March 4 2021
Accolade Completes Acquisition of 2nd.MD
The combination brings together advocacy, benefits navigation, and expert medical opinion to elevate the member experience by creating the most comprehensive, integrated healthcare navigation experience.
Seattle, WA, March 4, 2021 – Accolade, Inc. (Nasdaq: ACCD), which provides personalized, technology-enabled solutions that help people better understand, navigate and utilize the healthcare system and their workplace benefits, today announced it has completed the acquisition of Innovation Specialists, LLC d/b/a 2nd.MD. By combining the market leaders in benefit navigation, health advocacy, and expert medical opinion services, Accolade will deliver the most comprehensive healthcare navigation experience covering more than 400 customers and 9 million lives.
“Both Accolade and 2nd.MD share a vision to help every person live their healthiest life through a people-focused, clinically-driven support model. Together we can dramatically improve the quality and accessibility of care while helping employees navigate the increasingly complex healthcare system,” said Rajeev Singh, chief executive officer, Accolade. “In addition to the expanded services and clinical capabilities we will be able to offer our customers, 2nd.MD brings new industry distribution relationships to help grow our business and expands our addressable market by an estimated $22 billion.”
Pursuant to the merger agreement previously announced on January 14, 2021, the transaction is valued at up to $460 million, consisting of $230 million in cash and $130 million in Accolade common stock from the issuance of approximately 2.8 million shares to be registered for resale in a registration statement via Form S-1, and up to $100 million in Accolade common stock from the issuance of approximately 2.1 million shares upon the achievement of defined revenue milestones. Accolade intends to provide guidance for the combined company when it reports its financial results for the fourth quarter and fiscal year 2021.
Accolade provides personalized health and benefits solutions designed to empower every person to live their healthiest life. Accolade helps millions of people and their employers navigate the complexities of the healthcare system with empathy, expertise and through exceptional service while supporting them in lowering the cost of care and improving health outcomes. Accolade blends technology-enabled health and benefits solutions, specialized support from Accolade Health Assistants® and Clinicians and access to expert medical opinion services for high-cost treatment decisions. Accolade consistently receives consumer satisfaction ratings over 90 percent. For more information, visit Accolade on LinkedIn, Twitter, Instagram and Facebook and at accolade.com.
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements include statements regarding our future growth and our financial outlook. Forward-looking statements are subject to risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. Actual results may differ materially from the results predicted, and reported results should not be considered as an indication of future performance. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “likely,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” or similar expressions and the negatives of those terms. Important risks and uncertainties that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: (i) risks associated with (a) the failure to complete or receive the anticipated benefits from the transaction, including due to Accolade’s inability to successfully integrate 2nd.MD into its business, (b) diverting management attention from ongoing business operations, (c) the commencement or outcome of any legal proceedings that may be instituted against us or 2nd.MD in connection with the transaction and (d) the effects of the transaction on the combined business, including on operating costs, customer loss and business disruption; (ii) changes in laws and regulations applicable to our or 2nd.MD’s business model; (iii) changes in market or industry conditions, regulatory environment and receptivity to our or 2nd.MD’s technology and services; (iv) results of litigation or a security incident; (v) the loss of one or more of our or 2nd.MD’s key customers or partners; (vi) the impact of COVID-19 on our or 2nd.MD’s business and results of operation; (vii) changes to our or 2nd.MD’s abilities to recruit and retain qualified team members; and the risks described in the other filings Accolade makes with the Securities and Exchange Commission from time to time, including the risks described under the heading “Risk Factors” in Accolade’s most recently filed Quarterly Report on Form 10-Q, which should be read in conjunction with its financial results and forward-looking statements. All forward-looking statements in this press release are based on information available to Accolade as of the date hereof, and it does not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.
Todd Friedman , Investor Relations, 484-532-5200, Todd.Friedman@accolade.com
Asher Dewhurst , Investor Relations, 443-213-0500, Accolade@westwicke.com
Megan Torres , Public Relations, 206-926-8180, Megan.Torres@accolade.com