Upload
investorpresentation
View
685
Download
3
Embed Size (px)
DESCRIPTION
United Healthcare's October 2012 Amil Acquisition Presentation
Citation preview
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 0
The largest Latin American health care company
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 1
• Distinctive combination of global market leaders serving the fastest and most consistently growing health care markets
• U.S. – 314 million people
• Brazil – 200 million people
• Brazil under penetrated in managed care – 25% versus nearly 80% in U.S.
• Brazil promoting private sector care to release pressure on the public system
• Amil is the clear market leader – with a strategic approach to care
• Amil is an ideal international platform to extend Optum to large underserved markets
• Distinctive commitment of Amil leadership • Dr. Edson Bueno remains a 10% holder of Amil
• Becomes the largest individual investor in UnitedHealth Group - $470 million investment
• Will serve on the UnitedHealth Group Board
• Companies are well aligned with regards to missions, cultures, innovations and acquisitions
• Companies have complementary strengths • Amil in care delivery
• UNH in technology, health informatics and health benefits
• Both with strong health care brands and reputations
UnitedHealth Group Launches New Growth Platform
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 2
• Clear leader in fast-growing Brazilian managed care market
• Providing a comprehensive set of diverse health and dental benefits
to more than 5 million people
• Current annualized revenue of $5 billion has more than doubled over last three years
• Proven strong business model with unique approach to strategic care delivery • Owned delivery network includes 22 hospitals and nearly 50 clinics with 25-30% of medical
spend delivered from these operations
• Largest single contracted care network in Brazil including 44,000 physicians and 3,300 hospitals
• Disciplined underwriting focused on profitable organic growth
• Compelling margin profile supported by superior owned and networked clinical cost
structure and scale advantages as Brazil’s market leader
• Successful consolidator in early stages of large scale market consolidation
• Experienced, physician-led management team committed to Amil’s future success
Amil at a Glance
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 3
UnitedHealth Group Launches Complementary Growth Platform
- Latin American Health Care
Brazil – The leading non-U.S. private health care market (and growing)
Amil – The premier enterprise in the market • Distinctive strategically developed (owned and contracted) care delivery system
• Strong brands and market profile
• Consistent track record of superior performance
• High familiarity – common business and culture with UnitedHealth Group
Benefits to Amil of Partnering with North American Market Leader
• Access to advanced information technology
• Insights into the application of large data sets to advance clinical care delivery
• Experience in engaging consumers in effective personal decision-making about their health and well-being
• A strong, committed capital partner
Benefits to UnitedHealth Group of Partnering with Latin American Market Leader
• Leading position in earlier stage, higher growth market
• Insights and experience in care delivery resource ownership and operation
• Strong, committed Brazilian leadership team
• Further international health care and business expertise added to Board of Directors
• A great platform for Optum in an enormous and underserved market for health services
We believe this combination will further the growth and strengthen the overall performance of both organizations
- Health Services - Health Benefits
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 4
United States (1) Brazil (2) Comments
Total Population 314 million 200 million Higher population growth in Brazil
Number of People in Managed Care
244 million 48 million
Medical Managed Care Penetration
78% 25% Low MCO penetration in Brazil
Dental Managed Care Penetration
57% 9% Significant cross-selling opportunities
Number of Managed Care Organizations
434 1,600+ Significant consolidation opportunities
Summary of Brazilian Managed Care Market Growth Opportunity
Source: (1) US Census Bureau, AIS’s Directory of Health Plans, 2011 and National Association of Dental Plans (2) ANS 2012
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 5
Attributes of Brazil • Brazilian economy sized at $2.5T
• 200 million people
• 6th largest economy in the world
• Represents approximately ½ of South American economy
• Strong democratic political system based on constitutional law
• Government with stable, growth-supporting policies
• Stable monetary policy with 5.2% inflation
