Tivity Health Delivers Strong Results For Third Quarter 2020

NASHVILLE, Tenn., Nov. 5, 2020 /PRNewswire/ -- Tivity Health, Inc. (NASDAQ:TVTY), today announced financial results for the third quarter ended September 30, 2020.

"The Healthcare and Nutrition divisions both delivered strong performance this quarter.  SilverSneakers continues to show strong brand affinity through the acceleration and continued adoption of our digital portfolio. Our healthcare business had another robust renewal and selling season. We will retain virtually all of our current health plan customers and gain net new eligible members in SilverSneakers from new clients and expanded markets," said Richard Ashworth, President & Chief Executive Officer.  "Divesting the Nutrition division will significantly strengthen our balance sheet and will provide a great foundation to drive growth and to accelerate the execution of our strategic plan."

Third Quarter Highlights and Business Update:

• Healthcare division adjusted EBITDA increased by 5% compared to the prior year;
• Healthcare division virtual visits grew by nearly 30% quarter over quarter;
• Healthcare division year to date virtual visits through October surpassed one million;
• Added over 350,000 new SilverSneakers eligibles for 2021 through new client wins and market expansions;
• Nutrisystem brand direct to consumer (DTC) revenue grew by 20% versus the prior year, driven by a 31% increase in revenue from new customers;
• Executing on a Company-wide operational realignment that results in an organization that is lean, efficient and optimized for growth with capital available for necessary investments to enable us to deliver on strategic priorities;
• Ended the quarter with cash on hand of $56.4 million after prepaying $39.7 million of principal amortization on term loan debt, resulting in the Company's next quarterly installment being due in March 2022.

Mr. Ashworth continued, "In pursuit of a member-centric organization, we are focused on our healthcare business that will leverage SilverSneakers, Prime and WholeHealth Living, combining them with innovative digital engagement tools and data.   We are delivering new fitness offerings and social connectivity to engage more members in an omnichannel way: in the gym, through our virtual channels, and in the community to become a modern destination for healthy living.  We will partner with best-in-class healthcare and consumer data partners to provide insights and power a digital engagement platform."

Sale of the Nutrition Business

As previously announced, the Company has entered into a definitive agreement with Kainos Capital to divest Tivity Health's Nutrition Business, which includes Nutrisystem^® and South Beach Diet^®, for a purchase price of $575 million in cash.

Upon closing of the transaction, Tivity Health will use a significant majority of the divestiture net proceeds to pay down debt, which will materially de-lever its balance sheet and provide significant additional financial flexibility to support the growth of its go-forward, focused Healthcare business.  

The transaction is expected to close in the fourth quarter of this year, subject to the receipt of regulatory approval and other customary closing conditions, and is expected to result in a fourth quarter 2020 post-close net leverage ratio (as defined in the Company's credit agreement) of no more than 2.8 times.

Third Quarter 2020 Financial Information

Dollars in millions, except per-share data

See pages 12-14 for a reconciliation of non-GAAP financial measures

Total revenues in the third quarter of $254.9 million decreased $49.0 million, or approximately 16%, compared to the third quarter of 2019, driven by a decrease in Healthcare segment revenues of $64.5 million, or approximately 40%, partially offset by an increase in Nutrition segment revenues of $15.5 million, or approximately 11%.

Net income (loss) for the third quarter was $(42.4) million, a decrease of $56.3 million compared to the third quarter of 2019.  Adjusted EBITDA was $68.7 million for the third quarter, representing an increase of approximately $11.9 million compared to the third quarter of 2019.  This increase was driven by an increase in Nutrition segment adjusted EBITDA of $10.1 million and an increase in Healthcare segment adjusted EBITDA of $1.8 million.

Net debt (total debt less cash and cash equivalents) improved by $33.7 million during the third quarter due to cash flow generation.  During the third quarter, the Company prepaid $39.7 million of principal amortization on its term loan debt, resulting in the Company's next quarterly installment being due in March 2022. 

Healthcare Segment

Dollars in millions

Revenues in the Healthcare segment for the third quarter of 2020 decreased by $64.5 million compared to the third quarter of 2019, primarily as a result of a significant decrease in SilverSneakers revenue of $56.0 million resulting from fewer revenue-generating visits due to the COVID-19 pandemic.  Additionally, Prime Fitness revenue decreased by $8.8 million primarily due to membership terminations and suspensions. 

The Company's revenue profile during the third quarter of 2020 is substantially different from the prior year due to the COVID-19 pandemic.  Revenue from per-member-per-month fees represented 59% of the Company's SilverSneakers revenue in the third quarter of 2020, compared to 33% in the same quarter of 2019.   

Adjusted EBITDA for the Healthcare segment for the third quarter of 2020 increased by $1.8 million compared to the third quarter of 2019, with adjusted EBITDA margin improving by over 1,800 basis points.  The primary drivers include the high mix of per-member-per-month fees for SilverSneakers coupled with a reduction in fitness location visit costs for SilverSneakers and Prime, and cost reductions.

