Exhibit 99.5
MULTIPLAN PARENT SELECTED HISTORICAL FINANCIAL INFORMATION
The following tables present the selected historical consolidated financial data of MultiPlan Parent and MPH Holdings (the predecessor of MultiPlan Parent) for the periods presented. The consolidated statement of income and comprehensive income data and consolidated statement of cash flows data for the years ended December 31, 2017, 2018 and 2019 and the consolidated balance sheet data as of December 31, 2018 and 2019 have been derived from MultiPlan Parent’s audited consolidated financial statements included elsewhere in this Report. The consolidated statement of income and comprehensive income data and consolidated statement of cash flows data for the six month periods ended June 30, 2019 and June 30, 2020 and the consolidated balance sheet data as of June 30, 2020 have been derived from MultiPlan Parent’s unaudited condensed consolidated financial statements included elsewhere in this Report. The unaudited condensed consolidated financial statements of MultiPlan Parent have been prepared on the same basis as the audited consolidated financial statements of MultiPlan Parent. In the opinion of MultiPlan Parent’s management, the unaudited condensed consolidated interim financial data reflects all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the financial information in those statements. The selected historical consolidated financial data for the year ended December 31, 2015, the period from January 1, 2016 through June 6, 2016 and the period from May 2, 2016 through December 31, 2016, and the summary balance sheet data as of December 31, 2016 and June 30, 2019 has been derived from MultiPlan Parent’s (or its predecessor’s) unaudited financial statements not included in this Report.
On June 7, 2016, affiliates of Hellman & Friedman LLC, certain other investors and certain members of management acquired, indirectly, all of the capital stock of the Company. The following discussion includes references to the “successor” and “predecessor” of, and the related accounting periods resulting from, the consummation of such acquisition on June 7, 2016. In accordance with GAAP, the accounting period for the successor began on May 2, 2016, the date the successor began accruing expenses related to such acquisition.
You should read the selected financial data presented below in conjunction with “MultiPlan Parent’s Management’s Discussion and Analysis of Financial Condition and Results of Operations” and MultiPlan Parent’s consolidated financial statements and the related notes included elsewhere in this Report. Historical operating results are not necessarily indicative of future operating results.
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| | | Six Months Ended June 30, 2020 | | | Six Months Ended June 30, 2019 | | | Year Ended December 31, 2019 | | | Year Ended December 31, 2018 | | | Year Ended December 31, 2017 | | | May2 – December 31, 2016 | | | | January 1 – June 6, 2016 | | | Year Ended December 31, 2015 | | ||||||||||||||||||||||||
($ in thousands except share data) | | | Successor | | | Successor | | | Successor | | | Successor | | | Successor | | | Successor | | | | Predecessor | | | Predecessor | | ||||||||||||||||||||||||
| | | (unaudited) | | | (unaudited) | | | | | | | | | | | | | | | | | | | | | (unaudited) | | | | (unaudited) | | | (unaudited) | | |||||||||||||||
Consolidated Statements of Income and Comprehensive Income Data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Revenues(1) | | | | $ | 458,902 | | | | | $ | 490,677 | | | | | $ | 982,901 | | | | | $ | 1,040,883 | | | | | $ | 1,067,266 | | | | | $ | 575,889 | | | | | | $ | 412,597 | | | | | $ | 865,094 | | |
Expenses: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Cost of services (exclusive of depreciation and amortization of intangible assets shown below | | | | | 96,579 | | | | | | 75,132 | | | | | | 149,607 | | | | | | 149,463 | | | | | | 193,655 | | | | | | 106,639 | | | | | | | 175,470 | | | | | | 217,956 | | |
General and administrative expenses | | | | | 57,767 | | | | | | 36,527 | | | | | | 75,225 | | | | | | 77,558 | | | | | | 122,920 | | | | | | 160,294 | | | | | | | 187,764 | | | | | | 174,951 | | |
Depreciation | | | | | 29,641 | | | | | | 27,570 | | | | | | 55,807 | | | | | | 52,268 | | | | | | 53,002 | | | | | | 30,244 | | | | | | | 19,818 | | | | | | 41,650 | | |
Amortization of intangible assets | | | | | 167,027 | | | | | | 167,027 | | | | | | 334,053 | | | | | | 334,053 | | | | | | 334,053 | | | | | | 189,297 | | | | | | | 80,152 | | | | | | 184,967 | | |
Total expenses | | | | | 351,014 | | | | | | 306,256 | | | | | | 614,692 | | | | | | 613,342 | | | | | | 703,630 | | | | | | 486,474 | | | | | | | 463,204 | | | | | | 619,524 | | |
Operating income (loss) | | | | | 107,888 | | | | | | 184,421 | | | | | | 368,209 | | | | | ��� | 427,541 | | | | | | 363,636 | | | | | | 89,415 | | | | | | | (50,607) | | | | | | 245,570 | | |
