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Diplomat.is/more
I’m Jay.
I have chronic lymphocytic leukemia.
I’m a retired submarine commander,
a father, a husband, an avid woodcarver.
I bike 20 miles a day.
I know the Diplomat Difference.
Copyright © 2015 by Diplomat Pharmacy Inc. Diplomat is a registered
trademark of Diplomat Pharmacy Inc. All rights reserved.
J.P. Morgan Healthcare Conference
January 2016
Confidential
1
This presentation may contain “forward-looking” statements that involve risks, uncertainties and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect, our results may differ materially from those expressed or implied by such forward-looking statements. All statements other than statements of historical fact could be deemed forward-looking, including, but not limited to, any projections of financial information; any statements about historical results that may suggest trends for our business and results of operations; any statements of the plans, strategies and objectives of management for future operations; any statements of expectation or belief regarding future events, health care developments, or specialty pharmaceutical industry market sizes, shares, trends or growth; and any statements of assumptions underlying any of the foregoing.
Any forward-looking statements contained in this presentation are based on management's good-faith belief and reasonable judgment based on current information, and these statements are qualified by important factors, many of which are beyond our control, that could cause our actual results to differ materially from those in the forward-looking statements, including changes in global, regional or local economic, business, competitive, market, regulatory and other factors, many of which are beyond our control, including but not limited to the following risks related to our business: our ability to adapt to changes or trends within the specialty pharmacy industry; significant and increasing pricing pressure from third-party payors, our relationships with key pharmaceutical manufacturers; our limited history with integrating acquisitions; and the effects of competition. These and other risks and uncertainties associated with our business are described in the prospectus for our proposed follow-on offering, including under the heading “Risk Factors.” We assume no obligation and do not intend to update these forward-looking statements.
In addition to U.S. GAAP financials, this presentation includes certain non-GAAP financial measures. These historical and forward-looking non-GAAP measures are in addition to, not a substitute for or superior to, measures of financial performance prepared in accordance with GAAP. A reconciliation between GAAP and non-GAAP measures is included in the appendix to this presentation.
Diplomat is a registered trademark of Diplomat Pharmacy, Inc. This presentation also contains additional trademarks and service marks of ours and of other companies. We do not intend our use or display of other companies’ trademarks or service marks to imply a relationship with, or endorsement or sponsorship of us by, these other companies.
Important note
Confidential
Investment Highlights
• Specialty Pharmacy industry is a high growth market (~20%)• Drug development pipeline remains robust• Limited distribution growing in importance
• Diplomat is unique within the specialty pharmacy industry• Taking market share as the largest independent specialty
pharmacy• Access to broad range of limited distribution drugs
• Strong financial performance• Five-year revenue CAGR of 42% & EBITDA CAGR of 65%• Diversified revenue and profitability streams• Modest balance sheet leverage – ample dry powder
• Experienced senior management team • CEO founded Diplomat 40+ years ago• Leadership team has broad ranging experience across the industry
2
Confidential
$27 $58$167
$271 $377$578
$772
$1,127
$1,515
$2,215
$3,325
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015E
3
Diplomat at a glance
Founded: 1975; Headquarters: Flint, MI
Employees: ~1,700
2015E revenue: ~$3.3 billion
Diversified base of marquee partners
Corporate Overview
CVS Health/Omnicare
33%
Express Scripts25%
Walgreens10%
3%
OptumRx/Catamaran
8%
Avella 1%
Others20%
2014 Market share ($78 billion total market size) (1)
Exceptional above market revenue growth
Scaled business: National footprint
($ in millions)
(1) Source: 2014 – 2015 Economic Report on Retail, Mail and Specialty Pharmacies, Drug Channel Institute and Morgan Stanley Research
(2) Based on mid-point of management’s estimate range for FY 2015
(2)
Pharmacy Locations
Arizona
California
Connecticut
Florida
Illinois
Iowa
Massachusetts
Michigan
Minnesota
North Carolina
Ohio
Pennsylvania
Confidential
4
Diversified revenue and profit streams
Complementary Opportunities Minimize Payer/PBM Risk, AND Mitigate any risk of Inflation abatement
Other Services Retail Specialty Network
Hospital Specialty Network
HUB (Envoy Health)
340(b)
PAP
All services enhance DPLO’s
relevance in healthcare
Specialty Infusion Subset of specialty pharmacy
Many similar characteristics
(chronic, high cost, etc.)
