Hello everybody, and a warm welcome to the Signify Health to acquire Caravan Health conference call. My name is Melissa, and I'll be your operator. If you would like to ask a question following today's presentation, that will be star followed by one on your telephone keypads or the flag icon if you've joined online. If you change your mind, that will be star followed by two. I now have the pleasure of handing over to our host today, Jennifer DiBerardino, Head of Investor Relations. Please go ahead. Thank you, Melissa. Good morning, and thank you for joining us on such short notice to walk through Signify Health's announced acquisition of Caravan Health. This call is being webcast live and a recording will be available on the events page of our investor website at signifyhealth.com through April 10th, 2022. On this call, we'll be making certain forward-looking statements related to the anticipated closing date of the transaction, our future financial performance, anticipated growth strategies, trends in our business, and our ability to effectively integrate Caravan Health's operations and technology to achieve the anticipated benefits and synergies. These statements are only predictions based on our current expectations and projections about future events and constitute forward-looking statements within the meaning of the federal securities laws. There are important factors that could cause our actual results, level of activity, performance, or achievement to differ materially from the results, level of activity, performance, or achievements expressed or implied by the forward-looking statements. Please note the cautionary language about our forward-looking statements as presented in our press release dated today, February 10th, 2022, and in our 2020 Form 10-K and subsequent 2021 Form 10-Qs. That same cautionary language applies to the statements made in this conference call. Joining me on the call this morning are Kyle Armbrester, Chief Executive Officer, and Steven Senneff, President and Chief Financial Officer. We will have an operator-facilitated Q&A session after our prepared remarks. Now I'm gonna turn the call over to Kyle. Great. Thank you, Jennifer. Good morning, everybody, and thanks for joining us. We're excited to share with you the announcement that we've signed an agreement to make our first significant acquisition since our IPO a year ago tomorrow. We promise it wasn't planned. As you read in our press release issued this morning, we're acquiring Caravan Health, a leader in enabling accountable care organizations, or ACOs, to excel in population health management and value-based health care payment programs for an initial purchase price of $250 million, including cash and stock, with contingent additional payments of up to $50 million. Steve will provide additional details momentarily. As I mentioned in the press release, a strategic focus for Signify Health has always been driving more participation and success in value-based payment arrangements by integrating episodes of care into total cost of care models. Episodes of care help providers manage the cost of specialist care within total cost of care models. These two payment models are synergistic and help maximize total savings and clinical outcomes. This strategic focus was also driven by the direct request of many of our clients and the call to action from the Centers for Medicare and Medicaid Services, CMS, to improve health equity and have everyone in Medicare fee-for-service aligned to an accountable relationship by 2030. The acquisition of Caravan Health accelerates this effort as a combination of these two companies places us in a better position to support value-based care strategies across Medicare fee-for-service, Medicare Advantage, Medicaid, and commercial patient populations, and to manage what will approximately be $10 billion in medical spend in a diverse array of urban, suburban, and rural communities across the country. Caravan Health pioneered the collaborative ACO, an ACO within the Medicare Shared Savings Program, or MSSP, a permanent voluntary program implemented by statute and managed through ACOs. Collaborative ACOs combine multiple provider organizations to aggregate and spread risk, thereby providing enhanced protection against downside risk. This approach makes it feasible for more providers to participate in risk-based programs. Additionally, Caravan-supported ACOs generate additional revenue using Caravan's proprietary technology, Caravan Coach, to engage patients, improve preventative care, and optimize clinical and financial outcomes. As a result, Caravan has outperformed benchmarks and achieved increased shared savings consistently. We're particularly excited about the enhanced capability of our combined technology, data, analytics, and management expertise in value-based payment models, and will help us in accelerating the transition of U.S. healthcare system from fee-for-service to value-based care. We believe that value-based payment is the path to the Medicare Trust Fund solvency, Medicaid program sustainability, and employer health plan affordability by ensuring beneficiaries get the right care at the right time for the right price. Both health plan and provider clients have asked us to expand our service offering to include total cost of care, and we're particularly excited to be able to bring the multi-payer contracts we have in place to this expanded range of provider organizations. With this combination, Signify and Caravan can play an even greater role in improving the quality of care and reducing the total cost of care by supporting providers' and payers' ability to care for the whole person across clinical, social, behavioral, and physical parameters. By combining Caravan Health and Signify, we are creating an end-to-end suite of capabilities that will enable providers to succeed in any risk-based or shared savings model, from advanced primary care payment to specialty bundles to total cost of care contracts, which addresses public and private sector payers' desires to integrate various payment models into a strong product offering that will increase the affordability of healthcare for all Americans. Caravan Health brings to the combination their population-based insights and management expertise to promote