• Free basic health care a constitutional right • Health care spending at 9% of GDP, up from 7.2%
10 years ago
• Highly pressured public system creating demand for quality, private health care – particularly for a rapidly growing middle class
Brazil: High Growth Economy, Stable Political Environment
1.1%
5.7%
3.2% 4.0%
6.1%
5.2%
(0.3)%
7.5%
2.7%
Source: World Bank, Trading Economics
Annual GDP Growth
Average 3.9%
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 6
Unemployment Rate
Per Capita Income More Than Tripled Over Eight Years
Annual GDP Per Capita (US $)
3,042 3,610 4,743
5,793 7,197
8,629 8,392
10,993
12,594 314%
• GDP per capita almost 2.5x of China • People who can afford private coverage prefer it
12.4% 11.5%
9.9% 10.0% 9.3%
7.9% 8.1% 6.7%
6.0% 5.5%
• 87% of population now urban
Source: IBGE, World Bank, CIA World Fact Book
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 7
Population Stratification
Rising Income Drives Demand for Private Coverage
• Rapidly growing middle class is seeking higher quality private sector health care
• Demographic shift over a decade • 18 million people being added to income
classes A & B • 47 million people being added to income class C
• Approximately 75% of people use public
facilities; only 47% of health spending covers this group
• People aspire to be part of the 25% that receives access to private facilities
49 26 16
47
39 40
66 102 113
13 23 31
0
50
100
150
200
250
Popu
latio
n in
Mill
ions
A/B: Monthly Per Capita Income Above $456C: Monthly Per Capita Income $106-456D: Monthly Per Capita Income $67-106E: Monthly Per Capita Income Below $67
(1) Converted using October 5, 2012 exchange rate of $0.4939 = R$1.00 per www.oanda.com Source: Brazil Central Bank
Population Characteristics
(1)
(1)
(1)
(1)
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 8
Rising Demand for Private Coverage
Brazilian Private Health Plan Membership (millions)
Total Market Premium Revenue (USD billions) (1)
35.4 37.2
39.1 41.1 42.5
46.0 47.8
6.2 7.3 8.9
10.4 12.6
14.5 16.8
2005 2006 2007 2008 2009 2010 2011
Medical Dental
$18.4 $21.1
$25.8
$30.0 $32.5
$36.8
$41.7
2005 2006 2007 2008 2009 2010 2011
Total Premium (USD billions)
(1) Converted using October 5, 2012 exchange rate of $0.4939 = R$1.00 per www.oanda.com
Total population of 200 million people
Source: ANS
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 9
Consumers Value Access to Leading Private Hospitals
Total Hospitals Total Hospital Beds
Municipal Govt., 1,517
Private For-Profit,
2,637
Private Non-Profit,
1,911
Federal Govt, 57
State Govt., 470
University / Teaching,
98
6,690 Total Hospitals
Source: Brazilian Hospital Federation
-
100,000
200,000
300,000
400,000
500,000
600,000
2007 2008 2009 2010 2011
Public (SUS) Beds Private Beds Total Beds
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 10
Number of Health Insurers
Early Stage Market Beginning to Consolidate
Summary
• Large, stable and increasingly prosperous nation
• Demand increasing for private alternatives to government system
• Market penetration for private coverage is low (about 25% of Brazilian population)
• Significant growth and consolidation opportunities exist – Top 10 plans cover only 36% of the private insurance market
• Increasing regulatory standards for quality and capital levels driving smaller plans out of the market
720 719 660 627 602 567 579 553 493 479 435 427 429
2,003 1,990
1,747 1,646 1,576 1,524 1,488
1,377 1,269
1,216 1,183 1,176 1,178
Dental Medical
Source: ANS, Amil’s June 2012 Investor Presentation
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 11
Product Offering Clients
Company Medical Membership
(Millions)
Type Premium Top Intermediate Basic Dental Corp. Indiv. Hospital Facilities
4.3 MCO
3.7 Insurance – – – – –
2.2 MCO – – 2.0 Insurance – – – – –
1.2 MCO – – – 0.6 MCO – –
0.6 MCO – – – 0.4 Insurance – – – –
0.1 MCO – – –
Amil is the Clear Market Leader – With the Broadest Set of Offerings
Source: ANS, IBGE, Companies’ reports as of June 2012 and Amil’s June 2012 Investor Presentation
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 12
Corporate Clients
54%
Individual 19%
Dental 27%
Membership Mix(1)
Amil is the Clear Market Leader – With a Diverse Business Mix
Corp. Clients
62%
Individual 35%
Dental 3%
Revenue Mix(1)
Business Mix Comprehensive Product Offering
Amil Brands HIGH-END
(1) As of June 2012 (2) Converted using October 5, 2012 exchange rate of $0.4939 = R$1.00 per www.oanda.com Source: Amil’s June 2012 Investor Presentation
FREE CHOICE & REIMBURSEMENT
RESTRICTED NETWORK
15%
50%
30%
4%
Average Annual Household Income(2)
A
B
C
D E
$53,150
$18,670
$7,697
$4,232
$2,827 1%
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 13
