An admittedly skeptical take on the $18.5 billion Teladoc acquisition of Livongo (updated for additional analysis)

Gimlet EyeIs it time to call back The Gimlet Eye from her peaceful Remote Pacific Island? Shock acquisitions like Wednesday’s news that Teladoc is buying ‘applied health signals’ platform developer Livongo may compel this Editor to Send a Message by Carrier Seagull. 

Most of the articles (listed at the bottom) list the facts as Teladoc listed them in their announcement. We’ll recap ‘just the facts’ here, like Joe Friday of ‘Dragnet’ fame:  

  • The merged company will be called Teladoc and be headquartered in Purchase, NY. There is no mention of what will happen to operations and staff currently at Livongo’s Mountain View California HQ. 
  • The value of the acquisition is estimated at $18.5 bn, based on the value of Teladoc’s shares on 4 August. As both are public companies (Livongo IPO’d 25 July 2019, barely a year ago), each share of Livongo will be exchanged for 0.5920x shares of Teladoc plus cash consideration of $11.33 for each Livongo share. When completed, existing Teladoc shareholders will own 58 percent of the company and Livongo shareholders 42 percent. 
  • Closing is stated as expected to be in 4th Quarter 2020
  • Expected 2020 pro forma revenue is expected to be approximately $1.3 billion, representing year over year pro forma growth of 85 percent.

The combination of the two is, this Editor admits, a powerhouse and quite advantageous for both. It is also another sign that digital health is both contracting and recombining. Teladoc has over 70 million users in the US alone for telemedicine services and operates in 175 countries. Livongo is much smaller, with 410,000 diabetes users (up over 113 percent) and over 1,300 clients. They reported 2nd Q results on Tuesday with a revenue lift of 119 percent to $91.9 million but with a net loss of $1.6 million. 

What makes Livongo worth $18.5 bn for Teladoc? Livongo has made a major name (to be discarded, apparently) in first, diabetes management, but has broadened it into a category it calls ‘Applied Health Signals’. Most of us would call it chronic condition management using a combination of vital signs monitoring, patient data sets, and information from its health coaches to make recommendations and effect behavior change. Perhaps we should call it their ‘secret sauce’. For Teladoc, Livongo extends their virtual care services and provider network with a data-driven health management company not dependent on virtual visits, and integrates the virtual visit with Livongo’s coaching. It also puts Teladoc miles ahead of competition: soon-to-IPO Amwell, Doctor on Demand ($75 million Series D, partnerships with Walmart and Humana), MDLive, and ‘blank check’ SOC Telehealth. For Livongo’s main competitor in the diabetes area, Omada Health, it puts Omada certainly in a less competitive spot, or makes it attractive as an acquisition target.

It is also a huge bet that given the huge boost given by the COVID pandemic, the trend towards remote, consumer healthcare and management is unstoppable. Their projection is (from the release): expected 2020 pro forma revenue of approximately $1.3 billion, representing year over year pro forma growth of 85 percent; in year 2, revenue synergies of $100 million, reaching $500 million on a run rate basis by 2025. 

Taking a look at this acquisition between the press release and press coverage lines:

  • The market same day responded poorly to this acquisition. Teladoc was off nearly 19 percent, Livongo off 11 percent. (Shares typically recover next day in this pattern.) Livongo had, as mentioned, recently IPO’d and was experiencing excellent growth compared to Teladoc which was boosted by the pandemic lockdown. This Editor also recalls Teladoc’s financial difficulties in late 2018 with the resignation of its COO/CFO on insider trading and #MeToo charges.
  • The projected closing is fast for a merger of this size–five months.
    • Teladoc does business in the Medicare (Federal) and Medicaid (state) segments. It would surprise this Editor if the acquisition does not require review on the Federal (CMS, DOJ) and state health insurance levels, in addition to the SEC.
    • Merging the two organizations operationally and experiencing all those synergies is not done quickly, and cannot officially happen until after the closing. A lot is done formally behind the scenes as permitted, which has the effect of hitting the rest of the company like a hammer.
  • Unusually, the release does not advise on what Livongo senior executives, including Livongo founder Glen Tullman and CEO Zane Burke, will be coming over to Teladoc. The only sharing announced will be on the Board of Directors. It’s quite an exit for the senior Livongo staff.
  • Both have grown through acquisition. These typically present small to large organizational problems in merging the operations of these companies yet another time into yet another structure. There’s also always some level of client discomfiture in these mergers as they are also the last ones to know.
    • Livongo bought myStrength in 2019, RetroFit in 2018, and Diabeto in 2017. 
    • Teladoc just closed on 1 August its acquisition of far smaller, specialized hospital/health system telehealth provider InTouch Health. Originally a bargain (in retrospect) at $600 million in $150M cash and 4.6 million shares of TDOC stock, after 1 July’s closing, due to the rise in Teladoc’s stock, the cost ballooned to well over $1bn.
  • Neither company has ever been profitable

