Ladies and gentlemen, thank you for standing by, and welcome to the Accolade Announces Acquisition of PlushCare conference call. At this time all participants are in listen-only mode. After the speaker presentation there will be a question-and-answer session. To ask a question during the session you need press star one on your telephone. Please be advised that this call is being recorded. If you require any assistance please press star zero. I would now like to hand the conference over to your speaker today, Todd Friedman, Senior Vice President, Investor Relations. Please go ahead. Thanks, operator. I'd like to thank all of you for joining us early this morning as we discuss our acquisition of PlushCare. On today's call, I'm joined from Accolade by our Chief Executive Officer, Rajeev Singh, and our Chief Financial Officer, Steve Barnes. From PlushCare, we're joined by Chief Executive Officer, Ryan McQuaid. Accolade's Chief Medical Officer, Shantanu Nundy, will join us for the Q&A. We've posted slides regarding today's announcement on our website at ir.accolade.com. We will be referring to those slides during our remarks on this call. I'll be reading a safe harbor statement, so you have a minute to go down those right now if you'd like. Please note that on today's call, we will be making certain statements that may be considered forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause the actual results for Accolade to differ materially from those expressed or implied on this call. For additional information, please refer to our cautionary statement in our press release and our filings with the SEC, particularly the 8-K filed in relation to this transaction, all of which are available on our website. With that, we'll start the presentation on slide four, and I'd like to turn the call over to our CEO, Rajeev Singh. Thanks, Todd. Good morning, everyone, and thank you for being here. As you read in the announcement, today, Accolade announced our intention to acquire PlushCare. PlushCare delivers primary care and mental health services in all 50 states. They provide their services predominantly direct to consumers and have created a nascent enterprise business as well. In a few minutes, the CEO of PlushCare, Ryan McQuaid, will tell you more about the company and the incredible results that they deliver. Before I introduce Ryan, please turn to slide five, and I'll explain why all of us at Accolade are so excited about this combination. Our vision is to reinvent healthcare so that every person can live their healthiest life. For the last 10 years, Accolade has been the leader in the advocacy and navigation market, constantly innovating to help our members and our customers. When I joined Accolade more than five years ago, the company had less than 10 customers and one offering. It had already begun building a model that was deeply rooted in a different kind of engagement model, putting members' needs above all else and engaging the entire employee population, not just the high-cost ones. To many in the industry, these contrarian principles were absurd. Yet for all of us at Accolade, we knew there was something hidden inside this navigation business that could be truly transformative. Today's announcement is the manifestation of what we believed Accolade could become, and more importantly, the framework for building a business we truly believe will reinvent the healthcare industry. What we have seen in that time is an industry that continues to fail its customers. Costs continue to rise, outcomes don't get any better, and trust has crumbled. On slide six, you'll see that according to Gallup, trust in the U.S. healthcare system has dropped from 74% in 1977 to 36% in 2018. That same poll showed that 80% of Americans are dissatisfied with the cost of healthcare, and nearly 2/3 rated healthcare as poor or fair. Accolade's unique advantage is that in the face of those broader trends, we and our customers have bucked the trend. We've built trust with our customers, providers, with health plans, and with other stakeholders in the health system. It is that Accolade model, trust and engagement built on top of navigation and advocacy, that drives people to more efficient use of their benefits, to find the right provider, and connect with the right care for their needs. We've shown over the years that, not surprisingly, this trust and right healthcare utilization yields measurably different outcomes for businesses who work with us. Please turn to the next slide. There is a tidal wave coming in our industry. Employer payers want to shift from fee-for-service healthcare and explore value-driven and patient-centric models. Yet offerings of this nature for self-insured employers are scarce, because to deliver such a service, you must be able to empirically prove your ability to cut costs while improving outcomes. We've built our success on our willingness to put a portion of our fees at risk, requiring us to demonstrate we can deliver measurable results. Aon has completed two robust independent studies of those results, and they show how our customers reap the benefits and tangibly reduce costs. Our customers have responded to these results vocally. They're asking how we can go to the next step, how we can take on more of their care journey, and how they can align their costs to the value that we provide. The answer is primary care. Please turn to the next slide. Primary care is the next critical piece to round out our offerings and lead this new wave of innovation for the corporate payer. We have now extended our industry-leading engagement platform to the single most critical element of actual healthcare delivery for an individual, their primary care physician. What will surely follow are even better clinical outcomes, more cost savings, and value-based models that even further align us to our customers and our members' needs and priorities. In so many ways, this was the obvious next step in our evolution. If you've watched us closely, you know that over the last two years, we've demonstrated the ability to effectively build, buy and partner to deliver innovation at a pace that outstrips the rest of the industry. We wanted to match members with the best doctors anywhere in the country, so we launched Intelligent Provider Matching out of our acquisition of MD Insider. We wanted to more deeply integrate mental health providers into our clinical processes, so we partnered with Ginger to deliver mental health integrated care. We wanted to help ensure that our highest cost members had access to a second opinion, so we acquired 2nd.MD. All of these capabilities are made better by Accolade's Trust and Engagement platform. Which leads us to today. If you turn to the next slide, you'll see how this announcement begins to flip the script from one where the care journey can be viewed as a series of discrete events