Nutrition Segment

Dollars in millions

Revenues in the Nutrition segment for the third quarter of 2020 increased by $15.5 million compared to the third quarter of 2019, driven by a $24.9 million, or 20%, increase in Nutrisystem brand DTC revenue.  This increase in revenue was partially offset by a decrease in non-core channels of $9.7 million. 

Adjusted EBITDA for the Nutrition segment in the third quarter of 2020 increased by $10.1 million compared to the third quarter of 2019, with adjusted EBITDA margin improving by 512 basis points.  The primary drivers were improved marketing efficiency and a decrease in television media as a percentage of total media expenses as the Company allocated more spending to its digital marketing program, combined with savings in employee compensation resulting from cost reduction plans and temporary salary reductions.

Outlook

Based on the Healthcare segment's revenue and adjusted EBITDA⁽¹⁾ performance through the third quarter of 2020 and the outlook for the remainder of 2020, Tivity Health is providing guidance for annual 2020 Healthcare segment revenue in a range of $425 million to $432 million and adjusted EBITDA in a range of $143 million to $145 million. 

"We believe the financial and operational performance of our Healthcare segment in the second and third quarters reflect the ability of our business to address the challenges of the pandemic.  Based on early fourth quarter activity, we anticipate utilization costs in our Prime and WholeHealth Living businesses to increase as compared to the third quarter.  We remain focused on managing the business with financial discipline and completing the Nutrition segment divestiture, and we look forward to investing in our healthcare business for 2021 and beyond," said Adam Holland, Chief Financial Officer.

Conference Call

Tivity Health will hold a conference call to discuss this release today at 5:00 p.m. Eastern Time.  Investors will have the opportunity to listen to the conference call live by dialing 877-683-2218 or 647-689-5447 for international callers, and referencing code 1381965 or over the Internet by going to www.tivityhealth.com and clicking "Investors" at least 15 minutes early to register, download, and install any necessary audio software. For those who cannot listen to the live broadcast, a telephonic replay will be available for one week at 800-585-8367 or 416-621-4642 for international callers, code 1381965, and the replay will also be available on the Company's website for the next 12 months.

About Tivity Health

Tivity Health^® Inc. (Nasdaq: TVTY) is a leading provider of healthy life-changing solutions, including SilverSneakers^®, Nutrisystem^®, Prime^® Fitness, Wisely Well^TM, South Beach Diet^®, and WholeHealth Living^®.  We are actively addressing the social determinants of health, defined as the conditions in which we work, live and play. From improving health outcomes to reversing the narrative on inactivity, food insecurity, social isolation and loneliness, we are making a difference and are transforming the way we do health. Learn more at www.tivityhealth.com.

Non-GAAP Financial Measures

This press release contains certain non-GAAP financial measures. Reconciliations of certain of these non-GAAP measures to the comparable GAAP measures are included on pages 12-14.   

Cautionary Statement Regarding Forward-Looking Statements

This press release contains certain statements that are "forward-looking" statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based upon current expectations and include all statements that are not historical statements of fact and those regarding the intent, belief or expectations, including, without limitation, statements that are accompanied by words such as "will," "expect," "outlook," "anticipate," "intend," "plan," "believe," "seek," "see," "will," "would," "target," or other similar words, phrases or expressions and variations or negatives of these words. These forward-looking statements include, but are not limited to, the Company's statements regarding its future financial performance. Readers of this press release should understand that these statements are not guarantees of performance or results. Many risks and uncertainties could affect actual results and cause them to vary materially from the forward-looking statements.