prevention and wellness and manage chronic disease. Signify Health brings episodes of care analytics to support the identification and management of specialty care. Additionally, Signify Health's expertise in post-acute performance management, care transition services, social care coordination, and in-home evaluations will help drive more coordinated care within and beyond the clinical environment. Upon the closing of the transaction, we will be able to better heed the call from CMS for health equity and address the persistent issues of the medically underserved by extending providers' capacity to engage patients in the home and virtually. We plan to do this through Signify's national mobile network, which includes approximately 10,000 credentialed physicians, nurse practitioners, and physician assistants, and over 600 engaged clinical and social care coordinators that provide the reach to support many of the providers engaged in Caravan Health's ACOs. Signify's mobile network extends the resources of often stretched local care teams and connects patients to the care they need when and where they need it. As we integrate these two leading value-based payment conveners, we expect over time to increase the depth and breadth of our combined network of at-risk care providers. We are ready to engage on advanced alternative payment models, where providers and payers are aligned towards achieving better outcomes for a lower cost. Signify Health has over 3,000 physician practices and facilities contracted in value-based payment arrangements. Caravan Health adds to Signify more than 200 health systems, 100 federally qualified health centers, FQHC, and 10,000 primary care providers managing over 500,000 patients across the country. We're excited to join our workforces who are focused on the shared vision to transform how healthcare is delivered and paid for. They have come aboard, both reporting to me. Lynn is the founder and chairwoman of Caravan Health and recognized thought leader in healthcare reform. Tim is the President and CEO of Caravan Health, leading all aspects of the company's strategic direction and serves on the board of the National Association of Accountable Care Organizations. Upon closing the transaction, Lynn will become the Chief Innovation Officer for all of Signify Health, and Tim will become the Executive Vice President of Accountable Care for Signify Health, and remain the CEO of Caravan Health. We look forward to welcoming Tim and Lynn and all Caravan employees to Signify Health. Now, I'll turn the call over to Steve to go into more of the financial details of the transaction. Thanks, Kyle. Good morning, everyone. We are very excited to join forces with Caravan Health and expect to close our transaction in the first quarter. This acquisition provides us access to a new market to accelerate our growth opportunities, and the combination adds a new savings-based model to our episodes of care segment. Caravan operates within the Medicare MSSP program, which tends to have a larger base of healthier members compared to BPCI-A. Moreover, MSSP is a total cost of care model, therefore, the savings rate profile is different. The MSSP program is permanent and has a stable benchmark, which reduces variability in savings rates. Adding Caravan to our ECS segment meaningfully expands the opportunity for our overall spend under management. In fact, when we close the transaction, we'll have a total of approximately $10 billion in spend under management. We believe the combination of our services has the potential to raise saving rates in the future. As mentioned in the press release, we are paying an initial purchase price of $250 million, which includes $190 million in cash and $60 million in Signify common stock. In addition, there are contingent additional payments of up to $50 million based on future performance of Caravan, aligning the Caravan management team with existing shareholders. Caravan is on pace to deliver approximately $40 million of revenue for the full year 2022, of which we would capture only the months of revenue earned after the closing of the transaction, likely nine or 10 months, depending on the final closing date. Adjusted EBITDA margins are expected to be in the 25% range for 2022. We have line of sight into Caravan's business, approximately doubling its adjusted EBITDA in 2023 due to strong growth and the synergy opportunities. The acquisition is a growth-oriented acquisition and cost savings are not a primary focus. We expect the acquisition to be accretive to our financial results in 2022, and we will provide specific 2022 guidance for the combined entity when we announce our 2021 fourth quarter earnings on March 2nd, with a conference call scheduled for March 3rd at 8:30 Eastern Time. We look forward to speaking to you again in a few weeks. Now back to Kyle for closing remarks and Q&A. Great. Thanks, Steve. A strategic focus for Signify in alignment with our commercial payer clients has been to drive more participation and success in value-based payment arrangements. This focus also supports critical imperatives from CMS to improve health equity and have every member in Medicare fee-for-service aligned to an accountable relationship by 2030. The acquisition of Caravan Health supports this strategic focus as we build the infrastructure and payment models that are needed to achieve patient-centric, holistic care and better outcomes for everyone, especially the underserved. Now we'll open the line to take your questions. Operator, please proceed. Thank you. If you would like to ask a question, that will be star followed by one on your telephone keypads or the flag icon if you've joined online. If you do change your mind, that will be star followed by two, and please ensure that you are unmuted locally when you go to ask a question. We'll pause briefly to allow any questions to be registered. We will take our first question today from Michael Cherny of Bank of America. Michael, please go ahead. Good morning and congratulations on the deal. Maybe just to give a little bit more on Caravan. Clearly, you've been focusing and expanding your approach on episodes of care, building out into the commercial side as well. How do they fit in terms of your ability to expand your own competitive capabilities