Merge Healthcare Investor Presentation February 2015
Forward Looking Statements 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. 2
WHO are we?
Innovative Imaging and Interoperability Merge Healthcare Merge DNA Radiology Interoperability Cloud Archive Image Sharing Eye Care Orthopedics Laboratory Pathology Cardiovascular Imaging Hemodynamics ECG Electronic Data Capture Clinical Trials Management System 4
Foundation Offerings Radiology Comprehensive radiology suite for hospital and ambulatory markets PACS, RIS, financials, document management and analytics >800 Hospitals 30%+ Amb mkt share Cardiology Best in KLAS Cardiovascular PACS and Hemodynamics Monitoring Deep integration with Cerner & Epic >500 15% Hospital clients mkt share Interoperability Vendor neutral archive (VNA) is world market share leader Zero-download DICOM image & XDS viewer Image sharing built into enterprise viewer >400 32% sites mkt share Orthopedics Comprehensive technology offering to power entire orthopedics practices: PACS, EMR, >350 30% Billing/Scheduling & Digital Radiology equipment clients mkt share Eye Care Eye Care PACS and image capture systems for ophthalmology practices. >400 30% clients mkt share 5
eclinicalos SaaS Offerings Clinical Trials electronic data capture Clinical Trials management systems 400 9of10 Live Trials Top Pharma iconnect Network Interoperability service that addresses referral management for hospitals / imaging centers. Image-enable physician EHRs 50 Clients 2 OEM Resellers iconnect Retinal Screening End-to-End retinal screening service for Diabetic Retinopathy Aligns with payment reform and need for diabetic care management NEW iconnect Cloud Archive Image archiving / disaster recovery Infrastructure supports other SaaS services >9M Studies Under Contract Image Sharing Cloud-based image sharing (emix) 200,000/Year >5M Studies under contract 6
AN EVEN BIGGER merge Financial Economics Net Consideration of $70M $50M preferred stock $20M internal funds Preferred Stock Issued at $4.14 per share 8.5% dividend rate Implied Transaction Multiples EV / revenue of < 2X EV / EBITDA of < 7X Expected to be accretive in 2015c
OUR HISTORY of firsts
Merge History of Firsts Co Founder of DICOM 1 st VNA introduced 1 st Radiology Billing System 1 st Outpatient RIS Launched 1 st Radiology Meaningful Use Solution Launched eclinical OS 2 million+ active patients since launch Launched iconnect Retinal Screening For population health 1 st FDA approval for web based PACS 1 st Orthopedic PACS 1 st Universal Viewer Launched iconnect Network 1 st digital cardiac PACS 1 st Eye Care PACS 9
DR Systems History of Firsts First filmless imaging center in the world First filmless US private hospital First patent on hanging protocols, automated comparison, image shuffling First solution to unify PACS and reporting in one system First multimedia PACS First to PACS to use multi-media (images plus audio) First in medicine to archive on CD First to unify Radiology, Cardiology, and ECG in one system 10
BETTER together
Merge & DR Systems Together Offer BROAD PORTFOLIO Best in KLAS solutions CUSTOMER FOCUS FULLY SUPPORTED No end of life planned Will benefit our clients Best of both solutions, expanded opportunity LONG TERM STRATEGY INNOVATIVE SOLUTIONS History of industry firsts 12
KLAS Rankings Ranked #1 Best in KLAS: Radiology 2014 Ranked #1 Overall PACS Six Times 2001, 2004, 2007, 2010, 2011, 2012 Ranked #1 Best in KLAS: Cardiology 2013-2014 Ranked KLAS Category Leader: Cardiology Hemodynamics 2011-2014 Merge Cardio: Best in KLAS, Cardiology 2013-2014 Merge Hemo: Category Leader, Cardiology Hemodynamics, 2011-2014 Best in KLAS Awards: Software & Services 13
Market Leader in Interoperability iconnect Enterprise Archive Named IHS VNA Global Market Leader and IHS VNA Market Leader, Americas in the fourth quarter, 2014 14
WHAT do we do?
Merge Innovative Imaging Solutions Merge provides solutions to over 7,500 healthcare facilities in the United States. ACUTE SOLUTIONS Hospitals/IDNs AMBULATORY SOLUTIONS Cardiology Cardiology PACS, Hemodynamics Radiology PACS, VNA, RIS, Financials Interoperability iconnect VNA, Universal Viewer, Image-Sharing Orthopedics OrthoEMR, OrthoPACS, OrthoCase Clinical Trials eclinicalos, Clinical Trials Management System Eye Care Eye Station, Retinal Screening Clinical Labs & Pathology LIS, LabAccess, 16
Changing How Clinical Trials Are Managed DESIGN & BUILD MANAGE & MONITOR PLAN & BUDGET RECRUIT & CAPTURE REPORT & DELIVER TIME INTENSIVE & EXPENSIVE TO MANAGE Combination of data capture methods to deliver comprehensive clinical trial results. Manual effort, requiring professional services. ALL-IN-ONE PLATFORM, EASY TO USE SaaS platform for clients to design their own clinical trials, one location for clinical trial data collection, storage, management and reporting. 17
Merge eclinicalos: Our Disruptive Model PAY AS YOU GO ALL IN ONE EASY TO USE Only pay for what you use Budget instantly Scale up or down Complete eclinical suite Sponsors, CROs/AROs & Sites in a unified system Always growing & improving Intuitive Consistent and accessible Deploy trials in as few as 10 days 18
Merge eclinicalos: End-to-End Solutions START UP CONDUCT SUBMIT Build Your Study Empower Your Sites Track Inventory & Supplies Manage Image & Endpoint Adjudication Archive Your Data Configure Your Solution Manage Your Study Manage Randomization Capture Data & Source Documents Report & Export Your Data Plug ecos in wherever the need 19
WHERE are we now?
