The largest Latin American health care company

© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

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UnitedHealth Group Launches New Growth Platform
• Distinctive combination of global market leaders serving the fastest and most consistently growing health care markets
• • U.S. – 314 million people Brazil – 200 million people

• • • • •

Brazil under penetrated in managed care – 25% versus nearly 80% in U.S. Brazil promoting private sector care to release pressure on the public system Amil is the clear market leader – with a strategic approach to care Amil is an ideal international platform to extend Optum to large underserved markets Distinctive commitment of Amil leadership
• • • Dr. Edson Bueno remains a 10% holder of Amil Becomes the largest individual investor in UnitedHealth Group - $470 million investment Will serve on the UnitedHealth Group Board

• •

Companies are well aligned with regards to missions, cultures, innovations and acquisitions Companies have complementary strengths
• • • Amil in care delivery UNH in technology, health informatics and health benefits Both with strong health care brands and reputations

© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

1

Amil at a Glance
• • Clear leader in fast-growing Brazilian managed care market Providing a comprehensive set of diverse health and dental benefits to more than 5 million people • • Current annualized revenue of $5 billion has more than doubled over last three years Proven strong business model with unique approach to strategic care delivery
• Owned delivery network includes 22 hospitals and nearly 50 clinics with 25-30% of medical spend delivered from these operations • Largest single contracted care network in Brazil including 44,000 physicians and 3,300 hospitals

• •

Disciplined underwriting focused on profitable organic growth Compelling margin profile supported by superior owned and networked clinical cost structure and scale advantages as Brazil’s market leader

• •

Successful consolidator in early stages of large scale market consolidation Experienced, physician-led management team committed to Amil’s future success

© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

2

UnitedHealth Group Launches Complementary Growth Platform
- Latin American Health Care - Health Services - Health Benefits

Brazil – The leading non-U.S. private health care market (and growing) Amil – The premier enterprise in the market
• • • • Distinctive strategically developed (owned and contracted) care delivery system Strong brands and market profile Consistent track record of superior performance High familiarity – common business and culture with UnitedHealth Group

Benefits to Amil of Partnering with North American Market Leader
• • • Access to advanced information technology Insights into the application of large data sets to advance clinical care delivery Experience in engaging consumers in effective personal decision-making about their health and well-being A strong, committed capital partner • • • • •

Benefits to UnitedHealth Group of Partnering with Latin American Market Leader
Leading position in earlier stage, higher growth market Insights and experience in care delivery resource ownership and operation Strong, committed Brazilian leadership team Further international health care and business expertise added to Board of Directors A great platform for Optum in an enormous and underserved market for health services

We believe this combination will further the growth and strengthen the overall performance of both organizations
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

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Summary of Brazilian Managed Care Market Growth Opportunity
United States (1)
Total Population Number of People in Managed Care Medical Managed Care Penetration Dental Managed Care Penetration Number of Managed Care Organizations 314 million 244 million

Brazil (2)
200 million 48 million

Comments
Higher population growth in Brazil

78%

25%

Low MCO penetration in Brazil

57%

9%

Significant cross-selling opportunities Significant consolidation opportunities

434

1,600+

Source: (1) US Census Bureau, AIS’s Directory of Health Plans, 2011 and National Association of Dental Plans (2) ANS 2012

© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

4

Brazil: High Growth Economy, Stable Political Environment
Annual GDP Growth •
7.5% 6.1% 5.7%
Average 3.9%

Attributes of Brazil Brazilian economy sized at $2.5T
• 200 million people • 6th largest economy in the world

5.2% 4.0% 3.2% 2.7%

• Represents approximately ½ of South American economy

• •

Strong democratic political system based on constitutional law Government with stable, growth-supporting policies Stable monetary policy with 5.2% inflation Free basic health care a constitutional right
• Health care spending at 9% of GDP, up from 7.2% 10 years ago • Highly pressured public system creating demand for quality, private health care – particularly for a rapidly growing middle class

1.1%


(0.3)%

Source: World Bank, Trading Economics

© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

5

Per Capita Income More Than Tripled Over Eight Years
Unemployment Rate
12.4% 11.5% 9.9% 10.0% 9.3% 7.9% 8.1% 6.7% 6.0% 7,197 5.5% 4,743 3,042 3,610 5,793 8,629 8,392

Annual GDP Per Capita (US $)
12,594 314% 10,993

87% of population now urban

• •

GDP per capita almost 2.5x of China People who can afford private coverage prefer it