to one where we are able to change the way care is delivered in a more collaborative, comprehensive, and holistic way. Until today, our clinical interventions have been largely designed to advocate for our members to receive the best possible care through guidance, through expertise, and through optionality. Tomorrow, with the acquisition of PlushCare and the addition of their primary care physicians and mental health providers to our frontline care teams of physician medical directors, registered nurses, and pharmacists, we intend to deliver care to our members and diagnose, prescribe, and treat the people we serve. We expect these new capabilities to further our demonstrated ability to deliver a superlative member experience, improve healthcare outcomes, and to deliver even more significant cost savings. Why? Because as you turn to the next slide, you will see that Accolade's primary care will, from day one, be dramatically differentiated. For Accolade customers, primary care physicians will have a 360-degree view of the member's healthcare journey, knowing every physician they're seeing, medication they're on, condition that they're wrestling with, and importantly, any barriers to care that they are facing. They will understand the member's benefits plan, including what digital programs their employer may have purchased on their behalf. Our physicians will coordinate care and collaborate with high-quality brick-and-mortar and virtual doctors and specialists anywhere in the country using our AI-driven Intelligent Provider Matching capabilities. Most importantly, our primary care physicians will be leveraging and extending the incredible longitudinal relationship established by our frontline care teams and leveraging their capacity to scale their impact through effective preparation and follow-up. Yes, like many people in the industry, we believe that primary care is essential to achieving the vision of driving massively improved outcomes and further reducing trend line and eating into the waste that plagues our healthcare system. Yes, we believe wholeheartedly in virtual primary care. Unlike others in the industry, we don't believe virtual primary care will fully replace brick-and-mortar care. The answer isn't another walled garden, albeit now a digital one. It's instead about doing what's best for the member and delivering an exceptional and seamless experience regardless of what members need to get there. Please turn to the next slide. As you can no doubt tell, we're incredibly excited about the potential for adding primary care to our offerings. Now that we've answered the question, why primary care, let's jump to the next question. What made PlushCare the perfect choice for Accolade? First, we performed an exhaustive evaluation of the market. Our mission was to find a purpose-built primary care service designed from the ground up with the idea of building long-term, longitudinal relationships with patients. Second, we sought a service built on top of a modern technology stack that could integrate seamlessly with Accolade's tech stack to deliver an incredible consumer experience. Third, our team searched for a service with superlative satisfaction ratings, both for the consumers and also for the physicians themselves. In this area, PlushCare shines. NPS scores for consumers are 90+ for both their view of PlushCare and their view of the physicians. Fourth, we have long believed that physical health is inextricably linked to mental health, as evidenced by the inclusion of behavioral health clinicians in Accolade's core model from day one. Accordingly, we sought to find a service that did not bolt on behavioral health services as another buy-up service, but instead embedded into the practice of primary care where it's most valuable. Finally, we sought a management team that shared our mission orientation and wanted to be part of our long-term journey to change healthcare. This team fit that bill to a T. We expect to have an incredible long-term working relationship with PlushCare's founders, Ryan McQuaid and Dr. James Wantuck, and the brilliant team that they've assembled. Healthcare is a huge and challenging space, and with each day and acquisition, we add more exceptionally talented people to our team to help us chase our vision. If you turn to the next slide, I'd like to bring on the CEO of PlushCare, Ryan McQuaid, to share his story and to talk about today's news. Ryan? Thanks, Raj. At PlushCare, we share Accolade's vision of helping people live healthier lives. We're all excited to be here today and join you on this journey. Please turn to the next slide. When James and I founded the company in 2014, we were clear in our vision that consumers in healthcare in the U.S. needed a better answer. The industry dialogue has been dominated by terms like misaligned incentives and opaque pricing strategies, obscuring the obvious fact that the healthcare in the U.S. is not designed around the patient's needs. We set out to change that. Please turn to the next slide. We knew the most important part of any patient's healthcare journey is the primary care physician who acts as the quarterback for their care. Done right, primary care is the most powerful influencer in anyone's engagement with the healthcare system, especially when it comes to lowering costs and creating better outcomes. Next slide, please. The care experience has been lacking. Quality care is hard to access even in the most populated regions, not to mention those living in sparsely populated rural areas. Telemedicine options are lacking in key aspects, including technology that has been repurposed from other solutions. We designed a purpose-built technology stack that is centered around the needs of the physician. We knew that if we could reinvent the primary care experience in a virtual setting with an amazing patient experience, that we could solve the access and availability challenges plaguing the industry. From there, we could really get down to the work of improving clinical outcomes. Our rules were simple, and fortunately, very effective. Next slide, please. Number one, we only hired physicians who attended the top medical schools in the country, have significant experience that's 15 years on average, and shared the same passion to deliver an amazing patient experience. Number two, we made sure those physicians were willing to dedicate all or a substantial portion of their workweek consistently and build real primary care relationships, and that we'd be an employer of choice for physicians with a strong collaborative clinical community. Number three, we invested in a technology team and platform that can support patients virtually across their longitudinal care journey with the ability to scale to millions. Please turn to the next slide. In 2020, when the pandemic rocked the country and people needed help the most, our