Your Editor can speak personally and recently to the wrench in the works that acquisitions/mergers of this size present to both organizations. Livongo is a relatively young and entrepreneurial organization in California with about 700 employees, compared to Teladoc’s approximately 2,000 or more internationally. Their communications and persona stress strong mission-driven qualities. On both sides, but especially on the acquired company side, people have to do their short and long term work amid the uncertainty of what this will mean to them. Senior management is distracted in endless meetings on what the merged organization will look like–departments, where will they be, who stays, who is packaged out, and when. Especially when the press releases make a point of compatible cultures, on the contrary, you may be assured that the cultures are very different. The bottom line: companies do not achieve $60 million in cost synergies without interrupting the careers of more than a few of their employees.

Another delicate area is Livongo’s client base, both individual and enterprise. How they are being communicated with is not necessarily skillful and reassuring. Often this part is delayed because the people who do this in the field aren’t prepared.

One has to admire Teladoc, almost without needing a breath, coming up with $18.5 billion quite that quickly from their financing partners after the InTouch acquisition. The growth claimed for the combined organization is extremely aggressive, on top of already aggressive projections for them separately. It’s 18x 2021 enterprise value to sales (EV/S) targets. The premium paid on the Livongo shares is also stunning: $159 per share including $550 million in convertible debt.  If patients start to return to offices and urgent care, Teladoc may have trouble meeting its aggressive goals factored into both share prices, as Seeking Alpha will explain.

Editor’s final comment: In the early stage of her marketing career, this Editor had a seat on the sidelines to much the same happening in the post-deregulation airline business–debt, buyouts, LBOs, and huge financings. Then there is the morning after when it’s all sorted out.

Wednesday’s coverage: TechCrunch, Investors Business Daily, STATNews, mHealth Intelligence, FierceHealthcare, MotleyFool.com

Joint announcement website    Investor Presentation    Hat tip to an industry observer Reader for assistance with the financial analysis.

For a follow-up analysis (with apologies to Carson McCullers): Reflections in a Gimlet Eye: further skeptical thoughts on the Teladoc acquisition of Livongo

The REAL acute care: hurricanes, health tech, and what happens when electricity goes out

This afternoon, as this New York-based Editor is observing the light touch of the far bands of Hurricane José’s pass through the area (wind, spotty rain, some coastal flooding and erosion), yet another Category 5 hurricane (Maria) is on track to attack the already-wrecked-from-Irma Puerto Rico and northern Caribbean, thoughts turn to where healthcare technology can help those who need it most–and where the response could be a lot better. (Add one more–the 7.1 magnitude earthquake south of Mexico City)

Laurie Orlov, a Florida resident, has a typically acerbic take on Florida’s evacuation for Irma and those left behind to deal with no electricity, no assistance. Florida has the highest percentage of over-65 residents. Those who could relocated, but this Editor from a poll of her friends there found that they didn’t quite know where to go safely if not out of state, for this storm was predicted first to devastate the east coast, then it changed course late and barreled up the west (Gulf) coast. Its storm surges unexpected produced record flooding in northeastern Florida, well outside the main track. Older people who stayed in shelters or stayed put in homes, senior apartments, 55+ communities, or long-term care were blacked out for days, in sweltering heat. If their facilities didn’t have backup generators and electrical systems that worked, they were unable to charge their phones, use the elevator, recharge electric wheelchairs, or power up oxygen units. Families couldn’t reach them either. Solutions: restore inexpensive phone landlines (which hardwired, mostly work), backup phone batteries, external power sources like old laptops, and backup generators in senior communities (which would not have prevented prevent bad fuses/wiring from frying the AC, as in the nursing home in Hollywood where eight died).  Aging In Place Tech 

It’s another reason why senior communities and housing are supposed to have disaster preparedness/evacuation plans in place. (If you are a family member, it should be included in your community selection checklist and local records should be checked. This Editor recently wrote an article on this subject (PDF) that mentions disaster and incident planning twice. (Disclaimer: the sponsoring company is a marketing client of this Editor.) In nursing homes, they are mandatory–and often not executable or enforced, as this article from Kaiser Health News points out. 