Source: IBGE, World Bank, CIA World Fact Book

© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

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Rising Income Drives Demand for Private Coverage
Population Stratification
250

Population Characteristics • Rapidly growing middle class is seeking higher quality private sector health care Demographic shift over a decade
• 18 million people being added to income classes A & B 47 million people being added to income class C

Population in Millions

200
13 23 31

150
66 102 113

100
47

50
49

39 26


40 16

Approximately 75% of people use public facilities; only 47% of health spending covers this group People aspire to be part of the 25% that receives access to private facilities

0


A/B: Monthly Per Capita Income Above $456 C: Monthly Per Capita Income $106-456 (1) (1) D: Monthly Per Capita Income $67-106 (1) E: Monthly Per Capita Income Below $67
(1) Converted (1)

using October 5, 2012 exchange rate of $0.4939 = R$1.00 per www.oanda.com Source: Brazil Central Bank
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

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Rising Demand for Private Coverage
Brazilian Private Health Plan Membership (millions) Total Market Premium Revenue (USD billions) (1)

$41.7 47.8 $32.5 $30.0 $25.8 $21.1 $18.4 16.8 8.9 10.4 12.6 14.5 $36.8

46.0 39.1 41.1 42.5

35.4

37.2

6.2

7.3

2005

2006

2007

2008

2009

2010

2011

2005

2006

2007

2008

2009

2010

2011

Medical

Dental

Total Premium (USD billions)

Total population of 200 million people
(1) Converted

using October 5, 2012 exchange rate of $0.4939 = R$1.00 per www.oanda.com
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

Source: ANS
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Consumers Value Access to Leading Private Hospitals
Total Hospitals
State University Govt., 470 / Teaching, 98 Federal Govt, 57

Total Hospital Beds
600,000 500,000

Municipal Govt., 1,517 Private Non-Profit, 1,911 Private For-Profit, 2,637

400,000 300,000 200,000 100,000 2007 2008 2009 Private Beds 2010 2011 Total Beds

6,690 Total Hospitals

Public (SUS) Beds

Source: Brazilian Hospital Federation
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

9

Early Stage Market Beginning to Consolidate
Number of Health Insurers •
1,990 1,747 1,646 1,576 1,524 1,488

Summary Large, stable and increasingly prosperous nation Demand increasing for private alternatives to government system Market penetration for private coverage is low (about 25% of Brazilian population) Significant growth and consolidation opportunities exist – Top 10 plans cover only 36% of the private insurance market Increasing regulatory standards for quality and capital levels driving smaller plans out of the market

2,003

1,377


1,269 1,216 1,183 1,176 1,178


720 719 660 627 602 567 579 553 493 479 435 427 429


Dental Medical

Source: ANS, Amil’s June 2012 Investor Presentation

© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

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Amil is the Clear Market Leader – With the Broadest Set of Offerings
Product Offering
Company Medical Membership (Millions) 4.3 3.7 2.2 2.0 1.2 0.6 0.6 0.4 0.1 Type Premium Top Intermediate Basic Dental

Clients
Corp. Indiv. Hospital Facilities

MCO Insurance MCO Insurance MCO MCO MCO Insurance MCO


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Source: ANS, IBGE, Companies’ reports as of June 2012 and Amil’s June 2012 Investor Presentation

© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

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Amil is the Clear Market Leader – With a Diverse Business Mix
Business Mix
Revenue Mix(1)
Dental 3%

Comprehensive Product Offering

Average Annual Household Income(2)

Amil Brands

HIGH-END

Individual 35%

A
Corp. Clients 62%

4%

$53,150

B
Membership Mix(1)

30%

$18,670

FREE CHOICE & REIMBURSEMENT

Dental 27%

Corporate Clients 54%

C

50%

$7,697

Individual 19%

RESTRICTED NETWORK

D E

15% 1%

$4,232 $2,827

(1)

As of June 2012 using October 5, 2012 exchange rate of $0.4939 = R$1.00 per www.oanda.com Source: Amil’s June 2012 Investor Presentation
(2) Converted © 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

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Amil is the Clear Market Leader – With the Largest Single Network

Owned Delivery Network
TotalCare
Specialty and Preventive Care Unit 7 Outpatient Centers

National Contracted Network
Medical Doctors 44,000 Outpatient Clinics 11,000 Ancillary Services 12,000
Existing Markets Expansion Opportunities