as you expand your markets? Who do you see Caravan going up against head-to-head in terms of the competitive dynamic and who they sell against specifically? Yeah, great. Thanks, Michael, and congrats on your recent promotion. Let me give you a little shout-out. From our standpoint, what we're most excited about was, as I mentioned during the prepared remarks, Caravan's innovative model of creating collaborative ACOs. What they were able to do there is grab a bunch of health systems and organize them in a way where they're able to have a larger aggregate number of lives, which allows them to spread out the risk and any volatility that might happen on any given, you know, time period, and take on more downside risk. Caravan's been a pioneer in moving folks from the basic ACO model into the enhanced model. We're excited about supporting them with that. That being said, if you think about one of the biggest problems plaguing, you know, the country right now with respect to delivering care, it's the fact that we have a large, complex, multi-payer system. What Signify brings to the table now is we're operating in the two dominant value-centric programs with CMS, so bundled payments and the ACO program, and tying that all together, which Caravan has already started to do, and has a few health plan clients. We believe we can bring a genuinely multi-payer solution to market for these health systems and provider groups that are affiliated with them to ensure that we're better managing outcomes for patients and driving increased shared savings. What we get within the combination, while ACO covers, as Steve mentioned, a broader population, the episodes help us go after where the spend is really pronounced, right? When a procedure or a post-acute event happens, bundles and total cost of care are synergistic. They work together. Even from the IPO, this has been in our roadmap, and frankly, we spent the better part of, you know, our last year since our IPO studying and wanting to understand exactly how we wanted to enter into this market. We found Caravan was a great fit with the team, a great fit with the technology platform and the mission that we're trying to drive to push forward value-based care. Their biggest competitor is a lot of health systems go at their own, you know, on the ACO front. We believe that a convener or a service organization can help drive even more savings. With Signify's network of doctors and nurses in the field, our access to the home, our post-acute abilities, we think we can actually wrap these health systems and all the relationships that Caravan have, pushing our episodes in to drive a deeper relationship and help them be more successful in value-based care, which obviously drives our success because our revenue model is attached to their success. Got it. Just one quick follow-up. I was looking at the Caravan website. I think that they have 160 total employees, so very asset-light model. How do you think about that potential need to invest in their business to make sure they're capitalizing on that incremental spend that you're hoping to have under management or you will have under management as the deal closes? Yeah, great question. They are very much a technology data and analytics company and spend a lot of time getting their software footprint, Caravan Coach, installed throughout the base. When we kicked the conversation off with them, the two things they had in their roadmap were better managing the post-acute and providing services in the home, right? To drive differentiation with their clients. They were mentioning all their clients are, you know, looking and asking for that. And some of their most performant, you know, help scale an in-home model. And now with our nationwide scale and our ability to credential and move doctors, nurses, we're gonna be able to further enhance that. And you know, Caravan also shared with us, and this is no secret, a lot of health systems are struggling with staffing right now. Our ability to bring, again, that density and that utilization that we have of that network with all of the different payers, with CMS, all focused on value-based care, you know, is a real accelerator and a supportive board to the tech and analytics and data platform that they've spread out across the country. Great. Thanks so much. Yep. Great questions, Michael. Thank you. Thank you, Michael. We'll take our next question from Jessica Tassan of Piper Sandler. Jessica, please go ahead. Hi. Thank you for taking the question and congratulations on the deal. I guess just on the revenue model for Caravan, can you help us understand how much of that $40 million is related to care management fees, and then how much would be related to or participation in the ACO's savings rate? Hey, Jessica. It's Steve. Yeah. Look, the majority of that is gonna be driven by the shared savings rate. The way the model works is, I mean, they've transitioned from a historical PMPM type model much more to shared savings, which is one reason we're so excited about helping them participate that. As all the things Kyle said with that strategic fit and the assets that we bring to it, we think we can help accelerate the savings rate over time. You know, the vast majority is coming from the much like the episode side and the BPCI program is coming from the shared savings. Just like us, too, you know, as we mentioned, they share in upside and downside risk, which is what we were so excited about. That's core to our model. It's how we run all of our episode programs. It really just highlights how synergistic these two businesses are, that we're bringing a, you know, identical business model together with respect to, driving shared savings with that risk pool for our clients. That's helpful. Thank you. Just, of those 500,000 patients under management, can you just help us understand how many are being managed under the enhanced track of MSSP, maybe in 2021 and 2022? Thank you. Yeah. We're planning on reporting more of that breakdown as we get into you know, guidance and earnings on the next call. We'll give you guys more visibility into the enhanced track for basic, et cetera. Okay. Thank you. I will say that. Congrats, again. Yeah, thanks, Jessica. Momentum is. They're moving all the clients towards the enhanced track, and