Full Press Release Details
Evolent Health Announces First Quarter 2017 Results
WASHINGTON, D.C., May 9, 2017 - Evolent Health, Inc. (NYSE: EVH), a company providing an integrated value-based care platform to the nation's leading health systems and physician organizations, today announced financial results for the quarter ended March 31, 2017.
Highlights from the first quarter of 2017 announcement include (all comparisons are to the quarter ended March 31, 2016):
Frank Williams, Chief Executive Officer of Evolent Health, Inc., commented, "We are pleased with our first quarter results and our continued strong performance in the market. We continue to see demand across all segments as providers face increasing pressure on fee-for-service reimbursement from government and commercial payers. We believe that our focus on transforming clinical care to drive improved quality and lower cost care is a critical differentiator in the market as providers work to elevate performance in value-based care arrangements."
"We are also excited about our innovative partnership with C3, a primary-care led ACO with 13 Federally Qualified Health Centers (FQHCs) serving communities across Massachusetts," Mr. Williams continued. "Together, we aim to build a model of care and associated delivery system that integrates social determinants of health and behavioral health services with primary care to optimize outcomes for Medicaid patients, all powered by our centralized technology platform. We are thrilled to be working with such a leading-edge partner to impact health care for the underserved residents of Massachusetts."
Mr. Williams added, "Market forces have also driven our newly announced partnership with Houston Methodist, which is regarded as a true medical pioneer and is consistently ranked as one of the top health systems in the country. We are excited to be at the forefront of establishing Houston Methodist as a value-based care leader in the region as we work collectively with the Houston Methodist Coordinated Care (HMCC) physician-led ACO to build an integrated care model focused on clinical transformation and population health."
Mr. Williams concluded, "Finally, we're pleased to report that 2017 is off to a great start operationally as we launched our Next Generation ACO cohort, rolled out our risk adjustment solution to several systems, completed our new release of Identifi (version 2017.3) with substantial functionality enhancements, and worked with our provider-sponsored health plan partners to prepare for open enrollment later this year.
We're excited to be at the forefront of the transformation that is occurring in health care today and honored to be working with leading provider organizations across the country."
Financial Results of Evolent Health, Inc.
In our earnings releases, prepared remarks, conference calls, slide presentations and webcasts, we may use or discuss non-GAAP financial measures. Definitions of the non-GAAP financial measures, as well as reconciliations of non-GAAP financial measures to the most directly comparable GAAP financial measures are included in this earnings release. See "Financial Statement Presentation" and "Non-GAAP Financial Measures" for more information.
Evolent Health, Inc. reported the following United States of America generally accepted accounting principles ("GAAP") results:
Total cash, cash equivalents and investments as of March 31, 2017, were $138.0 million.
For the full year 2017, Adjusted Revenue is expected to be in the range of $415.0 million to $425.0 million. Adjusted EBITDA is expected to be in the range of $(8.0) million to $0.0 million. For the three months ended June 30, 2017, Adjusted Revenue is expected to be in the range of $103.0 million to $105.0 million and Adjusted EBITDA is expected to be in the range of $(5.0) million to $(3.0) million.
This "Business Outlook" section contains forward-looking statements, and actual results may differ materially. Factors that may cause actual results to differ materially from our current expectations are set forth in "Forward Looking Statements - Cautionary Language" and Evolent Health, Inc.'s filings with the Securities and Exchange Commission ("SEC").
Web and Conference Call Information
As previously announced, Evolent Health, Inc. will hold a conference call to discuss its first quarter performance this evening, May 9, 2017, at 5:00 p.m., Eastern Time. The conference call will be available via live webcast on the Company's Investor Relations website at http://ir.evolenthealth.com. To participate by telephone, dial 855.940.9467 or 412.317.6034 for international callers, and ask to join to the Evolent Health call. Participants are advised to dial in at least fifteen minutes prior to the call to register. The call will be archived on the company's website for one week and will be available beginning later this evening. Evolent Health invites all interested parties to attend the conference call.