Another solution good for all: purchase 200-400 watt battery packs that recharge with solar panels, AC, and car batteries (AARP anyone?). Campers and tailgaters use these and they range below $500 with the panels. Concerned with high-power lithium-ion batteries and their tendency to go boom? You’ll have to wait, but the US Army Research Laboratory and University of Maryland have developed a flexible, aqueous lithium-ion battery that reaches the 4.0 volt mark desired for household electronics without the explosive risks associated with standard lithium-ion power–a future and safer alternative. Armed With Science

Telemedicine and telehealth are not being fully utilized to their potential in disaster response and recovery, but the efforts are starting. Medical teams are starting to use telehealth and telemedicine as adjunct care. It has already been deployed successfully in Texas during Harvey. Many evacuees were sent to drier Dallas and the Hutchinson arena, where Dallas-based Children’s Health used telemedicine for emergency off-hour coverage. Doctor on Demand and MDLive gave free direct support to those affected in Texas and Louisiana through 8 September, as well as Teladoc, American Well, and HealthTap for a longer period to members and non-members. Where there are large numbers of evacuees concentrated in an area, telemedicine is now deployed on a limited basis. Doctor on Demand releaseSTAT News, MedCityNews 

But what about using affordable mobile health for the thousands who long term will be in rented homes, far away from their local practitioners–and the doctors themselves who’ve been displaced? What will Doctor on Demand and their sister telemedicine companies have available for these displaced people? What about Puerto Rico, USVI, and the Caribbean islands, where first you have to rebuild the cellular network so medical units can be more effective, then for the longer term? (Can Microsoft’s ‘white space’ be part of the solution?)  

One telehealth company, DictumHealth, has a special interest and track record in both pediatric telehealth and global remote deployments where the weather is hot, the situation is acute, and medical help is limited. Dictum sent their ruggedized IDM100 tablet units and peripherals to Aster Volunteers who aid the permanently displaced in three Jordanian refugee camps in collaboration with the UNHCR and also for pediatric care at the San Josecito School in Costa Rica. In speaking with both Amber Bogard and Elizabeth Keate of Dictum, they are actively engaging with medical relief agencies in both the US and the Caribbean. More to come on this.

Debate on Care Quality Commission’s position on online prescription services on Radio 4’s TODAY (UK)

Friday’s BBC Radio 4 TODAY breakfast show has two segments discussing the Care Quality Commission‘s public warning on online prescription services and potential danger to patients. The first is a short interview of Jane Mordue, Chair of Healthwatch England and independent member of the CQC (at 00:36:33-00:39:00). The second, longer segment at 02:37:00 going to 02:46:30 features our own Editor Charles Lowe, in his position as Managing Director of the Digital Health and Care Alliance (DHACA), debating with Sandra Gidley, Chair of the Royal Pharmaceutical Society (RPS) English Board. The position of the RPS is that a face-to-face appointment is far preferable to an online service, whereas Mr Lowe maintains that delays in seeing one’s GP creates a need for services where a patient can see a doctor online and receive a prescription if necessary. The quick response allays anxiety in the patient and provides care quickly. Both agreed that a tightening of guidelines is needed, especially in the incorrect prescribing of antibiotics, and that there is no communication between patient records. Mr Lowe notes that GPs have always been comfortable with a telephonic consultation but are far less so with telemedicine consults via Skype. Here’s the BBC Radio 4 link available till end of March.

In the US with 24/7/365 telemedicine services such as Teladoc, MDLive and American Well, there is a similar problem with patient records in many cases except for history that the patient gives, but this is an across the board problem as the US does not have a centralized system. The prescribing problem is less about antibiotics, though MRSA/MSSA resistant superbugs are a great concern. According to Jeff Nadler, CTO of Teladoc during his #RISE2017 presentation here in NY attended by this Editor, Teladoc has a 91 to 94 percent resolution rate on patient medical issues. Of that 9 percent unresolved, 4 percent are referred, 2 percent are ‘out of scope’, 1 percent go to ER/ED–and 2 percent of patients are ‘seeking meds only’, generally for painkillers. Teladoc’s model is B2B2C, which is that patients access the service through their health plan, health system, or employer.