strategy investments from the past put us in a position to help. We not only grew extremely fast, but more importantly, we grew without compromising our commitment to delivering the incredible patient experience that got us here. Our customer satisfaction ratings remain exceptionally high, and our platform added capabilities to continue addressing patient needs, such as launching a mental health program. Please turn to the next slide. Which brings us to today and the question of why Accolade. Accolade is a company on a mission identical to ours, to help every person live their healthiest life. When we began talking to Accolade, we immediately recognized that we spoke the same language. We had a shared vision for improving the patient experience, improving outcomes, and lowering costs through a world-class technology-enabled service. We each understood that a critical element of fulfilling our mission starts with improving access to the healthcare system and breaking down the barriers that keep people from getting the care they need. Next slide, please. We each build our businesses around a core set of principles that are perfectly aligned. It's a shared focus on the whole person with a collaborative, team-based approach. It's an empathetic, human-led connection that is supported and guided by a longitudinal view of each patient and evidence-based, data-driven clinical processes that leverage AI to guide our frontline care team to the right decisions. With the combined teamwork of everyone in the Accolade family, we'll be able to realize a fuller vision we set out to accomplish for patients in 2014, leveraging access to a comprehensive history of each patient, a dedicated team of care navigators to help patients access the healthcare system and understand their benefits, access to virtual second opinions and specialty consultations, all anchored by a primary care physician who can build a trusting and caring relationship with the person who matters the most, the patient. This virtual-first approach to healthcare will pave the way for transformational change in our nation's healthcare system. I'd like to turn the call over to Steve Barnes, Accolade's Chief Financial Officer. Thanks, Ryan. To you and the PlushCare team, welcome to Accolade. Please turn to the slide with our timeline. I'll start by echoing Raj and Ryan's comments. This is a transaction that will have a significant impact on Accolade and our ability to continue raising the bar for the services we provide to our customers. Since our inception more than a decade ago, we've been building a highly differentiated, consumer-focused, personalized advocacy and navigation business. In the past five or so years, we have added a robust tech and data platform that complements our high-touch approach with the technology-driven capability to accelerate innovation and drive deeper value for members, customers, and company growth via multiple offerings available to all segments of the market. We believe that through a balanced combination of build, partner, and buy, we have a compelling strategy, foundation, and operating model to continue our rapid expansion. Please turn to the next slide. With respect to TAM, I know you're all aware of the vast potential of the virtual primary care market. One of the things we are most excited about is how we will marry PlushCare's deep experience in the direct-to-consumer market with our enterprise footprint. We believe PlushCare has solved some of the toughest challenges in the virtual primary care market, which are even more difficult in the consumer business. For example, when your employer is paying for your insurance, cost is less of a challenge than when your customer is the patient who is paying for your service every month. PlushCare's 90+ NPS is a reflection of the tremendous trust that this team has built between consumers and their physicians. We will provide guidance on the combined business on the first earnings call after the transaction closes, which I currently expect will be in July when we report fiscal Q1, which ends in May. I'd like to provide some color around the size of PlushCare in terms of revenues, as well as the expected longer-term revenue impact on Accolade and investments we plan to make, particularly in the context of this greatly expanded market opportunity. PlushCare reported approximately $35 million in unaudited revenue for calendar year 2020. While this revenue level includes a significant impact from COVID-related visits, we expect PlushCare to continue to grow at a rate that is accretive to our organic growth rate. After completing the transaction, our plan is to invest significantly in order to expand PlushCare's capabilities in the enterprise markets as we begin to work to extend PlushCare's primary care model into our customer segments. Given sales cycles and our fiscal year-end, we expect that any enterprise traction would have a negligible impact on fiscal 2022 revenue, with a positive impact on revenue growth rates beginning in fiscal 2023 and beyond. I'd also like to repeat a comment I made when we acquired 2nd.MD about our approach to M&A integration. First, from a P&L perspective for Accolade overall, our bias is toward revenue growth at attractive unit economics with a demonstrable path to break even. To drive the most value for Accolade, our members, and our customers over time, we believe it is critical to invest in getting the integration right at the start. We intend to bring the acquired capabilities together with our existing platform in order to create a seamless consumer experience that will drive optimal value in terms of improved outcomes for members and patients and ROI for the customer. That means incremental investment in service delivery, go-to-market, product development, and ecosystem relationships. We'll provide more detail on PlushCare's revenue profile and this incremental investment when we provide guidance after the transaction closes. Turning to the next slide, I'll cover the details of the acquisition. The purchase price is up to $450 million, comprised of $40 million in cash and up to $410 million in common stock. For the stock portion, $340 million will be issued at closing and up to $70 million is payable upon the achievement of defined revenue milestones following the closing. As mentioned earlier, we expect to close the acquisition in early June, subject to all the usual closing conditions such as Hart-Scott-Rodino. With that, please turn to the last slide, and I'll turn the call back over to Raj for closing comments. Thank you, Steve, and thank you, Ryan. We're incredibly excited about the opportunity ahead. We're well-positioned to lead our customers out of the world of fee-for-service healthcare, with perpetually increasing costs, into a new world, one with better outcomes, higher quality, reduced costs, and incredible satisfaction