Exhibit 99.1
Unaudited Pro Forma Combined Statement of Operations
For the Nine Months Ended September 30, 2014
($ in 000’s, except share and per share data)
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| | Health Insurance Innovations, Inc. Historical | | | Health Pocket, Inc. Historical (through July 14, 2014) | | | Pro Forma Adjustments | | | Pro Forma Combined | |
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Revenues (consolidated premium equivalents of $110,375 and pro forma premium equivalents of $111,083, respectively, for the nine months ended September 30, 2014) | | $ | 62,228 | | | $ | 863 | | | $ | (155 | ) (a) | | $ | 62,936 | |
Cost of revenues | | | (397 | ) | | | (134 | ) | | | — | | | | (531 | ) |
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Gross margin | | | 61,831 | | | | 729 | | | | (155 | ) | | | 62,405 | |
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Operating expenses: | | | | | | | | | | | | | | | | |
Third-party commissions | | | 30,577 | | | | — | | | | — | | | | 30,577 | |
Credit cards and ACH fees | | | 1,367 | | | | — | | | | — | | | | 1,367 | |
Selling, general and administrative | | | 27,478 | | | | 1,122 | | | | (155 | ) (a) | | | 28,445 | |
| | | | | | | | | | | 723 | (b) | | | 723 | |
| | | | | | | | | | | (520 | ) (c) | | | (520 | ) |
Depreciation and amortization | | | 1,723 | | | | 3 | | | | 918 | (d) | | | 2,644 | |
| | | | | | | | | | | 404 | (e) | | | 404 | |
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Total operating expenses | | | 61,145 | | | | 1,125 | | | | 1,370 | | | | 63,640 | |
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Loss from operations | | | 686 | | | | (396 | ) | | | (1,525 | ) | | | (1,235 | ) |
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Other expense (income): | | | | | | | | | | | | | | | | |
Interest (income) expense | | | (17 | ) | | | 48 | | | | (48 | ) (f) | | | (17 | ) |
Other expense | | | 957 | | | | — | | | | — | | | | 957 | |
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Net loss before income taxes | | | (254 | ) | | | (444 | ) | | | (1,477 | ) | | | (2,175 | ) |
Provision from income taxes | | | (205 | ) | | | — | | | | (1,550 | ) (g) | | | (1,755 | ) |
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Net income (loss) | | | (49 | ) | | | (444 | ) | | | 73 | | | | (420 | ) |
Net income (loss) attributable to noncontrolling interests | | | 364 | | | | — | | | | (56 | ) (h) | | | 308 | |
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Net income (loss) attributable to Health Insurance Innovations, Inc. | | $ | (413 | ) | | $ | (444 | ) | | $ | 129 | | | $ | (728 | ) |
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Per share data: | | | | | | | | | | | | | | | | |
Net income (loss) per share attributable to Health Insurance Innovations, Inc. | | | | | | | | | | | | | | | | |
Basic | | $ | (0.07 | ) | | | | | | | | | | $ | (0.13 | ) |
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Diluted | | $ | (0.07 | ) | | | | | | | | | | $ | (0.13 | ) |
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Weighted average Class A shares outstanding | | | | | | | | | | | | | | | | |
Basic | | | 5,538,422 | | | | | | | | | | | | 5,538,422 | |
Diluted | | | 5,538,422 | | | | | | | | | | | | 5,538,422 | |
(a) | To eliminate revenues and costs incurred in transactions between HII and HealthPocket. |
(b) | To record stock compensation expense that would have incurred from the employees of HealthPocket. |
(c) | To adjust for acquisition-related expenses incurred during the nine months ended September 30, 2014. |
(d) | To record amortization expense on acquired intangible assets. |
(e) | To record compensation expense that would have been paid to Telkamp and Wang pursuant to employment agreements entered into with HII. |
(f) | To adjust for interest expense incurred during the nine months ended September 30, 2014. |
(g) | To record the income tax effect on the pro forma earnings before income taxes. The Pro forma adjustment for income tax reflects an effective tax rate of 80.7% for the nine months ended September 30, 2014. |
(h) | To adjust for the effects of the pro forma adjustments described herein on the allocation of net loss to noncontrolling interests. |