they've had tremendous momentum in doing that. Thank you, Jessica. We'll take our next question from Matt Larew of William Blair. Matt, please go ahead. Yeah. Hi, good morning. Just curious in terms of the technology platforms that now sit at Signify and at Caravan, if there is an opportunity to sort of take a best of both breeds and improve each platform or for those eventually to work together? Yeah, great question, Matt. They have something that we're really excited about called Caravan Coach, which is a face sheet, basically. It sits over whatever environment is present in the hospital or health system and helps really guide folks with a list of prioritized actions, right? You need to complete an annual wellness visit. This member hasn't had this preventative screening test. You haven't filled out the advanced care planning initiative for this member. It's a you know air traffic control for these providers to execute tasks that are driving better patient outcomes and helping to result in more shared savings. They're helping to drive more PCP visits, drive more engagement with specialists when and where they need it. They're diverting folks from using the emergency room as the front door, you know, of the hospital or health system. It's a really comprehensive technology stack that we built out. Frankly, to your point, we see it as synergistic across all of our product lines. Those jobs to be done in tasks that I just mentioned, an MA plan would love for their Medicare Advantage members to have providers executing that same work for them. As you go into bundles, right? A lot of the same things are super relevant to individuals that are present in that value-centric contract as well. We are very excited about that platform. We're gonna be investing more R&D dollars behind it. As Steve said, this deal was very much a growth-oriented deal for Signify, and we are not, you know, focused on a bunch of cost takeout or synergies as a part of it. We're focused really on growth and stitching all this incredible Caravan technology together with Signify. The other thing I would say, our technology to date has been very episodic-focused. They, because they're in the ACO program, have taken on a more population health longitudinal view. It's enhancing our ability to look at somebody over a longer period of time more holistically than just the episode, which is the highest amount of spend, right, when an episode gets triggered. Having that population health longitudinal view allows us to do more preventative care and to actually identify an episode proactively, so it's not appearing inside of the ED, therefore managing spend better from the beginning. We're very excited about that element as well. Yeah. That actually, you know, leads to my next question, but just in terms of the commercial opportunity that you've been positioning Signify forward starts maybe kind of the combined capabilities here, I presume would be pretty interesting in the commercial market. So just curious, what, if any, commercial presence Caravan has, you know, beyond MSSP or if. That's part one, and then part two would just be if that sort of thesis was one of the driving, you know, the driving pieces of doing this deal, that the capabilities really would be attractive in the commercial market. Yeah. Without a doubt. I would say it was the number one thesis we were driving as a part of this deal. Number two being that CMS has been pretty pointed that they wanna combine total cost of care models and episodes in the future. We're building into the strategy that we've been working with them on for several years, and we're excited about that. On the commercial side, they do have some contracts today already with health plans. There's two big issues with contracting and with provider groups. Every plan, or in the federal government, has a different set of data, eligibility, rules, regulations of how they wanna manage patient populations. When you bring in a supportive group like us, who has all of this multi-payer relationships and the relationship with the federal government, we can streamline, standardize, and put in better protocols to actually manage folks, holistically, regardless of the value-based care contract that they're in, number one. Number two, the other issue with value-based care is one of population, right? Is the panel full enough with value-centric lives to get physicians and health systems to change their behavior? While we love episodes, and again, there's all the spend in the post-acute, this gives us a value-based conversation to have with these health systems each and every day with every patient that walks through the door, whether they're in Medicare Advantage or Medicare fee-for-service or managed Medicaid contract. That holistic nature of what we're bringing together, without a doubt, will accelerate our ability to go sell into more health systems, and to provider groups, but then also take all of those risk-enabled provider assets and bring them back in a partnership model to all of our large health plan, regional health plan clients to do exactly as you just said, provide a pathway to drive better patient outcomes, retention, and shared savings as a part of that relationship. That is exactly the strategy that we wanna pursue. Got it. Thanks, Kyle. Congrats on the deal. Yeah. Thanks, Matt. We appreciate it. Thank you, Matt. As a final reminder for any last questions, that'll be star followed by one on your telephone keypad or the flag icon. Okay. As we don't have any further questions registered, I would like to hand back to Kyle Armbrester to conclude. Great. Thank you guys for jumping on a call with the short notice. We're super excited about this deal. I'm excited about the management team, excited about the work we're doing to push value-based care forward in this country. As I mentioned, I think that we're pulling something together that genuinely is multi-payer, whether that's our existing health plan clients, the federal government, and something that, you know, we've been mapping into for quite some time, bringing total cost of care and bundles together in a synergistic way. We couldn't be more excited. Again, we appreciate the time. This concludes today's call. Thank you all for joining, and have a fantastic rest of your day.