members for both our members and for the care teams that are treating them, what's called the Quadruple Aim. Our goal has always been to deliver on that objective. Today we take another giant step in that direction. Operator, we'll now open the line for questions. Thank you. As a reminder, to ask a question you need to press star one on your telephone. To withdraw your question press the pound key. To allow everyone to ask a question we ask you to limit yourself to one question and one follow-up. We will take additional questions at the end of the call. Our first question comes from Michael Cherny with Bank of America. You may proceed with your question. Good morning, and congratulations on the deal. I would love to ask a philosophical question here for you, Raj. As you continue to branch out your platform, continue to create more touchpoint opportunities for members, how does your employer relationship think about where you sit in the ecosystem versus some of their other services? I'm thinking in particular about other telehealth platforms. If an employer already uses both Accolade and Teladoc, for example, as additional benefits, how does that melding work in terms of what you can and will offer versus what something like Teladoc can and will offer? Sure. It's a great question, Mike. Good morning, and thanks for being here bright and early. A couple of ways to think about that that I think are really important to how our philosophy is really differentiated. The first is, and this is perhaps the most important point on that story, is that there's a very clear understanding in a $3 trillion ecosystem that not one player is going to serve every particular need, whether that's in virtual care, primary care, urgent care, you name it. The need is to have a technology platform and a philosophy around how you deliver care that requires and embraces collaboration. We mentioned earlier in the presentation, we'll be collaborating with brick-and-mortar primary care providers as well as specialty care providers, as well as other virtual care providers who are delivering value to the members that we're serving. That's part one of the story. I think part two of the story, which is really fundamentally around our differentiation, is we believe fundamentally that primary care maintains a long-term longitudinal relationship with the member. In that regard, primary care is directly aligned with everything Accolade has always done. In fact, the data set we've assembled gives us an opportunity to supercharge the way a primary care physician can enter into a relationship with an individual and deliver high value, whether they're the only primary care provider for that consumer or one of them who engages at important points in time to guide their care journey in the right path. I think two points that we'd make there, Mike. One, we're going to continue to be collaborative. Two, our view is that primary care is so uniquely suited to our long-term care journey approach and to our longitudinal relationship approach, that it was the perfect place for us to play. I think as it relates to our customers, I think what we found already is that our customers were interested in the space, were talking to us about our strategy in the space, and we think are going to be really active in evaluating components of the ecosystem that are tightly integrated. Thanks so much, Raj. One really quick question for Ryan. How many doctors do you currently have on staff, and can you just tell us what it grew in 2020? Yeah, Mike, we have over 100 physicians that are on the platform. As far as growth rates, I'll defer to Steve, but I believe we're going to defer to talk about that in the future. Yeah. Good morning, Mike. It's Steve. Thanks, Ryan. Yeah, Steve here, Mike. As far as the business overall, which we reported, the company did about $35 million in revenue for calendar 2020. Not speaking specifically to their growth rate year-over-year. Certainly benefited from the uplift in COVID and the usage of telemedicine that the entire world saw. Outside of that, the company is growing at a rate we believe will be accretive to the Accolade growth rate that we've spoken about in the past. We're going to park it there and come back with more details post closing in the transaction. Understood. Appreciate the question. Thanks so much. Thanks, Mike. Thank you. Our next question comes from Jailendra Singh with Credit Suisse. You may proceed with your question. Congratulations everyone on the transaction. Two deals in three months or so, pretty impressive. Given the integration of these businesses are highly critical, and Raj, you talked about that, I was just curious if you could share some thoughts there. What gives you comfort on the integration of these businesses, and how critical the integration is for the company to achieve its objectives? I think maybe most importantly, Jailendra, first of all, good morning, and thank you for being here. Thanks for the question. Our number one objective is always to improve outcomes for members, to improve clinical outcomes, to improve financial outcomes, and fundamentally, to have that member have a better healthcare journey. To make that true, we have to integrate capabilities. Whether that's the 2nd.MD expert medical opinion capability or whether that's primary care, we've got to integrate it, embed it into the workflow, and expose those capabilities when it's best suited for the member. Unlike the rest of the industry, our job is not to build capabilities and ask members to show up. We actually deliver members to the capability when they need it at the appropriate time. I think to answer your question around how important is integration, well, we wake up every morning thinking about outcomes and improving care, so integration is really important. I think the good news in that story, Jailendra, is everything we evaluate, we evaluate with that in mind. We're looking at tech stacks, we're looking at philosophy of the management team. We're looking at the process of delivery and assessing whether or not we believe we can integrate in a timely fashion in order to deliver that outcome. As we mentioned in today's call, we look at the PlushCare technology stack, purpose-built for a longitudinal healthcare journey for the individual, built on a next generation technology stack that we think will integrate exceptionally well with Accolade's, and thought that this was, from our perspective, directly aligned with that objective. Okay. My follow-up, kind of a function of what Mike asked earlier. I was wondering if you could double-click on your virtual primary care differentiation from PlushCare here, especially considering if you think about all these health insurance companies, telehealth companies, everybody's pushing very aggressively in virtual primary care space. Just maybe expand a little bit more