Quarter Results Grew from Last Year $53.6M GAAP Revenue Minor Increase 23% Adjusted EBITDA 35% Increase $12.6M Cash from Operations 34% Increase 21
We are Trending in the Right Direction $100 $90 $80 $70 60.2% 61.9% 59.2% Gross Margin % (net of D&A) 61.5% 60.5% 65.0% $30 $25 60.0% $20 16.5% 20.0% 20.7% 25.6% 22.6% 35% 30% 25% 20% $60 $50 $40 $30 $53.6 $53.8 $54.0 $50.9 $53.6 19.0 17.4 19.3 19.4 19.5 8.5 8.2 8.9 8.2 8.2 55.0% $15 50.0% $10 $9.4 $8.9 $10.2 $9.8 $11.2 $13.9 $15.5 $12.6 $12.1 15% 10% 5% 0% $20 $10 26.1 25.3 25.6 26.4 25.9 45.0% $5 $4.7-5% -10% $0 Q4 2013 Q1 2014 Q2 2014 Q3 2014 Q4 2014 40.0% $0 Q4 2013 Q1 2014 Q2 2014 Q3 2014 Q4 2014-15% Maintenance Subscription Non Recurring Gross Margin % Adj. EBITDA Cash from Ops SCF Adj. EBITDA % 22
2014 Performance vs. 2014 Guidance 213.0 212.0 225.0 PRO FORMA REVENUE ($MM) 47.4 40.0 ADJUSTED EBITDA ($MM) 45.0 $0.20 $0.16 $0.21 ADJUSTED EPS 23
WHY MERGE? why now?
1) Because 93% of Merge Clients say we are a part of their long term strategy. * Here s why: Merge s core imaging solutions enable hospitals and imaging centers to manage their images throughout their enterprise and through the entire cycle of care. Our new releases provide increased automation and client driven features and functionality. Merge s innovative solutions increase revenues, reduce costs, and deliver operational efficiencies driving revenue for our clients. Merge is innovating with new solutions that support our clients patient care and financial requirements and that resolve long standing market challenges. Merge solutions deliver the tools to easily manage the production and access of images, a key component of managing costs under new payment models. *Source: KLAS Report HIM Services 2012: Helping To Weather The Storm 25
2) eclinicalos is Growing CLINICAL SITES 30000 40% PROFESSIONAL USERS 40000 CLINICAL SUBJECTS 23% 24% 225000 25000 35000 30000 200000 175000 20000 15000 10000 Q2 Q3 Q4 25000 20000 15000 Q2 Q3 Q4 150000 125000 100000 75000 2012 2013 2014 5000 10000 5000 50000 25000 0 0 0 26 Copyright 2014 Merge Healthcare. Internal Use Only.
3) We Have Invested in the Future SaaS Delivers Sustainable, Predictable Revenue 1990 Co Founder Of DICOM 2010 Hospital Market Entry 2011 Eye Care Market Entry 2010 Launched iconnect Brand 2012 Launched eclinical OS 2014 Launched Retinal Screening 2009 CAD Market Entry 2011 Launched Rad MU Solution 2013 Launched iconnect Network 2010 Orthopedic Market Entry 2012 Launched Cloud Archive Solution 2015 Acquired DR Systems 27
iconnect Network: $1.4 Billion Opportunity Referral Management is a $1.4B Opportunity for Imaging with a 10% CAGR THE PROBLEM 18% THE NUMBER OF PRIMARY AND SPECIALIST PROVIDERS IS EXPECTED TO GROW BY 18% OVER THE NEXT TEN YEARS. 159% REFERRALS ARE ON THE RISE - UP 159% BETWEEN 1999 AND 2009 46% THE NUMBER OF FAXED REFERRALS THAT ARE NEVER COMPLETED 20M HOSPITALS ARE MISSING AN AVERAGE OF $20 MILLION PER YEAR IN REFERRALS THE SOLUTION: iconnect Network Keep patients in-network Capture referrals from physician community Improve care coordination Collaboration between imaging providers and referring physicians 28
New Scale = New Opportunities Why Merge? Why now? The DR Systems acquisition presents significant cross-sell opportunities to leverage established relationships with more than 100 hosptial clients for iconnect Access, iconnect Enterprise Archive, Merge Hemo & iconnect Network 29
IN conclusion
Merge is Established vendor in over 7,500 client accounts, providing core imaging solutions Innovating in new technologies that provide longterm, predictable, and sustainable revenue Experiencing rapid, healthy growth in our clinical trials business 31
Contact Merge CONTACT US: FOLLOW US: Merge Healthcare Headquarters 350 N. Orleans Street, 1st Floor Chicago, IL 60654 1.312.565.6868 phone 1.312.565.6870 fax 1.877.446.3743 toll-free facebook.com/mergehealthcare linkedin.com/company/mergehealthcare merge.com/blog twitter.com/mergehealthcare youtube.com/mergehealthcare 32