These risks and uncertainties include, among other things: the Company's ability to consummate the announced transaction on the terms set forth in the purchase agreement; the risk that the conditions to the consummation of the announced transaction may not be satisfied on the terms expected or on the anticipated schedule; the risk of the occurrence of any event, change or other circumstance that could give rise to the termination of the purchase agreement; the failure to receive the anticipated benefits from the transaction; the risk of business disruption and customer loss (including, without limitation, difficulties in maintaining relationships with employees, customers or vendors); the risk that the Company's expectations regarding the effect of the announced transaction on the Company's leverage profile may not be achieved; risks related to diverting management attention from ongoing business operations; the outcome of any legal proceedings that may be instituted against the Company related to the transaction; the profitability of the Company's healthcare business following consummation of the announced transaction; impacts from the COVID-19 pandemic (including the response of governmental authorities to combat and contain the pandemic and the closure of fitness centers in the Company's national network) on the Company's business, operations or liquidity; the risk that the significant indebtedness incurred in connection with the acquisition of Nutrisystem may limit the Company's ability to adapt to changes in the economy or market conditions, expose the Company to interest rate risk for the variable rate indebtedness and require a substantial portion of cash flows from operations to be dedicated to the payment of indebtedness; the Company's ability to service its debt, make principal and interest payments as those payments become due, and remain in compliance with its debt covenants; the risks associated with changes in macroeconomic conditions (including the impacts of any recession resulting from the COVID-19 pandemic), widespread epidemics, pandemics (such as the current COVID-19 pandemic) or other outbreaks of disease, geopolitical turmoil, and the continuing threat of domestic or international terrorism; the Company's ability to collect accounts receivable from its customers and amounts due under its sublease agreements; the market's acceptance of the Company's new products and services; the Company's ability to develop and implement effective strategies and to anticipate and respond to strategic changes, opportunities, and emerging trends in the Company's industry and/or business, as well as to accurately forecast the related impact on the Company's revenues and earnings; counterparty risk associated with the Company's interest rate swap agreements; the Company's ability to obtain adequate financing to provide the capital that may be necessary to support its current or future operations; the impact of any impairment of the Company's goodwill, intangible assets, or other long-term assets; the risks associated with potential failures of the Company's information systems, including as a result of telecommuting issues associated with the Company's employees working remotely; the risks associated with data privacy or security breaches, computer hacking, network penetration and other illegal intrusions of the Company's information systems or those of third-party vendors or other service providers, which may result in unauthorized access by third parties, loss, misappropriation, disclosure or corruption of customer, employee or the Company's information, or other data subject to privacy laws and may lead to a disruption in the Company's business, costs to modify, enhance, or remediate its cybersecurity measures, enforcement actions, fines or litigation against the Company, or damage to its business reputation; the impact of any new or proposed legislation, regulations and interpretations relating to Medicare, Medicare Advantage, Medicare Supplement, e-commerce, advertising, and privacy and security laws; the impact of a reduction in Medicare Advantage health plan reimbursement rates or changes in plan design; the Company's ability to attract, hire, or retain key personnel or other qualified employees and to control labor costs; the risks associated with changes to traditional office-centered business processes and/or conducting operations out of the office in a work-from-home or remote model during adverse situations (e.g., during a crisis, disaster, or pandemic), which may negatively impact productivity and cause other disruptions to the Company's business; the effectiveness of the reorganization of the Company's business and the Company's ability to realize the anticipated benefits; the Company's ability to effectively compete against other entities, whose financial, research, staff, and marketing resources may exceed its resources; the impact of legal proceedings involving the Company and/or its subsidiaries, products, or services, including any claims related to intellectual property rights; the Company's ability to enforce its intellectual property rights; the risks associated with deriving a significant concentration of revenues from a limited number of the Company's Healthcare segment customers, many of whom are health plans; the Company's ability and/or the ability of its Healthcare segment customers to enroll participants and to accurately forecast their level of enrollment and participation in the Company's programs in a manner and within the timeframe anticipated by the Company; the Company's ability to sign, renew and/or maintain contracts with its Healthcare segment customers and/or the Company's fitness partner locations under existing terms or to restructure these contracts on terms that would not have a material negative impact on the Company's results of operations; the ability of the Company's Healthcare segment health plan customers to maintain the number of covered lives enrolled in those health plans during the terms of the Company's agreements; the Company's ability to add and/or retain paid subscribers in its Prime Fitness program; the impact of severe or adverse weather conditions, the current COVID-19 pandemic, and the potential emergence of additional health pandemics or infectious disease outbreaks on member participation in the Company's Healthcare segment programs; the impact of healthcare reform on the Company's business; the effectiveness of the Company's marketing and advertising programs; loss of, or disruption in the business of, any of the Company's food suppliers or the Company's fulfillment provider, or disruptions in the shipping of the Company's food products for its Nutrition segment; the impact of claims that the Company's Nutrition segment personnel are unqualified to provide proper weight loss advice; the impact of health- or advertising-related claims by the Company's Nutrition segment customers; competition from other weight management industry participants or the development of more effective or more favorably perceived weight management methods; loss of any of the Company's Nutrition segment third-party retailer agreements and any obligations associated with such loss, or a reduction of orders for Company products by any such third-party retailers or reduced promotion by such third-party retailers of Company products; the Company's ability to continue to develop innovative weight loss programs and enhance its existing programs, or the failure of the Company's programs to continue to appeal to the market; the impact of claims from the Company's Nutrition segment competitors regarding advertising or other marketing practices; the Company's ability to develop and commercially introduce new products and services; the Company's ability to receive referrals from existing Nutrition segment customers, a decline in which could adversely impact the Company's customer acquisition costs; failure to attract spokespersons or negative publicity with respect to any of the Company's spokespersons; the Company's ability to anticipate change and respond to emerging trends for customer preferences and the impact of the same on demand for the Company's services and products; the seasonality of the business of the Company's Nutrition segment, particularly with respect to diet season; negative publicity with respect to the weight loss industry; the impact of increased governmental regulation on the Company's Nutrition segment; a significant portion of the Company's Nutrition segment revenue depends on the Company's ability to sustain subscriptions of its Nutrition segment's programs, and cancellations could impact the Company's future operating results; claims arising from the sale of ingested products; and other risks detailed in the Company's filings with the Securities and Exchange Commission.

For additional information about factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to the Company's filings with the SEC. Except as required by law, the Company undertakes no obligation to update any such forward-looking statements to reflect new information, subsequent events or circumstances.

SOURCE Tivity Health

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