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TRANSCRIPT
Investor PresentationMay 2014
Forward Looking Statement
2
The matters discussed in this presentation may include forward-looking statements, which
could involve a number of risks and uncertainties. When used in this presentation, the
words “will,” “believes,” “intends,” “anticipates,” “expects” and similar expressions are
intended to identify forward-looking statements. Actual results could differ materially from
those expressed in, or implied by, such forward looking statements. Except as expressly
required by the federal securities laws, the Company undertakes no obligation to update
such factors or to publicly announce the results of any of the forward-looking statements.
See the Company’s most recent earnings press release for explanation of non-GAAP
financial measures used in this presentation as well as reconciliation from GAAP to
non-GAAP metrics. Some of the products and/or product features discussed in this
presentation may be works in progress and not yet generally available for sale.
Why Merge Matters
3
images are
growingyou need to do
more with less
regulationsare pervasive
consolidationis happening
{ ARCHIVE • ACCESS • DIAGNOSE }
{ EDUCATE • EXECUTE • ADAPT }
{ AUTOMATE • ADOPT • INTEGRATE }
{ CONNECT • CENTRALIZE • EVOLVE }
Expanded
radiology
offering
2009Confirma
Acquisition
Our History of Innovation
4
Expanded interoperability,
radiology and cardiology
offerings
2010AMICAS
Acquisition 2011OIS
Acquisition
2008Merrick
Invests In
Merge
2010Stryker
Acquisition
Entered specialty
orthopedics
marketplace
2011Launched
Rad MU
Solution
975 doctors
utilize Merge
MU solutions
2012Launched
Cloud Archive
Solution
2013Launched
iConnect
Network
Surescripts and
athenahealth
sign on as
partners
2010Launched
iConnect
100+
Clients
Entered eye
care market
2012Launched
eClinical OS
2 million+
active patients
since launch
For population
health and
advanced
interoperability
2014Will Launch
Retinal
Screening
Our Solutions Portfolio
5
Imaging & Interoperability
Cardiology Clinical Trials
Radiology
Interoperability
Cloud Archive
Eye Care
Orthopedics
Cardiology
Hemodynamics
EDC
CTMS
Merge Cardiology Solutions are #1 in KLAS!
6
Industry Leader!
Merge Named Top 10 Overall in KLAS
7
KLAS Overall Software Vendor Rankings 2013
Merge KLAS Special Report
8
Merge KLAS Report – Overall Performance
1. Customers Buying In• Enterprise imaging strategy
• Image enabling the EMR
• Focus and transparency
2. Footprint Expanding• Clients plan to expand imaging suite
• Clients plan to stay at rate above
market average
• Clients looking into adding
interoperability and cardiology
3. Cerner Integration Ready to Pay Off
9
Customers are “Bullish” About Merge
10
We Are the Leader in MU for Radiology
11
We Are the Leader in Interoperability
1212
iConnectiConnectiConnectiConnectEnterprise Clinical Platform
iConnectiConnectiConnectiConnectEnterprise Archive
2013 Frost & Sullivan Product Leadership Award,
Medical Imaging Interoperability Solutions Market
2013 IHS VNA Global Market Leader
2013 IHS VNA Market Leader, Americas
12
We’ve Made Enterprise Imaging Real
13
Chicago, IL
{ iConnect Access & Enterprise Archive, Merge PACS,Merge Cardio & Hemo }
Findlay, OH
{ iConnect Access & Enterprise Archive, Merge PACS,Merge Cardio & Hemo }
San Diego, CA
{ iConnect Access, Enterprise Archive & Outpatient Radiology}
{ iConnect Access and/or Enterprise Archive, Radiology PACS, Merge Cardiology Solutions }
MI, WI, MO, TX, TN, AL, FL Ministries
Every Image, Every EHR,
Every Time
14
Why iConnect Network?White Space Opportunity
15
What Are the Key Drivers?
16
Referral GrowthIncrease referring
physician loyalty and
expand business
Cost Savings Save time and money by
eliminating excess HL7
interfaces
Meaningful UseHelp community
physicians meet the imaging
requirement & attest
The Imaging Marketplace
17
Each year in
the USA,
800M+ studies
are done;
372M are
outpatient
Meaningful Use
now makes
interoperability
mandatory
EHR adoption
among referring
physicians is
nearing 60%
12%of every visit
800Million studies
60%EHR Adoption
MU2Mandates
12% of every
PCP visit in the
USA results in an
imaging order
(44 Million)
Merge Can Help with Referral Leakage!
• Average employed physician group refers more
than 20% of potential revenue out-of-network
• While most organizations are (rightly focused) on
building stronger physician relationships to curb
leakage, they fail to realize that breakdowns in
referral coordination drive 40% of leakage
18
$20M Average annual
revenue leaked,
300-bed hospital with
100 employed
physicians
Sources: The Advisory Board and referralMD
EDUCATE
in-network providers
about their referral
patterns
QUANTIFY & TRACK
patient retention
with web-based
solutions
IDENTIFY
the right markets &
providers to build
clinical networks
HOW TO IMPROVE REFERRAL LEAKAGE
Turn Referral Leakage into Referral “Keepage”
19
Source: Data from Mission Point Health Systems
The Referral Challenge for Imaging
20
Ph
ysic
ian
Imaging center
Hospital
imaging center
Reports
Orders
Images
More Referrals = More
How Do Providers Prevent Referral Leakage?!