The growth of telehealth, and the confusion of terminology (US)

Becker’s Health IT and CIO Review has written up a US-centric review of recent advances in telehealth and telemedicine but kicks it off with the confusion level between the two terms. Internationally, and in these pages, they are separate terms; telehealth referring primarily to vital signs remote monitoring, and telemedicine the ‘virtual visit’ between doctor and patient, between two clinical sites, or ‘store and forward’ asynchronous exchange (e.g. teleradiology). Somehow, in US usage, they have been conflated or made interchangeable, with the American Telemedicine Association (ATA) admitting to same, and American Well simply ‘just doing it’ in relabeling what they provide. On top of it, the two are incorporating elements of each into the other. Examples: TytoCare vital signs measurement/recording into American Well’s video visit; Care Innovations Health Harmony also providing video capability.

Of particular interest to our international readers would be the high rate of US growth in telemedicine utilization from 7 to 22 percent (Rock Health survey). Teladoc, the largest and publicly traded provider, passed the milestone of 100,000 monthly visits in November and the ATA estimates 1.25 million from all providers for 2016 (Teladoc release). Other US competitors include the aforementioned American Well, MDLive, and Doctor on Demand, the latter two also selling direct to consumer. They also compete against doctor-on-house call services like Pager and Heal. Reimbursement remains an issue both privately and publicly (Medicare and Medicaid) on a state-by-state level, with telehealth experiencing significant difficulties, as well as internet access, speed, and usage by older adults.

The NHS, tech, and the next 10 years – soapbox, event & call for posters

As a distraction from the things that, before the advent of handheld technology, little boys used to do in the school playground when this editor was young, once in a while we would engage in the pointless debate of what would happen if an irresistible force met an immovable object.

Those debates came to mind when Graham De’Ath kindly drew this editor’s attention to the recently published Labour Ten Year Plan for Health & Care. Now Telehealth & TelecareAware knows better than to indulge in politics, however the document was notable in that it did not make any significant reference either to the demographic reality of the next ten years, or the likely role of ‘technology’ in assisting with the resultant increase in care required (the word is mentioned just once, in the commitment to: “Set up a wide–ranging review of NICE which will look at reforming the  NICE technology  appraisal process…” [actually already underway by the NIB]).  The Labour Party is far from being alone in this – readers with long memories will recall our amusement as the RCGP’s ten year forecast of the changes in GP practice where the biggest role technology was expected to play in 2022 was in remote delivery of test results.

The reality, TTA believes, will be very different: (more…)

A boffo week for telemedicine. Will 2015 be online visits’ Big Year?

(Boffo: extremely good or successful, sensational–Webster)

Adding to Monday’s news of ATA’s telemedicine accreditation program was American Well‘s near-simultaneous announcement of an $81 million Series C funding.  This brings total funding for the eight year-old Boston-based company to over $128 million, though it is not yet profitable. According to Modern Healthcare, “The capital injection will be used to serve a number of big projects the firm has underway, company co-CEO Dr. Ido Schoenberg said in an interview. Among those are campaigning to ease regulatory constraints, scaling its provider networks and customer outreach, working with insurers to secure more favorable reimbursement and working on its technology, he said.” The institutional, private equity, and corporate investors alluded to in the company release were not disclosed. Its mobile app, Amwell, claims over 1 million downloads with a year-to-year 1,000 percent increase. Major partners include payers Anthem Health, EmblemHealth, the Blue Cross Blue Shields of Massachusetts and Louisiana, Optum Health as well as corporate clients. American Well press release, BostonInno, SEC filing. (Note to American Well: you’re telemedicine, not telehealth)

If this round of funding represents a substantial bet on American Well’s future, another is the new relationship between Walgreens‘ and rival MDLIVE. (more…)

Verizon’s ‘white label’ telemedicine service debuts

Verizon is evidently sticking with its strategy of enterprise marketing when it comes to digital health. The Verizon Virtual Visits service released last week enables a video chat with a clinician via smartphone app (3G/4G OK as well as Wi-Fi; the full mobile enablement Verizon states as a key differentiator versus competitors such as American Well, MDLive and Teladoc) or alternatively, web portal. Prior to the average 30 minute chat, the service verifies eligibility and co-pay information, presents patients’ self-reported histories, symptoms, medication allergies and other information, then collects the co-pay; at the close if needed, an e-prescription via SureScripts is sent to the patient’s pharmacies. Verizon presents this as as a ‘white label’ service for groups such as health systems, insurers and health plans who will determine their unique co-pay and clinician mix. Clinicians can be contracted through Verizon’s provider network or, in a health system, their own or an in-house/contract mix. Neither clients nor third-party medical provider(s) have been announced yet, but VentureBeat states that the clients will be publicized in the next few months, which is deflating. Information Week, The IHCC. Verizon release.