Amilpar
22 Hospitals 47 Outpatient Clinics

Amil Resgate Saude
Advanced Trauma Support 3 Emergency Care Centers

UCP
Posture Correction Unit Prevention and Treatment 3 Outpatient Centers

Hospitals 3,300

OncoCare

HomeCare

Network contracted nationally, membership concentrated in southeast and northeast regions

Source: Amil’s June 2012 Investor Presentation
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

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Amil is the Clear Market Leader – With Distinctive Attributes
• • Focused, disciplined physician-led and experienced management team Strategic care model
• Complex care directed to owned hospitals recognized for high quality care • Consumers have access to broad network

• •

Consistent underwriting and pricing approach Conservative balance sheet
• Early adopter of Brazilian medical reserve requirements

Successful consolidator

MCR has run significantly favorable to market averages

© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

14

Amil Summary Income Statements in Current US$
(in thousands (except earnings per share amounts) ; all data expressed in International Financial Reporting Standards (IFRS))

(1)

Net Revenues
$4,449 $3,771

Operating Earnings
$168 $127

$2,412

$30

2009

2010

2011

2009

2010

2011

GAAP Net Income
$88 $65 $51

GAAP Earnings Per Share
$0.25 $0.18 $0.14

2009
(1) Converted

2010

2011

2009

2010

2011

using October 5, 2012 exchange rate of $0.4939 = R$1.00 per www.oanda.com Source: Amil’s annual press releases and/or financial statements
© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

15

Combination Summary
Benefits to Amil of Partnering with North American Market Leader
• • • Access to advanced information technology Insights into the application of large data sets to advance clinical care delivery Experience in engaging consumers in effective personal decision-making about their health and well-being A strong, committed capital partner • • • • •

Benefits to UnitedHealth Group of Partnering with Latin American Market Leader
Leading position in earlier stage, higher growth market Insights and experience in care delivery resource ownership and operation Strong, committed Brazilian leadership team Further international health care and business expertise added to Board of Directors A great platform for Optum in an enormous and underserved market for health services

Details • UNH will acquire up to 90% of Amil’s 359 million outstanding shares at R$30.75 each through a two step process:
    Approximately 60% from management upon regulatory approval – management retains 10% interest Approximately 30% from public shareholders through 1st half of 2013 tender offer Expected total cash outlay of approximately $4.9 billion in two stages over up to 6-month period Approx. $4.3 billion (R$27.13 per share) equity purchase price, net of acquired tax benefits of $600 million

• • •

Debt to debt plus equity ratio expected to be below 35% by June 30, 2013 Share repurchase program to continue, paced to accommodate acquisition and capital ratio objectives Combination expected to be slightly accretive to UnitedHealth Group 2013 earnings per share

© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

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Appendix – Amil Historical Financial Performance in Current US$
(Membership data in 000s; $ in millions except per share data)

(1)

For the Period Ending,
2009A Net Revenue $2,412.2 2010A $3,771.1 1Q11 $1,032.2 2Q11 $1,074.9 3Q11 $1,134.3 4Q11 $1,208.1 2011A $4,449.5 1Q12 $1,226.3 2Q12 $1,258.6

Operating Income

30.4

126.6

69.9

33.6

24.5

40.4

168.4

88.7

36.3

GAAP Net Income (2)

50.7

65.0

38.3

15.8

18.5

15.8

88.3

43.7

17.3

GAAP EPS (2)

$0.14

$0.18

$0.11

$0.04

$0.05

$0.04

$0.25

$0.12

$0.05

Cash Flow from Operating Activities Medical Members

92.6

222.0

89.6

64.5

46.8

36.9

237.9

85.4

86.0

4,119

4,127

4,280

4,309

4,255

4,304

4,304

4,264

4,306

Dental Members

1,015

1,183

1,222

1,311

1,443

1,516

1,516

1,545

1,593

Source: Amil’s quarterly and annual press releases and/or financial statements. Amounts are presented in conformity with the International Financial Reporting Standards (IFRS) and in conformity with the accounting practices adopted in Brazil (collectively, “GAAP”).
(1) (2)

Converted using October 5, 2012 exchange rate of $0.4939 = R$1.00 per www.oanda.com Amil also reports adjusted net income and adjusted EPS. Please see www.amilpar.com.br/amilpar/web/index_pti.html to reference these figures and related reconciling items.

Information on Amil’s website is neither part of nor incorporated by reference into this presentation.

© 2012 UnitedHealth Group. Any use, copying or distribution without written permission from UnitedHealth Group is prohibited.

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