about how will PlushCare virtual care, primary care will differentiate from other virtual primary care offerings out there? Clearly, we are still early in that option there, but just curious, how you think that employers are going to evaluate different options out in the marketplace. Yeah, of course. Let me start this answer, and then our Chief Medical Officer, Shantanu Nundy, is on the call. Let me start the answer, and then I'll let Shantanu, who really is the driver of our primary care strategy, jump in and add some more context from a clinical perspective. When you think about the story as, or when you think about a healthcare journey, because I think more and more we'd like the industry to stop thinking about individual categories of digital health delivery and instead understand that ultimately, healthcare journeys are a combination of a wide variety of a different set of capabilities. That what we have to do is look at that longitudinal journey and enable a seamless healthcare journey for that individual where they don't fall through any of the cracks that exist in the traditional healthcare system. In our view, our capacity to link primary care physicians to a longitudinal data set that we've already collected on behalf of that member, understanding every physician that they've seen, every medication that they're on, what their health plans, what their formulary is, how much their medications cost, putting all of that together and putting it in the hands of a primary care physician with a machine learning engine that helps make recommendations, is a highly differentiated view of primary care. Primary care in a digital form, replacing brick-and-mortar healthcare is, in many respects, just another walled garden. Our opportunity to link it together with everything else we've done, we think, is what makes us unique. Shantanu, do you want to jump in there and add anything? Absolutely. Jailendra, it's always good to be on the call with you. I'd point to three things. I think the first is really this idea, as you know, I get a chance still to practice primary care, is that primary care physicians are under-resourced and under-empowered, right? When I think about a patient that I see in clinic, I often don't know what medications they've actually filled. I don't know that they were recently in the hospital. When I prescribe a medication, embarrassingly, I often can't answer patients' simple questions like, "How much is that medication going to cost me?" I just send them to the pharmacy and sort of hope for the best. At the same time, I don't have access to the kind of extended care team that Accolade has. I might have a few different types of allied health professionals in my clinic, but by and large, I'm on my own. I think the first value is really this idea that if you take Accolade's data stack, our technology, and our expanded frontline care teams, all of those things sort of wrap around that primary care physician and allow them to sort of supercharge what we're able to do for the patients. I think that's the first. I think the second is this idea that if you look at a lot of the primary care or virtual primary care, a lot of the people that show up to the front door of a primary care doctor's office, virtually or brick-and-mortar, are sometimes the folks that don't necessarily need it the most, right? The idea that we could use our data, use our relationships to proactively get to those patients who maybe didn't see a primary care doctor at all. Those are the people that we want to get to. When you think about the value proposition in terms of cost savings, it's those sort of higher-risk populations. The fact that Accolade knows who those folks are, has data about them, and has relationships means that we can get in front of them. I think the last one is, I think underscoring Raj's point about the walled garden. I think increasingly, patients today will go get care in different places. They'll go to a pharmacy for some set of services. They may have an on-site clinic, they might have different specialists or health systems they see. I think being able to stitch that all together with data and be able to ultimately be accountable for that person, we think is a much more practical and, I think, effective way than sort of the walled garden approach. Great. Thanks for taking questions. Thank you. Our next question comes from Jeff Garro with Piper Sandler. You may proceed with your question. Yeah, good morning. Congrats on the transaction. Thanks for taking the question. The first one from me is for Ryan. What can you tell me about PlushCare's business model and operations to make its interactions longitudinal rather than one-off with patients? Yes, thanks for the question and good morning. This was a focus for us from day one at PlushCare and was really motivated behind a personal story that I won't get into at this moment in time. It was really around establishing a trusted and loved relationship with a physician, which just hadn't existed in the tele-urgent care space, historically. It was bringing on doctors from the top medical schools, who had amazing experience and who were committing either all their time or a substantial portion of their time to the platform, and really developing strong relationships with patients on an ongoing basis to take care of their urgent care needs, preventative care needs, and chronic and ongoing care needs. Around that, creating a technology stack and platform that supported all those interactions, that included preventative reminders for patients that had chronic conditions to ensure that they were getting the care that they needed. Great. Very helpful. Then the follow-up would be for the Accolade team. Looking ahead to the enterprise expansion, could you discuss the clinical staff that Accolade has already in place and how you will keep everyone practicing at the top of their license as the organizations combine? It seems like this acquisition might be pretty synergistic with 2nd.MD and what they do to route and filter care. That's a very astute question, Jeff, and thank you for being here. Let me turn that question to our Chief Medical Officer. Shantanu? Yeah. It's such a great question, and I really think that team-based medicine is such a critical place that we're going to, both in terms of the effectiveness and hitting clinical outcomes, but also in terms of being able to get to a scalable delivery model. I absolutely love that question. You're right. I think if you look across the three sort of entities, I think there's a lot of synergy and complementarity, right? On the PlushCare side, top-notch physicians. You have folks that can help sort of with the operations of being able to get a clinical practice to deliver the kind of exceptional NPS scores and stuff that they see. On the Accolade side, right, you have sort of that extended care team