Amil is the Clear Market Leader – With the Largest Single Network
Owned Delivery Network
TotalCare
Specialty and Preventive Care Unit
7 Outpatient Centers
Amilpar
22 Hospitals
47 Outpatient Clinics
Amil Resgate Saude
Advanced Trauma Support
3 Emergency Care
Centers
UCP Posture Correction
Unit Prevention and
Treatment
3 Outpatient Centers
OncoCare HomeCare
National Contracted
Network Medical Doctors
44,000
Outpatient Clinics 11,000
Ancillary Services 12,000
Hospitals 3,300
Source: Amil’s June 2012 Investor Presentation
Existing Markets Expansion Opportunities
Network contracted nationally, membership concentrated in southeast and northeast regions
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 14
Amil is the Clear Market Leader – With Distinctive Attributes
• Focused, disciplined physician-led and experienced management team
• Strategic care model
• Complex care directed to owned hospitals recognized for high quality care
• Consumers have access to broad network
• Consistent underwriting and pricing approach
• Conservative balance sheet
• Early adopter of Brazilian medical reserve requirements
• Successful consolidator
MCR has run significantly favorable to market averages
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited. 15
$2,412
$3,771 $4,449
2009 2010 2011
Net Revenues
Amil Summary Income Statements in Current US$(1)
$30
$127
$168
2009 2010 2011
Operating Earnings
$51 $65
$88
2009 2010 2011
GAAP Net Income
$0.14 $0.18
$0.25
2009 2010 2011
GAAP Earnings Per Share
(in thousands (except earnings per share amounts) ; all data expressed in International Financial Reporting Standards (IFRS))
(1) Converted using October 5, 2012 exchange rate of $0.4939 = R$1.00 per www.oanda.com Source: Amil’s annual press releases and/or financial statements
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.
Combination Summary
16
Details • UNH will acquire up to 90% of Amil’s 359 million outstanding shares at R$30.75 each through a two step
process: Approximately 60% from management upon regulatory approval – management retains 10% interest
Approximately 30% from public shareholders through 1st half of 2013 tender offer
Expected total cash outlay of approximately $4.9 billion in two stages over up to 6-month period
Approx. $4.3 billion (R$27.13 per share) equity purchase price, net of acquired tax benefits of $600 million
• Debt to debt plus equity ratio expected to be below 35% by June 30, 2013
• Share repurchase program to continue, paced to accommodate acquisition and capital ratio objectives
• Combination expected to be slightly accretive to UnitedHealth Group 2013 earnings per share
Benefits to Amil of Partnering with North American Market Leader
• Access to advanced information technology
• Insights into the application of large data sets to advance clinical care delivery
• Experience in engaging consumers in effective personal decision-making about their health and well-being
• A strong, committed capital partner
Benefits to UnitedHealth Group of Partnering with Latin American Market Leader
• Leading position in earlier stage, higher growth market
• Insights and experience in care delivery resource ownership and operation
• Strong, committed Brazilian leadership team
• Further international health care and business expertise added to Board of Directors
• A great platform for Optum in an enormous and underserved market for health services
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.
Appendix – Amil Historical Financial Performance in Current US$ (1)
For the Period Ending,
2009A 2010A 1Q11 2Q11 3Q11 4Q11 2011A 1Q12 2Q12
Net Revenue
$2,412.2 $3,771.1 $1,032.2 $1,074.9 $1,134.3 $1,208.1 $4,449.5 $1,226.3 $1,258.6
Operating Income
30.4 126.6 69.9 33.6 24.5 40.4 168.4 88.7 36.3
GAAP Net Income (2)
50.7 65.0 38.3 15.8 18.5 15.8 88.3 43.7 17.3
GAAP EPS (2)
$0.14 $0.18 $0.11 $0.04 $0.05 $0.04 $0.25 $0.12 $0.05
Cash Flow from Operating Activities
92.6 222.0 89.6 64.5 46.8 36.9 237.9 85.4 86.0
Medical Members
4,119 4,127 4,280 4,309 4,255 4,304 4,304 4,264 4,306
Dental Members
1,015 1,183 1,222 1,311 1,443 1,516 1,516 1,545 1,593
(Membership data in 000s; $ in millions except per share data)
17
Source: Amil’s quarterly and annual press releases and/or financial statements. Amounts are presented in conformity with the International Financial Reporting Standards (IFRS) and in conformity with the accounting practices adopted in Brazil (collectively, “GAAP”).
(1) Converted using October 5, 2012 exchange rate of $0.4939 = R$1.00 per www.oanda.com (2) Amil also reports adjusted net income and adjusted EPS. Please see www.amilpar.com.br/amilpar/web/index_pti.html to reference these figures and related reconciling items.
Information on Amil’s website is neither part of nor incorporated by reference into this presentation.