Marpai, Inc.

and thank you for standing by. Welcome to the MARPE second quarter 2022 earnings conference call in which management will also discuss the Maestro Health acquisition. Should you need assistance, please signal a conference specialist by pressing the star key followed by zero. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press star then one on your touchtone phone. To withdraw from the question queue, please press star then two. Please be advised that today's conference is being recorded. I would now like to hand the conference over to Simon Lee, Vice President with Marpay. Please go ahead.

Thanks, Operator. Welcome, everyone, to our second quarter 2022 and Maestro Acquisition Earnings Call. With me on the call today are Marpay's Chief Executive Officer, Emundo Gonzalez, and Chief Financial Officer, Yoram Bebrink. Before turning the call over to Emundo, please note that we'll be discussing certain non-GAAP financial measures that we believe are important when evaluating MARPE's performance. Details on the relationship between these non-GAAP measures to the most comparable GAAP measures and the reconciliations thereof can be found in the press release that is posted on our website. Also, please note that certain statements made during this call will be forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks, uncertainties, and other factors that can cause the actual results for Marpay to differ materially from those expressed or implied on this call. For additional information, please refer to our cautionary statement in our press release and our filings with the SEC, all of which are available at marpayhealth.com. And with that, I will turn the call over to Marpe's CEO, Emundo Gonzalo. Emundo?

Thanks, Simon. Good morning, everyone, and thank you for joining us. It's a pleasure to be here to discuss our acquisition of Marpe Health, of Maestro Health, and review our Q2 2022 results. Now, as you probably know, on August 4th, we announced the acquisition of Maestro Health. Yoram will describe the terms of the deal later on. but let me tell you a little bit about Marpe and why I believe this is a transformational acquisition for Marpe. Here are some highlights first and foremost. First, the acquisition approximately doubles our revenue. Second, we are getting value added products that we didn't have. Third, the acquisition is non-dilutive and financed entirely by the seller. Four, The seller is also leaving almost $60 million of cash on the Maestro balance sheet, and this will fund our integration plan. Five, we believe that this acquisition, with planned synergies realized, propels us closer to our EBITDA break-even level and beyond. Now a bit about Maestro Health. Like Marpe, it is a third-party administrator that is well-known in the market as a high-quality TPA, that does a great job servicing its customer base as evidenced by high retention rates. In many ways, Maestro is very similar to Marpay. Maestro services approximately 80 employers who self-insure their 25,000 employees, while Marpay currently services also around 80 employers who self-insure approximately 21,000 employees. In terms of revenues, Maestro's annual revenues are currently approximately $19 million compared to our trailing 12 months of $22 million or so. The reason Maestro's revenues are lower than ours is that they don't resell low margin third party services to their customers. Instead, they let their customers contract directly with the third party providers as needed. Also, they have two important value-added services which they provide with their own resources. These are clinical management and cost containment. Now, until now, Marpay has been providing these two services to our customers by reselling third-party services. When you resell a third-party service, you keep a fraction of the amount paid by the customer and pass along most of the revenues to that third-party service provider. By providing these services using its own resources, which include its people and proprietary technology, Maestro is keeping all of the revenues from these two services. This is very significant, as close to 50% of Maestro's revenues are derived from these two products. Let's dive into these two product lines in a bit more detail. First, care management. This is a service which is billed to clients on an hourly basis. It includes nurses and other clinicians working with members of health plans that require monitoring or need help managing a disease like diabetes or have other health journeys where they require some wellness help like quitting smoking or losing weight. One of the reasons I'm so excited about this product is that it fits perfectly with Marpe's AI-driven predictions. As you know, Marpe predicts costly events. Care management, is all about doing something about these costly events in terms of actively managing the member's journey. This could mean less ER visits, proactive matching of care for members, and of course, we know healthier members means lower costs for our clients, the self-insured employers. Now, the second big product line is cost containment. This includes services that are largely monetized on a shared savings model. These include pricing and settling of out-of-network claims where a large network like Aetna or Cigna is not relevant. A claim for $100,000, for example, that is settled for $20,000 generates $80,000 in savings for the client. Maestro would take a percent of that savings as its fee. The same approach is executed for prescription drugs in specialty, meaning high-cost categories. Often, it can get a member into a patient assistant program sponsored by pharma or source the drug at a lower cost. Again, moving a monthly drug bill of, say, $20,000 a month to $5,000 a month generates real hard savings for the client, and Maestro takes a percent of that fee or of that savings as its fee. I cannot wait to introduce these products into our client base. In terms of synergies, I think these are clear and obvious for all to see. We expect both revenue and significant expense synergies. On the revenue side, we have Maestro's two homegrown products that we hope to sell to our customer base and our own AI driven value added services that we hope to sell into the Maestro customers. On the expense side, we're expecting to become one company over the next six to 12 months, which should lead to substantial savings. While the contract closing calls for closing within 60 days, we expect the actual closing to occur soon after Labor Day. The management teams of both companies are now working hard on an integration plan, and my goal is to start executing on the integration plan right after closing. As we stated in the release, we are not providing guidance for the third quarter. It is difficult for us to estimate how much of Maestro's revenues will be included in the third quarter figures. We hope to resume providing guidance on our Q3 earnings call. Moving on to the second quarter, our revenues came in at $5.6 million, slightly higher than our guidance. We are continuing to work hard to ensure that we have an excellent revenue January 1, 2023, meaning that we will add a large number of new customers with thousands of new employee lives. I want to stress that we are continuing to push organic growth as a strategic priority for us, and we believe that a bigger and stronger post-deal MARPE with additional in-house products will contribute to stronger organic growth in the long run. I do also want to inform you that we have decided to terminate three customers who are related to one broker. Together, these account for approximately 4,000 lives. The termination we have said is effective September 1. The reason for the termination is that, in our opinion, the customers are failing to fulfill terms of their contract with us. This has nothing to do with MARPE. It's purely an internal issue with these customers. which we were obligated to address through the termination of these contracts. Now, although I always hate to lose a customer, in this case, it is the right thing to do. We are pushing hard, so our new lives from organic growth activities, including new ads by 1-1-2023, will far exceed the loss of these. Now, before I hand it over to Yoram to go through the deal terms and quarterly numbers, I want to thank all the people that worked extremely hard to make the Maestro acquisition a reality. Of course, the work is just starting, and yet I think making the deal happen is indeed transformational. So thank you to all the employees and advisors, as well as Maestro employees, consultants, and representatives of AXA, who is the seller in this deal. All of them enabled this amazing deal to happen, so a big thank you to you all. I truly believe this acquisition represents a huge leap forward for Marpe and brings us closer to fulfilling our strategic goal of capturing a large slice of this $22 billion market segment. And now let me hand it over to Yoram. Yoram?