that is able to deliver population health. That's our physician medical directors who take more of a population health view, our nurses, our pharmacists, something that as a physician, I deeply appreciate having, and our behavioral health specialists, who are able to destigmatize and get folks to the right care. You're right on the 2nd.MD side, you now have specialized nurses who have specific expertise in important domains like oncology. You have a medical records collection team because, again, we think data about a patient, regardless of where they are, becomes a really important part of being able to stitch together that story for them. Of course, we have our national network of top 1% specialists from around the country, in basically every major specialty and subspecialty category. I think when you think about all those different pieces together, you really start to assemble the pieces of what you need to deliver on that comprehensive, longitudinal, value-oriented care model that we're looking to build. Jeff, if I could just add to Shantanu's point, at the front of that sphere is our specialists who focus on claims, who focus on benefits, who focus on appointment setting, meaning, we've long talked about primary care doctors as the quarterback of healthcare. The reality is, we don't really expect our primary care doctors to run down claims issues to determine if we really owe $400 or not. We don't really expect them to book appointments directly with the right specialists. By extending the frontline care team to the front of that process all the way through to all the specialty points that Shantanu just made, we create significant leverage in every part of the puzzle. Excellent. Sounds exciting. Thanks for taking the questions. Thank you. Our next question comes from Stephanie Davis with SVB Leerink. You may proceed with your question. Hey, guys. I go with the congrats, and thank you for taking my question. It looks like PlushCare has both an employed physician and a contractor model. I was hoping you could tell us more about the mix of doctors and if you're planning on doing anything to change that mix as you scale the platform to be of a scale for Accolade. Sure. I'll let Ryan jump in. Good morning, Stephanie. I think at the core of one of the things that really excited us about the PlushCare platform and the approach that they've taken was, regardless of whether they were full-time or contractors, that the physicians working with PlushCare were making a commitment to spend the majority of their time there. Ryan, let me let you expound on sort of the philosophy of how you built things out. Stephanie, I appreciate the question, and Raj hit it spot on. It really is, if you are going to have a primary care relationship with a patient, as a physician, you need to be committed to that platform, and you need to be available for future appointments and on an ongoing basis. That was really our philosophy was, whether you were working for PlushCare on a full-time, 40-hour a week basis or on a part-time, 20+ hour a week basis, we wanted to make sure our physicians had a commitment to our platform and to our patients. There's not a huge difference there as far as full-time versus part-time. In both cases, we require a commitment from our physicians. I guess, put another way, how would we think about the economics of one versus the other, just as you scale? Stephanie, good morning. Steve Barnes here. Why don't I jump in on that? I think we'll give you some more color on that when we come back with guidance. At the core of it, I think, the key point is Ryan's point. It's the committed relationship that allows PlushCare to build relationships with patients that drive a differentiated kind of a model. I wouldn't think of a material difference between those two as much as, we look at that as an opportunity to create more value through the relationship and driving those outcomes. That's what we see as differentiated, particularly from many, if not all, of the companies we've seen in the space. All right. That's helpful. Thank you. Thank you. Thank you. Our next question comes from Ryan Daniels of William Blair. You may proceed with your question. Yeah, good morning, and congrats on the deal. This is Jared Haase for Ryan. Wanted to just ask one on some TAM expansion potential here, and specifically thinking about legacy opportunities for Accolade to work with payers, whether that's more on their fully insured book or maybe with some government-sponsored lives with Medicare and Medicaid. I'm curious if you feel like this acquisition has any sort of potentially compounding effects with not only opening up this new market in virtual primary care, but also maybe offering something that's a bit more compelling or allows you to penetrate those kind of ancillary markets. That's a great question. Thank you for being here this morning. Well, we've got nothing new to announce in terms of new market opportunities because we are really just getting into the sweet spot of growing in the employer space and growing in the TRICARE business where we're currently doing work. There's no doubt that PlushCare's consumer focus was something that was really, really interesting to us, in part because the reasons Steve mentioned in his script, that the idea of acquiring customers and retaining customers when they're self-paying for the service just is indicative of how sticky the service is and how incredibly well-designed it is on behalf of the member or on behalf of the patient. Secondly, absolutely, to your point, this idea that, look, there's 160 million people in the country who are making, in some way, shape, or form, some of their own healthcare decisions without an employer purchasing healthcare on their behalf. A service like this one makes us even more valuable to them, as well as a customer acquisition engine like that one that makes us even more valuable to them, is absolutely something that we think only further enables our push down the road to get into spaces like that one. Got it. Yeah, that's very helpful. Thanks for that color. Then maybe just a quick follow-on, and we've kind of talked around this a little bit throughout the call, but maybe just to make sure that I understand. I'm curious how the member journey or the member experience may or may not be impacted, if at all. Do you still kind of envision Accolade as being that single number, that single source of truth that a patient would call? Obviously, you've established those relationships with them, historically. Is Accolade still the number that the patient calls? Then if a virtual primary care makes sense for them, that's something where the Accolade assistant might be able to route that call, or do you maybe see any sort of changes in that? Just curious to get any color there. I appreciate that question, I'm going to turn the back half of your