About Evolent Health
Evolent Health partners with leading health systems to drive value-based care transformation. By providing clinical, analytical and financial capabilities, Evolent Health helps physicians and health systems achieve superior quality and cost results. Evolent Health's approach breaks down barriers, aligns incentives and powers a new model of care delivery resulting in meaningful alignment between providers, payers, physicians and patients. Learn more at: www.evolenthealth.com.
| Bob East | Robin Glass |
| 443.213.0500 | 571.389.6005 |
| Investor Relations | Media Relations |
| InvestorRelations@evolenthealth.com | RGlass@evolenthealth.com |
Financial Statement Presentation
Evolent Health, Inc. is a holding company and its principal asset is all of the Class A common units in its operating subsidiary, Evolent Health LLC, which has owned all of our operating assets and substantially all of our business since inception. The financial results of Evolent Health LLC are consolidated in the financial statements of Evolent Health, Inc.
Non-GAAP Financial Measures
In addition to disclosing financial results that are determined in accordance with GAAP, we present and discuss Adjusted Revenue, Adjusted Transformation Revenue, Adjusted Platform and Operations Revenue, Adjusted Cost of Revenue, Adjusted Selling, General and Administrative Expenses, Adjusted Depreciation and Amortization Expenses, Adjusted Operating Income (Loss), Adjusted Gross Margin, Adjusted EBITDA, Adjusted Earnings (Loss) Available to Class A and Class B Shareholders, Adjusted Earnings (Loss) per Share Available to Class A and Class B Shareholders and Adjusted Weighted-Average Class A and Class B Shares, which are all non-GAAP financial measures, as supplemental measures to help investors evaluate our fundamental operational performance.
The adjusted results also include certain other adjustments.
Adjusted Revenue, Adjusted Transformation Revenue and Adjusted Platform and Operations Revenue are defined as revenue, transformation revenue, and platform and operations revenue, respectively, adjusted to exclude the impact of purchase accounting adjustments. Management uses Adjusted Revenue, Adjusted Transformation Revenue and Adjusted Platform and Operations Revenue as supplemental performance measures because they reflect a complete view of the operational results. The measures are also useful to investors because they reflect the full view of our operational performance in line with how we generate our long term forecasts.
Adjusted Cost of Revenue and Adjusted Selling, General and Administrative Expenses are defined as cost of revenue and selling, general and administrative expenses, respectively, adjusted to exclude the impact of stock-based compensation expenses and transaction costs related to acquisitions and business combinations, securities offerings, as well as one-time adjustments. Management uses Adjusted Cost of Revenue and Adjusted Selling, General and Administrative Expenses as supplemental performance measures which are also useful to investors because they facilitate an understanding of our long term operational costs while removing the effect of transaction costs that are one time and costs that are non-cash (stock-based compensation expenses) in nature. Additionally, these supplemental performance measures facilitate understanding a breakdown of our Adjusted Total Operating Expenses.
Adjusted Depreciation and Amortization Expenses is defined as depreciation and amortization expenses adjusted to exclude the impact of amortization expenses related to intangible assets acquired through acquisitions and business combinations. Management uses Adjusted Depreciation and Amortization Expenses as a supplemental performance measure because it reflects a complete view of the operational results. The measure is also useful to investors because it facilitates understanding a breakdown of our Adjusted Total Operating Expenses.
Adjusted Total Operating Expenses is defined as the sum of Adjusted Cost of Revenue, Adjusted Selling, General and Administrative Expenses and Adjusted Depreciation and Amortization Expenses, and reflects the adjustments made in those non-GAAP measures. Adjusted Total Operating Expenses is adjusted to exclude the impact of one-time adjustments, such as goodwill impairment, and items arising from acquisitions and business combinations, such as gain on change in fair value of contingent consideration.
Adjusted Operating Income (Loss) is defined as Adjusted Revenue less Adjusted Total Operating Expenses, and reflects the adjustments made in those non-GAAP measures.
Adjusted Gross Margin is defined as Adjusted Revenue less Adjusted Cost of Revenue, and reflects the adjustments made in those non-GAAP measures.