Few differentiators (nursing
component, more medical billing)
Higher margin business
Unique/separate payer networks
Payer-driven site of care transition
opportunities
Core Specialty Pharmacy(orals and self-injectables)
Oncology dominance
Limited distribution expertise
Outpacing industry revenue growth
organically
Mix shift driving revenue and profit growth
Price inflation a very small component of
revenue
Serving open, preferred, narrow, and
exclusive payer networks
Pharmaceutical Manufacturer Services
Discounts, rebates, performance, services, data fees
High margin
Not dependent on payers or price inflation
Making progress, but significant upside opportunity remains
Revenue Source:
Payers
Revenue Source:
Pharma & Others
Financial Impact:
Higher Revenue,
Lower Margin
Financial Impact:
Lower Revenue,
Higher Margin
Confidential
Diplomat controls the journey of a specialty patient
5
Patient
Physician
Payor
Patient
Patient visits physician
Payor approves script
Diplomat monitors adherence and collects data for manufacturers
Diplomat dispenses drug
Diplomat provides:
Benefit verification
Prior authorization
Clinical intervention
Physician writes script
Patient receives
drugs
Confidential
6
Specialty spend under pharmacy benefit to more than double(2)
Specialty pharmacy industry continues to show exceptional growth
Specialty share of spend growing dramatically(1)
Specialty continues to dominate top 10 drug spend(3)
Source:(1) Specialty Drug Trend Across the Pharmacy and Medical Benefit – Artemetrx 2013.(2) 2013-2014 Economic Report on Retail, Mail and Specialty Pharmacies.(3) Pembroke Consulting analysis of World Preview 2015, Outlook to 2020, EvaluatePharma.
7 out of top 10 9 out of top 10
2014A 2020E
70%
30%42%58% 50%50%
Traditional
58%
Diplomat 2%
$51 million
$118 billion
2012A 2018E
Traditional
2012A 2015E 2018E
$51 billion
Specialty
Confidential
Limited distribution a central and growing theme in specialty
7
Benefits to DiplomatBenefits to biotech / pharma
Completely eliminate or reduce reliance on wholesaler
Real-time clinical data
Commercialization assistance
Improves appropriate utilization
Barrier to entry Deeper, and earlier, partnerships with
pharma / biotech Increased value proposition to payors Market share opportunity
Portfolio of over 90 limited distribution drugs, comprising approximately 40% of revenue in 2014, and well positioned for disproportionate growth
from future drug approvals
Recent unique limited panels…Diplomat exclusive or semi-exclusive
What is limited distribution?
Targeted channel strategy
Provides certain specialty pharmacies with exclusive or preferred dispensing rights to certain drugs
Fast-growing trend
(2013) (2015)(2012) (2014)
Traditional:
Limited:
Manufacturer Multiple Wholesalers 65,000 Pharmacies Patient
Manufacturer One/few pharmacies Patient
DPLO EXCLUSIVE DPLO LARGEST OF 4 DPLO LARGEST OF 4 DPLO EXCLUSIVEDPLO LARGEST OF 3
(2015)
Confidential
8
Unique competitive position
LARGE PBM / RETAILPHARMACY
SMALLER SPECIALTYPHARMACIES
Diversification distracts from specialty pharmacy
Less flexible / less nimble
Limited scale
Most focused on one or a few disease states
Fragmented market
Consolidation opportunity for Diplomat
Singularly focused on specialty
High-touch model
Flexible and nimble
Entrepreneurial culture
National reach
Scalable infrastructure
Confidential
9
Base business continues to gain momentum
Specialty pharmacy market grew 24% from $63bn in 2013 to $78bn in 2014
3,000+ oncology and immunology drugs in global drug development
Increased prevalence of limited distribution panels
Biosimilars launching in U.S.
