|
|
|
|
Redeemable
non-controlling interest
|
4,000
|
|
4,000
|
Redeemable
convertible preferred stock, $0.001 par value; 1,763,656 shares
authorized; 896,533 shares issued and outstanding, aggregate
liquidation preference of $194,213 as of March 31, 2021 and
December 31, 2020, respectively
|
190,875
|
|
190,875
|
|
|
|
|
Stockholders'
deficit:
|
|
|
|
Common stock, $0.01
par value; 5,955,000 and 5,955,000 shares authorized; 2,298,027 and
2,150,217 shares issued and outstanding as of March 31, 2021 and
December 31, 2020, respectively
|
2
|
|
2
|
Additional paid-in
capital
|
280,670
|
|
186,279
|
Accumulated other
comprehensive loss
|
(1,511)
|
|
(702)
|
Accumulated
deficit
|
(423,958)
|
|
(392,113)
|
Total Sharecare
stockholders' deficit
|
(144,797)
|
|
(206,534)
|
Non-controlling
interest in subsidiaries
|
1,946
|
|
2,203
|
Total stockholders'
deficit
|
(142,851)
|
|
(204,331)
|
Total liabilities,
redeemable non-controlling interest, redeemable convertible
preferred stock and stockholders' deficit
|
$
415,105
|
|
$
265,974
|
SHARECARE,
INC. RECONCILIATION OF GAAP NET LOSS TO ADJUSTED
EBITDA (Unaudited) (In
thousands)
|
|
|
Three Months Ended
March 31,
|
|
2021
|
|
2020
|
Net loss
|
$
(31,951)
|
|
$
(11,601)
|
Add:
|
|
|
|
Depreciation and
amortization
|
6,683
|
|
6,602
|
Interest
income
|
(8)
|
|
(37)
|
Interest
expense
|
7,010
|
|
7,854
|
Other
expense
|
11,878
|
|
16
|
Income tax (benefit)
expense
|
85
|
|
(583)
|
Share-based
compensation
|
12,026
|
|
647
|
Severance
|
65
|
|
213
|
Warrants issued with
revenue contracts(a)
|
40
|
|
130
|
Transaction and
closing costs
|
701
|
|
89
|
Adjusted
EBITDA(b)
|
$
6,529
|
|
$
3,330
|
|
|
|
|
|
|
|
(a) Represents the
non-cash value of warrants issued to clients for meeting
specific revenue thresholds.
|
(b) Includes
non-cash amortization associated with contract liabilities
recorded in connection with acquired businesses.
|
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SOURCE Sharecare