Adjusted EBITDA is defined as EBITDA (net income (loss) attributable to Evolent Health, Inc. before interest income, interest expense, (provision) benefit for income taxes, depreciation and amortization expenses), adjusted to exclude goodwill impairment, gain on change in fair value of contingent consideration, income (loss) from affiliates, other income (expense), net, net (income) loss attributable to non-controlling interests, purchase accounting adjustments, stock-based compensation expenses, transaction costs related to acquisitions and business combinations, such as gain on change in fair value of contingent consideration and securities offerings, as well as one-time adjustments. Management uses Adjusted EBITDA as a supplemental performance measure because the removal of transaction costs, one-time or non-cash items (depreciation, amortization and stock-based compensation expenses) allows us to focus on operational performance. We believe that this measure is also useful to investors because it allows further insight into the period over period operational performance in a manner that is comparable to other organizations in our industry and in the market in general.
Adjusted Earnings (Loss) Available to Class A and Class B Shareholders is defined as earnings (loss) available to common shareholders adjusted to exclude goodwill impairment, income (loss) from affiliates, (provision) benefit for income taxes, gain on change in fair value of contingent consideration, purchase accounting adjustments, stock-based compensation expenses and transaction costs related to acquisitions and business combinations, such as gain on change in fair value of contingent consideration, securities offerings, as well as one-time adjustments.
Adjusted Weighted-Average Class A and Class B Shares is defined as weighted average common shares (diluted) adjusted to include, in periods of net loss, the dilutive or potentially dilutive effect of the assumed conversion of Class B common shares to Class A common shares.
Adjusted Earnings (Loss) per Share Available for Class A and Class B Shareholders is defined as Adjusted Earnings (Loss) Available for Class A and Class B Shareholders divided by Adjusted Weighted-Average Class A and Class B Shares, and reflects the adjustments made in those non-GAAP measures.
Management uses Adjusted Earnings (Loss) Available to Class A and Class B Shareholders, Adjusted Weighted-Average Class A and Class B Shares and Adjusted Earnings (Loss) per Share Available to Class A and Class B Shareholders because these performance measures represent our core operating performance distributed amongst all of our investors which is not represented by the GAAP results across time due to our complex equity structure. We believe that these measures are also useful to investors for the same reason.
These adjusted measures do not represent and should not be considered as alternatives to GAAP measurements, and our calculations thereof may not be comparable to similarly entitled measures reported by other companies. A reconciliation of these adjusted measures to their most comparable GAAP financial measures is presented in the tables below. We believe these measures are useful across time in evaluating our fundamental core operating performance.
Evolent Health, Inc.
Consolidated Statements of Operations
| (in thousands, except per share data) | For the Three | ||||||
| Months Ended | |||||||
| March 31, | |||||||
| 2017 | 2016 | ||||||
| Revenue | |||||||
| Transformation | $ | 10,235 | $ | 8,114 | |||
| Platform and operations | 96,003 | 41,335 | |||||
| Total revenue | 106,238 | 49,449 | |||||
| Expenses | |||||||
| Cost of revenue (exclusive of | |||||||
| depreciation and amortization expenses | |||||||
| presented separately below) | 67,528 | 28,610 | |||||
| Selling, general and administrative expenses | 53,550 | 31,946 | |||||
| Depreciation and amortization expenses | 6,615 | 3,371 | |||||
| Goodwill impairment | - | 160,600 | |||||
| Total operating expenses | 127,693 | 224,527 | |||||
| Operating income (loss) | (21,455 | ) | (175,078 | ) | |||
| Interest income | 185 | 279 | |||||
| Interest expense | (954 | ) | - | ||||
| Income (loss) from affiliates | (522 | ) | - | ||||
| Other Income (expense), net | 2 | - | |||||
| Income (loss) before income taxes | |||||||
| and non-controlling interests | (22,744 | ) | (174,799 | ) | |||
| Provision (benefit) for income taxes | 405 | (988 | ) | ||||
| Net income (loss) | (23,149 | ) | (173,811 | ) | |||
| Net income (loss) attributable to | |||||||
| non-controlling interests | (5,137 | ) | (51,071 | ) | |||
| Net income (loss) attributable to | |||||||
| Evolent Health, Inc. | $ | (18,012 | ) | $ | (122,740 | ) | |
| Earnings (Loss) Available to Common Shareholders | |||||||
| Basic | $ | (18,012 | ) | $ | (122,740 | ) | |
| Diluted | (18,012 | ) | (122,740 | ) | |||
| Earnings (Loss) per Common Share | |||||||
| Basic | $ | (0.34 | ) | $ | (2.91 | ) | |
| Diluted | (0.34 | ) | (2.91 | ) | |||
| Weighted-Average Common Shares Outstanding | |||||||
| Basic | 52,599 | 42,185 | |||||
| Diluted | 52,599 | 42,185 |
Evolent Health, Inc.