2015 record year for drug approvals
Improving trends across specialty pharmacy…
…driving key milestones and achievements at Diplomat
Diplomat grew revenues by 59% from 3Q’14 to 3Q’15
Recent new drug contracts
The majority of which are limited distribution drugs
Oncology
Hepatitis C
Cystic Fibrosis
Other
• 51 total approvals:
- 45 NMEs and 6 biologics
• 21 of 45 NMEs were Orphan designation
• 16 of 45 NMEs were “First in Class”
• 69% of all approvals were specialty
Confidential
Accomplishments since the IPO
10
o Announced
access to ~20 LD
drugs
o Continued
oncology
dominance
o Growing theme of
excluding large
PBM-owned SPs
o Added key
industry
veterans; direct,
and via acquired
entities’
management
teams
o Added four
independent
board members;
now majority
independent
board
o Accelerated
higher margin
business
o Grew revenue by
~120%1
o Increased
EBITDA by
nearly 400%2
o Created a
nationwide
specialty infusion
platform with 3
strategic
acquisitions
o Broadened Hep-C
and technology
offerings through
Burman’s
acquisition
Expanded Access to
Limited Distribution
Drugs
Strengthened Leadership
Team
Delivered Strong Financial
Performance
Completed Strategic
Acquisitions
(1) 2015E $3,325 vs. 2013 $1,515(2) 2015E midpoint $94 versus 2013 $19
Confidential
11
Acquisitions create incremental revenue opportunities
Recent acquisitions of Burman’s Specialty Pharmacy and BioRX have created significant revenue synergies
BioRXAcquired by Diplomat on April 1, 2015
Burman’s Specialty PharmacyAcquired by Diplomat on June 19, 2015
• Strengthens Diplomat’s relationships with
Neurologists
• Provides BioRX sales force a broader portfolio
of drugs including Multiple Sclerosis services
• Cross selling infusion services to existing
managed market clients
Synergies
• Roll out software technology across our national
platform to drive patient adherence and
physician transparency
• Increased access to Gastroenterology thought
leaders
• Provides Burman’s sales force Diplomat’s full
therapeutic mix (incl. Crohn’s disease)
Synergies
Confidential
12
Future M&A criteria
When considering acquisitions, we look for targets that will potentially benefit Diplomat in one or more of the following ways:
Accelerate our higher margin business opportunities
Expand into new therapeutic areas and/or geographic regions
Enhance clinical capabilities to improve competitive advantage
Access to Limited Distribution drugs
Bring new services and technologies under our umbrella
Makes DPLO better, not just bigger
Confidential
Traditional Drug Specialty Drug A Specialty Drug B Specialty Drug C Specialty Drug B
(10% price incr.)
Revenue $100 $3,700 $10,000 $27,000 $11,000
Gross Profit ($) $10 $185 $400 $810 $440
Gross Margin (%) 10% 5% 4% 3% 4%
14
RevenuePayors
Distributors / pharmaceutical manufacturers
Patient
DiplomatCOGS
Physical drug movement
$ flows
How we make money and grow profitability(Illustrative example)
How we make money
Drug mix and positive pricing trends are tremendous profit tailwinds for Diplomat
Inflation Impact
Diplomat mix shift movement over time
Our core focus
$301
Diplomat’s 3Q’15 Average
(AWP – Y%)(WAC – X%)
Note AWP = WAC x 1.20
(1)
(1)
Example:
AWP $12,000 - 15% = $10,200 Revenue
WAC $10,000 - 3% = $9,700 Cost
$500 Gross Profit
4.9% Gross Margin
Confidential
$185
$301
3Q14A 3Q15A
$10.6
$33.0
3Q14A 3Q15A
$596
$947
3Q14A 3Q15A
15
Recent quarterly highlights
(1) Based on dispensed scripts only.(2) Gross profit / net sales (i.e., based on dispensed and serviced scripts).
Revenue
EBITDAmargin
1.8%
Adjusted EBITDAGross Profit /Script($ in millions) ($ in millions)
3.5%8.0%6.7%
(1)
Grossmargin
(2)
130 bps expansion 170 bps expansion
Confidential
$25
$67
First Nine Monthsof 2014
First Nine Monthsof 2015
$1,603
$2,380
First Nine Months
of 2014
First Nine Months
of 2015
$8$15
$11
$19
$35
96% (28%) 75% 86%
1.3% 2.0% 1.0% 1.3%
2010A 2011A 2012A 2013A 2014A
16
Strong long-term financial performance…
Adjusted EBITDA2010 –First Nine Months of 2015
Total Revenue2010 –First Nine Months of 2015
% margin
% growth
($ in millions)
$578$772
$1,127$1,515
$2,215
34% 46% 34% 46%
2010A 2011A 2012A 2013A 2014A
% growth
($ in millions)
1.5% 2.8%
Infrastructure investments including IT, facilities and personnel
Volume, price and mix all driving superior revenue growth
Natural operating leverage and acquisitions driving EBITDA growth and margin expansion
53%
27%
Note: Historical financials are not pro forma for any acquisitions.