question over to Dr. Nundy, so that he can speak to our methodology or our thoughts around targeting to get the right people to the primary care physician that they may need. At the front end of your question, absolutely. In fact, we think being the primary number on the back of the card and taking all of the interactions that range from, "Is this benefit covered?" to, "How do I make heads or tails out of this claim?" is essential to determining those sort of right moments at which we might engage with a primary care physician. Unlike what we think other strategies in primary care, where ultimately people are talking about, well, 20% of people don't have a primary care physician. Maybe we can get them there via virtual care, which may be a reasonable hypothesis, but isn't the most important hypothesis in our mind. We're really looking at a targeted approach that I'll let Dr. Nundy expound upon. Yeah, absolutely. I think Raj said it exactly right. I think it's pretty straightforward to look at a population and say, "Hey, these are the individuals who have not seen a primary care doctor in a year or in two years." I think what we're doing is taking a much more nuanced view and saying, "Let's actually understand the nature of people's relationships with their primary care doctors." You might have some who've never seen a doctor. You might have some that sees them, but really sees them very sporadically or not really when they should. For example, if you have a patient who, when they go to the emergency room, they don't see their primary care doctor within 7- 14 days, that's sort of a sign or a signal that person doesn't really have the type of coordinated primary care that we think is really essential to get the health outcomes. Then combining that view of the strength of that relationship with understanding that person's clinical burden, right. Being able to look at the claims data we have, the internal data we have, the pharmacies, the behavioral health data we have, and using that, understand people's individual clinical burden. The combination of all that data really gives us a view on if we want to achieve clinical outcomes, and we want to drive value, who are the folks that we could best serve with our model and that we need to really augment the services that we're providing with the PlushCare capabilities we have now. Got it. Yeah, thanks for that color, and congrats again on the deal. Thank you. Thank you. Our next question comes from Ricky Goldwasser with Morgan Stanley. You may proceed with your question. Yeah. Hi, good morning. I have a few follow-up questions here. First of all, as you look to add more content to the Accolade offering, because it seems that's been sort of part, a core part of the strategy in the last 12- 18 months, how do you think about a decision to partner sort of an arm's length relationship, similar to what you have with Ginger, versus a decision to acquire an asset? Good morning, Ricky, and thanks for being here. I'll jump on this one and give you our build/buy/partner framework. It is ultimately, first and foremost, about what's the best answer. Do we believe we can deliver a superlative experience for the member that improves outcomes? As simple as it sounds, question number one is do we think build, buy or partner is the best path to delivering an experience that's going to help us achieve our end objective, which is Quadruple Aim? When we answer that question, then we'd scour the market, and if we in fact believe that buying is the right option in that particular situation, we then scour the market for a like-minded management team, culturally and mission-oriented, tech stack that we think is something that we can integrate in real time because we know that integration is critical to delivering a seamless member experience. A set of financial attributes that we've talked about in the past, around being a mid or long-term accretive opportunity for us that we know we can sell back into our customer base, that we know our buyers are very interested in, et cetera. Certainly when we look at any category, we're also looking at the prevalence at which our members are engaging with that type of service. We do believe primary care, within the context of the longitudinal relationships that we're building, is one of those services that fundamentally aligns exceptionally well with what we do and does so often in many member experiences. This one was a fairly obvious one for us in terms of our desire to participate in this space. When we looked at what we could do ourselves versus looking in the space, and most importantly, when we met the PlushCare team and what they'd built, we realized that the best answer here was to buy or to combine our businesses with PlushCare. Okay. When we think about just the mix of people, what percent is primary versus behavioral, and what is the demographic mix, the population mix, by age and payer? To your point, it's very interesting, right, that it's consumer first and people are gravitating towards it, but I was wondering if you can see any preferences by age groups or demographics. Ricky, we're probably not going to get into a lot of depth just yet on the breakup of that customer base. We'll certainly give a little bit more color after the deal, after the transaction closes, and when we're providing guidance on the year ahead, as Steve mentioned, in that July timeframe. In terms of the makeup between primary care and mental health, let me turn that over to Ryan to dig in. Yes, thanks, Raj. Thanks, Ricky, for the question. The mix is very similar to what you would see in a traditional primary care office, as far as urgent care, preventive care, and care for ongoing or chronic conditions. As far as Raj mentioned, we'll get into the demographics and other patient details in the future. Likewise, it is very similar to a traditional primary care office as far as gender, age, et cetera. Should we assume that behavioral, because the mix today in behavioral, in primary care is relatively low, so should we assume that over time, that's where the additional sort of offset opportunity is you expand that offering? Actually, let me jump in really quick, and then let me ask Shantanu to jump in here as well. One of the things we really liked about PlushCare, Ricky, was the nature in which they were embedding the mental health element or the behavioral health element to the practice was acknowledging that every clinical interaction has an opportunity to create or to identify mental health challenges that we want to address. Building a scalable model upon which primary care physicians, along with trained mental health professionals, have an opportunity to identify challenges and then escalate those to further up the value stream in mental health was something we really appreciated about the way this was built. Not as a sort of buy-up service, but