Interest expense(2) | | | | | 177,015 | | | | | | 193,192 | | | | | | 376,346 | | | | | | 383,261 | | | | | | 281,972 | | | | | | 155,140 | | | | | | | 81,385 | | | | | | 152,127 | | |
Interest income | | | | | (148) | | | | | | (79) | | | | | | (196) | | | | | | (51) | | | | | | (9) | | | | | | (19) | | | | | | | — | | | | | | (12) | | |
Loss on extinguishments and modification of debt | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 20,053 | | | | | | — | | | | | | | 127,307 | | | | | | — | | |
Gain on repurchase and cancellation of notes | | | | | — | | | | | | — | | | | | | (18,450) | | | | | | — | | | | | | — | | | | | | — | | | | | | | — | | | | | | — | | |
Net (loss) income before income taxes | | | | | (68,979) | | | | | | (8,692) | | | | | | 10,509 | | | | | | 44,331 | | | | | | 61,620 | | | | | | (65,706) | | | | | | | (259,299) | | | | | | 93,455 | | |
(Benefit) provision for income taxes | | | | | (10,139) | | | | | | (1,196) | | | | | | 799 | | | | | | 8,108 | | | | | | (586,512) | | | | | | (9,203) | | | | | | | (11,701) | | | | | | 85,706 | | |
Net (loss) income | | | | | (58,840) | | | | | | (7,496) | | | | | | 9,710 | | | | | | 36,223 | | | | | | 648,132 | | | | | | (56,503) | | | | | | | (247,598) | | | | | | 7,749 | | |
Weighted-average shares of common stock outstanding − basic and diluted . | | | | | 10 | | | | | | 10 | | | | | | 10 | | | | | | 10 | | | | | | 10 | | | | | | 10 | | | | | | | 10 | | | | | | 10 | | |
Net (loss) income per share − basic and diluted | | | | $ | (5,884) | | | | | $ | (750) | | | | | $ | 971 | | | | | $ | 3,622 | | | | | $ | 64,813 | | | | | $ | (5,650) | | | | | | $ | (24,760) | | | | | $ | 775 | | |
Other comprehensive income, net of tax: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Unrealized gain (loss) on change in fair value of derivatives | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | | (2,244) | | | | | | (3,971) | | |
Comprehensive (loss) income | | | | $ | (58,840) | | | | | $ | (7,496) | | | | | $ | 9,710 | | | | | $ | 36,223 | | | | | $ | 648,132 | | | | | $ | (56,503) | | | | | | $ | (249,842) | | | | | $ | 3,778 | | |
Consolidated Balance Sheets Data (at end of period): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | | | $ | 178,860 | | | | | $ | 12,069 | | | | | $ | 21,825 | | | | | $ | 5,014 | | | | | $ | 21,417 | | | | | $ | 26,396 | | | | | | | | | | | | $ | 56,313 | | |
Total assets(3) | | | | | 8,333,189 | | | | | | 8,531,227 | | | | | | 8,360,411 | | | | | | 8,642,973 | | | | | | 8,987,709 | | | | | | 9,285,126 | | | | | | | | | | | | | 5,297,921 | | |
Long-term debt | | | | | 5,406,138 | | | | | | 5,509,895 | | | | | | 5,397,122 | | | | | | 5,603,413 | | | | | | 5,835,697 | | | | | | 4,700,644 | | | | | | | | | | | | | 2,676,697 | | |
Shareholders’ equity | | | | | 1,963,650 | | | | | | 1,978,262 | | | | | | 1,985,218 | | | | | | 1,990,388 | | | | | | 1,949,448 | | | | | | 2,670,238 | | | | | | | | | | | | | 1,378,304 | | |
Cash dividends per share | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 141,971 | | | | | | 38,765 | | | | | | | | | | | | | — | | |
Consolidated Statements of Cash Flows Data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Cash flows provided by (used in): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating activities | | | | $ | 191,867 | | | | | $ | 140,838 | | | | | $ | 284,313 | | | | | $ | 292,303 | | | | | $ | 368,945 | | | | | $ | 157,621 | | | | | | $ | 28,987 | | | | | $ | 347,117 | | |
Investing activities | | | | | (34,866) | | | | | | (33,696) | | | | | | (66,414) | | | | | | (63,556) | | | | | | (60,709) | | | | | | (6,838,883) | | | | | | | (22,568) | | | | | | (49,079) | | |
Financing activities | | | | | 34 | | | | | | (100,087) | | | | | | (201,088) | | | | | | (245,150) | | | | | | (313,215) | | | | | | 6,707,658 | | | | | | | (52,265) | | | | | | (270,083) | | |
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(1)
On January 1, 2018, MultiPlan Parent adopted ASC Topic 606, Revenue from Contracts with Customers. See Note 2 to MultiPlan Parent’s consolidated financial statements included elsewhere in this Report for additional information.
(2)
In the years ended December 31, 2017, 2018 and 2019, MultiPlan Parent did not recognize expense for the portions of debt issuance costs related to the amounts of the principal loan prepayments of MPH Holdings’ term loan facility in each year, which resulted in an understatement of long-term debt of $2.3 million as of December 31, 2019. MultiPlan Parent corrected this error as an out-of-period adjustment resulting in an overstatement of interest expense of $2.3 million in the six month period ended June 30, 2020.
(3)
On January 1, 2019, MultiPlan Parent adopted ASC Topic 842, Leases. See Note 2 to MultiPlan Parent’s consolidated financial statements included elsewhere in this Report for additional information.
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