1.6%
Confidential
$161
$269
First Nine Monthsof 2014
First Nine Monthsof 2015
17
… with continued growth in profitability
Gross Profit / Script (1)
2010 –First Nine Months of 2015
Note: Financials are not pro forma for BioRx acquisition.(1) Based on dispensed scripts only.(2) Gross profit / net sales (i.e., based on dispensed and serviced scripts).
$71
$93 $97$116
$167
2010A 2011A 2012A 2013A 2014A% growth 12% 20%31% 4%
% margin 7.1% 5.9%7.3% 6.2%
Several factors drive growth in our Gross Profit / Script(1):
Continued mix shift towards higher price, higher profit drugs (including acquisitions)
Favorable pricing trends
(2)
Gross margin expansion opportunities:
Recent acquisitions with higher gross margins (%)
Fee-for-service/rebate opportunities with pharmaceutical manufacturers
Specialty generics and biosimilars (longer term)
44%
6.3% 6.2% 7.8%
Confidential
18
Multiple Components to Revenue Growth
Price inflation has comprised only
5-8% of revenue over the last 5
quarters Political pressure on price
inflation, if successful, will have
limited impact on Diplomat
Value added services to pharma
manufacturers are an
opportunity to offset
Chronic disease expertise
provides a stable and growing
annuity-like revenue base Limited distribution leadership
and rich drug pipeline driving
considerable revenue growth
from new drugs
Diplomat remains an organic
growth story Strategic M&A has
complemented growth
49% YOY
Growth(42% organic)
49% YOY
Growth(41% organic)
34% YOY
Growth(29% organic)
Quart
erly
Reve
nue
Inflation
Impact
Confidential
19
Balance Sheet summary (as of September 30, 2015)
(1) Includes $6mm in cash-based contingent consideration
($ in millions) Actual
Cash $16
Total Debt $147
Shareholders’ equity $502
Net Debt/Pro Forma EBITDA ~1.1x
Modest leverage
Ample dry powder for the right opportunities
(1)
Confidential
21
Diversified therapeutic mix
(FY 2014A)
Revenue mix by therapeutic category
Oncology
48%
Immunology
20%
Multiple
Sclerosis
10%
Other
22%
Confidential
Recent Acquisitions
22
Acquired Company Consideration Rationale Other
June 19, 2015
• $87M gross purchase price*
• $77M cash*, $10M stock
• ~4.2x CY 2014 EBITDA
• Hep C dominance in Mid Atlantic
• Hep C is a fast growing and highly profitable disease state
• Proprietary technology (HealthTrac) with applicability across Diplomat’s
Hep C platform
• Proven management team
• 50 year old company, run by 2nd generation pharmacist
• No marketed sales process – Diplomat had a one-off look
• Lack of
auction/marketed
process
• Founder/owner led
• Management all on
board at DPLO
April 1, 2015
• $272M adjusted purchase price*
(~$50M tax benefit)
• $217M cash*, $105M stock
• ~11.8x CY 2014 EBITDA
• One year earnout of 1.35M shares
(all stock)
• Adds significant scale to specialty infusion business
• Provides ability to compete for national contracts
• Increases exposure to higher margin businesses
• Addition of new disease states, therapeutic categories & 5 new LD’s
• Lack of
auction/marketed
process
• Founder/owner led
• Management all on
board at DPLO
June 27, 2014
• $68.5 million gross purchase price*
• $52M cash upfront, $12M stock
• ~8x CY 2013 EBITDA
• Two year earnout max. $11.5M (all
cash)
• Strong management team
• Strong therapy mix: IVIG and Hemophilia
• Favorable geographic footprint
• Lack of
auction/marketed
process
• Founder/owner led
• Management all on
board at DPLO
December 16, 2013
• $13.4 million gross purchase price*
• $12M cash upfront
• ~6x CY 2013 EBITDA
• Two year earnout max. $2M (all
cash)
• First DPLO acquisition
• More than doubled hemophilia/specialty infusion business
• High margins
• Lack of
auction/marketed
process
• Management all on
board at DPLO
* Value includes closing working capital adjustments
Confidential
Calendar year ending December 31,