instead as a embedded identification and triaging vehicle that in turn moves people forward. Shanti, do you want to add anything there? Yeah, absolutely. I think it's such an important question. I think even stepping back before mental health, I think part of what got us really excited about the PlushCare team is that their physicians are extremely highly qualified and high quality, and they're comfortable managing a very broad set of conditions, right? There are primary care doctors out there that don't feel comfortable managing diabetes or don't feel comfortable managing people with hypertension. Across the board, and this is really the strength of having those kinds of physicians that have been trained at top institutions, et cetera, is this ability to really manage more and more of a patient's health within primary care. That is really a key enabler of that kind of whole person delivery. Mental health is a great example of that. Their physicians are comfortable managing depression, managing anxiety, prescribing medications for that, and then delivering that, as Raj said, in an integrated fashion with mental health providers. That's really a scalable approach to addressing mental health for such a broad swath of the population. There's been two to three decades worth of research on that model, which is called the Collaborative Care Model, that demonstrates that that's actually a way to achieve outcomes and significant cost savings, particularly for folks that have comorbid, say, diabetes and depression. Thank you. Our next question comes from Ryan MacDonald with Needham. You may proceed with your question. Yes, good morning. Thanks for taking my question. First one for Ryan. Given the importance of building and cultivating a relationship with a patient in a PCP setting, can you give us a sense of the retention rates amongst PlushCare members and how that's trended, say, pre-COVID versus today? Hey, Ryan, this is Raj, actually. Let me just jump in there because, I totally appreciate the question. We're going to give some more color about those dynamics when we report after the transaction closes. Perhaps what we can mention, though, is that the consumer arrangement consists oftentimes of a subscription fee as well as volumetric fees, like visit fees and so forth. As Ryan commented on earlier, it created very sticky relationships with consumers, extremely high customer sat scores, which indicate the service levels that the company has. We'll hit some of those details when we come back to you in a quarter or so. Got it. Completely understandable. Then I guess, just to understand a sense of how PlushCare sort of transitions from consumer to a more B2B focused motion, underneath Accolade. It'd be helpful, Ryan, to understand sort of how you're bringing in patients or attracting patients early on in that direct model. Maybe as you started to move early days into more of a B2B motion, what were some of the sort of focal points there as you made that transition? Thanks. Let me grab the back half of that question, Ryan, first, and then I'll allow you to answer the I think the way to think about this, sorry, there's two Ryans now. Ryan MacDonald, answer the second part of your question, and then I'll turn it over to Ryan McQuaid to answer the first. As we think about the enterprise motion, very clearly we're thinking about it in terms of embedded capabilities with the core offerings that we deliver. From a capabilities perspective, we're finding that there's a beautiful synergy between the capabilities that exist at Accolade and the new capabilities being brought to us by the primary care service at PlushCare. In terms of the go-to-market motion, very clearly, we're looking to leverage the track that already exists, our capacity to reach health and benefits buyers at large and small corporations around the country. To add this service as something that we know they're very interested in because they talk to us about it, and the customer acquisition engine will high probability be exactly the same customer acquisition engine as we've talked about in the past. Ryan, do you want to talk to how, Ryan McQuaid now, do you want to talk to how we're acquiring customers from a consumer perspective? Yeah, Raj. Our main focus from day one was obsessing over the patient experience. We have done that, and I think as you'll see online, built a ton of credibility and trust from patients, and that's been a huge part of our acquisition process of patients getting awareness that PlushCare exists. Seeing that these are doctors who truly care and reading all the amazing patient reviews online. Traditional direct consumer marketing to date, but also, a large amount of word of mouth referrals and multiple touch points, that include research as far as credibility and other patients' comfort using the service. Super helpful. Thank you very much. Of course. Thank you. Our next question comes from David Larsen with BTIG. You may proceed with your question. Hi. Congratulations on the deal. All of my questions have largely been asked already, but of all of your customers right now and all the patients right now, I'm assuming 100% of them are self-pay at this point in time. Do you have any sense as to how many of those folks actually have health insurance that they could use if they wanted to? Thanks. Hey, David, it's a pleasure to chat with you. Thanks for being here this morning. I think it's not actually 100% who are self-pay. There are some, and I'm jumping in front of Ryan just because we have a short amount of time. In fact, there are some percentage of customers who are actually using insurance to pay their claims, and one of the things we appreciated about PlushCare was their capacity to integrate with plans and to be on the panel for payments from a claims perspective. We'll give you a little bit more detail on how that all breaks down, in the future once we've got the transaction closed, David, but hopefully that gives you a little color in the short term. Okay, great. Thanks. That's all I have. Thank you. Thank you. Our next question comes from Richard Close with Canaccord Genuity. You may proceed with your question. Yeah, a lot of my questions have been answered. It sounds like we'll get more information in a couple of weeks. I'll turn it over to you guys. Thanks. Thanks, Richard. Thank you. I'm not showing any further questions at this time. I would now like to turn the call back over to Rajeev Singh for any further remarks. We really appreciate all of you being here today. We're really obviously very excited about the future and the opportunity to continue to improve outcomes for the people that we serve. We look forward to answering more of your questions as the days go on. Thank you. Thank you, ladies and gentlemen. This concludes today's conference call. Thank you for participating. You may now disconnect.