Clients Work With Many Referring Physicians
21
Imaging Center /
Hospital System
Allscripts
Cerner
Epic
eClinical
Works
athena
NexGen
And They Work with Many Different EHRsHow will providers connect all disparate EHRs to imaging data & studies?
Referring Physicians
Who Sends Referrals?
22
clinicians & facilities
Sources: The Advisory Board and referralMD
$$$$
HL7 Interfaces Are Costly to Build & Maintain
23
EMR
PACS Archive
Imaging Center
Report includes
link to see image
in PACS archive
Costs to Deploy and Maintain HL7 Interfaces
• $20K‒$30K implementation fees
• PER bi-directional interface PER
referring physician practice
• 3‒6 month wait time PER interface
Sample Client
• 20 community EHR interfaces
• 20 corresponding RIS interfaces
• 80,000 annual studies
TCO over five years = $2.7M
For a facility with…
20 community EHR interfaces
20 related RIS interfaces
80,000 annual studies
Local Geographic Market Reality
24
Agfa
Siemens
McKesson
Philips
GE
Merge
Epic
Epic
Cerner
Greenway
Greenway
Allscripts
Allscripts
� Multiple Imaging Centers
Multiple Referring Practices �
� Multiple PACS Systems
Multiple EMR Vendors �
iConnect® Network
• Share imaging information between
referring physicians and imaging centers
on EHR networks
• Provide radiology reports as structured
data directly into the physicians’ EHR
• Currently partnered with Surescripts
Clinical Network Services (CNS) and
athenahealth
• Will continue to add more partners to
expand our reach
25
Current Customers Include:
How iConnect Network Works
26
With Universal Viewer via Web Browser
27
Imaging Report
Hospital Feedback
28
“We’ve worked with Merge for several years, so it was an easy
choice to implement Merge’s VNA and iConnect Network for a
comprehensive, enterprise-wide imaging strategy…
Despite having an HIE in place, we needed a single solution that
handles imaging as it becomes more important to healthcare as
a whole. With iConnect Network, we’ll meet MU2 requirements
for the exchange of images and, most importantly,
enable better access to imaging for physicians in order to
provide the best care for our patients.”
Dave Holland, CIO, Southern Illinois Healthcare
Referring Physician Feedback
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“iConnect Network gives us a competitive advantage for both our providers and patients. Since we are a part
of an ACO and are patient centered medical home certified,
iConnect Network is a true example of
a solution that integrates with our EHR, achieves
information exchange and helps our health center be more
efficient by automating time-consuming processes.
This ultimately enables us to improve treatment times,
reimbursements and patient care, as well as meet core
regulatory requirements.”
Luis Velasco, CIO, Marana Health Center
Five Elements of Service
30
EHR Integration:
Result / Report
Delivery
E-Ordering/
Referrals
Pre-Certification:
Patient Pay / Clinical
Decision Support
Consumer
Engagement /
Scheduling
Data Mining &
Analytics
31
32
iConnect Retinal ScreeningAdvanced Interoperability Solution
for Population Health
What Problems Will We Solve?
33
diabetes, AMD, glaucoma, ALZ are
Increasing globally
institutions need
More Revenue with Volume
countries & socialized medicine need
Less Cost with More ServiceNo Complete Solutions
just band-aids
{ 382M DIABETICS WORLD WIDE – GROWS ~6% ANNUALLY }
{ DETECT DISEASE – TREAT EARLY – REDUCES COSTS }
{ DETECT DISEASE & INCREASE BILLABLE PROCEDURES }
{ NEED HARDWARE, SOFTWARE, CLOUD, ANALYTICS, ENGAGEMENT }
What is iConnect® Retinal Screening?
• An interoperable, end-to-end, subscription-
based offering for population health
• Will leverage existing Merge solutions to
simply process of screening patients and
deliver information back to physicians
• Providers will be able to capture images
through an automated camera, reducing the
need for specialty staff training
• Target is our large Eye Care customer base
34
References:
• Economic Costs of Diabetes in the U.S. in 2012, American Diabetes Association,
http://www.diabetes.org/advocacy/news-events/cost-of-diabetes.html.
• 2013 International Diabetes Federation Diabetes Atlas, 6th Edition.
http://www.idf.org/sites/default/files/EN_6E_Atlas_Full_0.pdf.
How Will iConnect® Retinal Screening Work?