($ in millions) 3Q'15 3Q'14 2014A 2013A 2012A 2011A 2010A
Net income (loss) attributable to Diplomat $16.0 $4.5 $4.8 ($26.1) ($2.6) $9.2 ($7.8)
Depreciation & Amortization $9.9 $2.8 $8.1 $3.9 $3.8 $3.1 $2.2
Interest Expense $1.5 $0.7 $2.5 $2.0 $1.1 $0.6 $0.5
Income tax expense $9.8 $2.4 $4.7 - - - -
EBITDA $37.2 $10.5 $20.1 ($20.2) $2.3 $12.8 ($5.2)
Share-based compensations expense $1.3 $0.7 $2.9 $0.9 $0.9 $1.4 $0.8
Change in fair value of redeemable common shares $(6.9) ($9.1) $34.3 $6.6 $10.7
Termination of existing stock redemption agreement $4.8 $4.8
Employer payroll taxes - option repurchases - -
Restructuring and impairment charges - - - $1.0 $0.4 $0.4 $1.5
Equity loss of non-consolidated entity - $0.4 $6.2 $1.1 $0.3 $0.1 -
Severance and related fees $0.1 $0.1 $0.4 $0.2 $0.4 $0.7 -
Merger and acquisition related expenses ($6.3) $0.6 $7.2 $0.7 - - -
Private company expenses - - $0.2 $0.2
Tax credits and other - - $1.0 - ($0.1) ($0.6) -
Other items $0.7 $0.4 $1.4 $0.7 $0.1 $0.2 ($0.0)
Adjusted EBITDA $33.0 $10.6 $35.2 $19.0 $10.9 $15.1 $7.7
Reconciliation of Net income (loss) and Adjusted EBITDA
23
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
Note: Financials are not pro forma for acquisitions.Detailed footnotes on the following page.
Confidential
Reconciliation of Net income (loss) and Adjusted EBITDA
24
1) Share-based compensation expense relates to director and employee share-based awards.
(2) Restructuring and impairment charges reflect decreases in the fair market value of non-core property and assets, or actual losses on disposal of such assets. 2013 charges primarily relate to the $932 write-down of our former Swartz Creek, Michigan headquarters facility to its fair value, after we vacated it in favor of our present Flint, Michigan facility. 2012 charges primarily relate to our write-down of an externally purchased software package we no longer utilize, as well as sales of Company-owned vehicles. 2011 charges include expense associated with the closure of our former Cleveland, Ohio facility, the move of our Chicago, Illinois area facility, and sales of Company-owned vehicles.
(3) During the fourth quarter of 2014, we reassessed the recoverability of our investment in our non-consolidated entity, Ageology. Based upon this assessment, we determined that a full impairment of $4,869 was warranted, primarily due to updated projections of continuing losses into the foreseeable future. The remaining amounts in 2014, 2013 and 2012 represents our share of losses recognized by Ageology, using the equity method of accounting. We first invested in Ageology, an anti-aging physician network dedicated to nutrition, fitness and hormones, in October 2011, in connection with its formation.
(4) Employee severance and related fees primarily relates to severance for former management.
(5) Fees and expenses directly related to merger and acquisition activities, and the impact of changes in the fair value of related contingent consideration liabilities.
(6) Primarily includes philanthropic activities performed at the direction of our majority shareholder.
(7) Represents (a) various tax credits received from the state of Michigan for facility improvement and employee hiring initiatives, (b) the one-time costs associated with converting from an S-Corporation to a C-Corporation, and (c) a 2014 charge of $1,825 related to non-income tax obligations.
(8) Includes other expenses, predominantly option redemption payroll taxes and IT operating leases. Operating leases were initiated, in lieu of purchases or capital leases for a subset of our IT spend, for a short period of time in 2013 and 2014 for liquidity purposes. We have since discontinued the practice of leasing IT equipment. The cost of purchased IT equipment is reflected in depreciation and amortization.