• Primary providers will capture images
and upload to iConnect Cloud Archive (formerly know as Merge Honeycomb®)
• Client owned reading center will
interpret images in Merge Eye
Care PACS™
• Image reports will route to
iConnect Network
• iConnect Network will deliver image
reports to disparate providers’ EHRs
35
Disparate Sites
The Complete
iConnect
Retinal Screening
Solution
The Value of iConnect Retinal Screening
36
Institutions & Governments
Linked sites
Disparate sites
• Every ACO and payer is focused
on diabetic care management
and this complements their
strategy
• Eye care has a real play in hospital
and government markets
• Another international / OEM
solution for partners
• Increase potential market & sales
• Increase revenue from iConnect
Cloud Archive
Patients
Patients
What Is the Total Market Opportunity?
37
The U.S. is 10% of the global market opportunity$166M U.S. market opportunity**
* Estimate of fee over a five-year time horizon. / ** Includes additional revenue from iConnect Cloud Archive and iConnect Network. / *** 2013 International Diabetes Federation.
The market will continue to growdiabetes population increases each year and many regions will double by 2035***
Today, diabetes alone, is a $764M* global opportunity
What’s Next for iConnect Retinal Screening?
• Currently undergoing a pilot
program launch with Ontario
Telemedicine Network
• First phase will offer diabetic
retinopathy screening once available
in late Q2
• Future stages of solution will include
screenings for:• Glaucoma
• Age-related macular degeneration
• Other serious neurological diseases
38
Why Merge?
39
Where We’ve Been
40
PACS for image intensive specialties
Clinical data and workflow tools
Firsts in enterprise imaging & interoperability
Our Client Base
41
1/3 of all U.S.
imaging centers
37% of all
ortho groups
2,000 of all
ophthalmology
sites
75% of all
worldwide
modality vendors
Top
pharmaceutical
companies &
CRO’s have used
Merge to run
clinical trials
1,500hospitals
6,000clinics
250partners
9 of 10top pharma
Including
many
hospitals on
“America’s
Best Hospital
Honor Roll”
Financial Information
42
Financial Improvements in Past Year
43
• Excludes $14M of sales in
2013 from discontinued,
low-margin products
• Reorganized operations in late
2013 for annual savings of $6M
• Generated NET INCOME in
Q1 2014 for first time in 3 years
• Debt refinanced in April 2013
(at half the interest rate) &
again in April 2014 (to
significantly reduce covenants,
including none for 1 year)
• Total of $25M paid in first year
of new debt (compared to no
debt principal payments in
2012 and 2011)
Continued Innovations for Subscription
Offerings
• iConnect Network, iConnect
Cloud Archive (formerly Merge
Honeycomb) and Merge
eClinical OS
• Subscription backlog growth
of 40% in 2013, 23% YoY as of
Q1 2014
Aligned Costs
for Modest Topline
Growth in 2014
Improved Cash Flow by Significantly
Reducing Cash
Interest
• NOTE: See Q4 2013 and Q1 2014 earnings releases
for guidance details
Moving Beyond “Are You Financially Stable?”
44
$12.5
$8.5
$7.2
$9.0
$10.2$9.2
$10.6
$15.3$14.2
$13.5
19.5%
14.8%
12.5%
16.7%
Adjusted
EBITDA %
20.0%
-15%
-10%
-5%
0%
5%
10%
15%
20%
25%
30%
$0
$5
$10
$15
$20
$25
$30
Q1 2013 Q2 2013 Q3 2013 Q4 2013 Q1 2014
Adjusted EBITDA Cash from business ops Adjusted EBITDA %
28.0 27.9 27.5 26.1 25.5
9.4 9.7 9.5 8.5 8.2
26.6 20.0 20.7
19.3 17.4
$64.0
$57.6 $57.7
$53.9$51.1
58.5%
59.1%
56.6%
60.2%
61.9%
40.0%
45.0%
50.0%
55.0%
60.0%
65.0%
$0
$10
$20
$30
$40
$50
$60
$70
$80
$90
$100
Q1 2013 Q2 2013 Q3 2013 Q4 2013 Q1 2014
Maintenance Subscription
Non Recurring Gross Margin %
Gross Margin %
(net of D&A)
Annual Revenue and Adjusted EBITDA Trends
45
$60.0$52.5
$37.225.3%25.3%25.3%25.3%
20.9%20.9%20.9%20.9%
16.0%16.0%16.0%16.0%
0.0%
10.0%
20.0%
30.0%
40.0%
$0.0
$10.0
$20.0
$30.0
$40.0
$50.0
$60.0
$70.0
2011 2012 2013
Adjusted EBITDA % Margin
$236.7$251.1
$233.2
$0.0
$50.0
$100.0
$150.0
$200.0
$250.0
$300.0
2011 2012 2013
Pro Forma Total Revenue
Adjusted EBITDA Dollars & Margin
Fiscal Year End:
2011 – $236.7
2012 – $251.1
2013 – $233.2
Fiscal Year End:
2011 – $60.0
2012 – $52.5*
2013 – $37.2
* Adjusted EBITDA for 2012 excludes one-time charges recorded in the fourth quarter, which are outlined in the company’s earnings release issued in February 2013.
Questions?
46