Condensed Consolidated Balance Sheets
| (in thousands) | As of | As of | ||||||
| March 31, | December 31, | |||||||
| 2017 | 2016 | |||||||
| Cash and cash equivalents | $ | 104,295 | $ | 134,563 | ||||
| Investments, at amortized cost | 33,684 | 44,341 | ||||||
| Total current assets | 217,538 | 264,966 | ||||||
| Intangible assets, net | 254,166 | 258,923 | ||||||
| Goodwill | 627,204 | 626,569 | ||||||
| Total assets | 1,154,446 | 1,199,839 | ||||||
| Long-term debt, net of discount | 120,706 | 120,283 | ||||||
| Total liabilities | 257,706 | 287,725 | ||||||
| Total shareholders' equity (deficit) attributable to | ||||||||
| Evolent Health, Inc. | 750,471 | 702,526 | ||||||
| Non-controlling interests | 146,269 | 209,588 | ||||||
| Total liabilities and shareholders' equity (deficit) | 1,154,446 | 1,199,839 |
Evolent Health, Inc.
Condensed Consolidated Statements of Cash Flows
| (in thousands) | For the Three | ||||||
| Months Ended | |||||||
| March 31, | |||||||
| 2017 | 2016 | ||||||
| Net cash provided by (used in) operating activities | $ | (34,765 | ) | $ | (20,804 | ) | |
| Net cash provided by (used in) investing activities | 4,622 | (13,655 | ) | ||||
| Net cash provided by (used in) financing activities | (125 | ) | 25 | ||||
| Net increase (decrease) in cash and cash equivalents | (30,268 | ) | (34,434 | ) | |||
| Cash and cash equivalents as of beginning-of-period | 134,563 | 145,726 | |||||
| Cash and cash equivalents as of end-of-period | $ | 104,295 | $ | 111,292 |
Evolent Health, Inc.
Adjusted Results of Operations
| (in thousands) | For the Three Months Ended March 31, 2017 | For the Three Months Ended March 31, 2016 | ||||||||||||||||||||||||||||||||||||
| Evolent Health, Inc. | Evolent Health, Inc. | |||||||||||||||||||||||||||||||||||||
| Evolent | Evolent | Evolent | Evolent | as Reported | as Adjusted | |||||||||||||||||||||||||||||||||
| Health, Inc. | Health, Inc. | Health, Inc. | Health, Inc. | Change Over Prior Period | Change Over Prior Period | |||||||||||||||||||||||||||||||||
| as Reported | Adjustments | as Adjusted | as Reported | Adjustments | as Adjusted | $ | % | $ | % | |||||||||||||||||||||||||||||
| Revenue | ||||||||||||||||||||||||||||||||||||||
| Transformation (1) | $ | 10,235 | $ | - | $ | 10,235 | $ | 8,114 | $ | 87 | $ | 8,201 | $ | 2,121 | 26.1 | % | $ | 2,034 | 24.8 | % | ||||||||||||||||||
| Platform and operations (1) | 96,003 | 531 | 96,534 | 41,335 | - | 41,335 | 54,668 | 132.3 | % | 55,199 | 133.5 | % | ||||||||||||||||||||||||||
| Total revenue | 106,238 | 531 | 106,769 | 49,449 | 87 | 49,536 | 56,789 | 114.8 | % | 57,233 | 115.5 | % | ||||||||||||||||||||||||||
| Expenses | ||||||||||||||||||||||||||||||||||||||
| Cost of revenue (exclusive of | ||||||||||||||||||||||||||||||||||||||
| depreciation and amortization | ||||||||||||||||||||||||||||||||||||||
| expenses presented | ||||||||||||||||||||||||||||||||||||||
| separately below) (2) | 67,528 | (1,021 | ) | 66,507 | 28,610 | (455 | ) | 28,155 | 38,918 | 136.0 | % | 38,352 | 136.2 | % | ||||||||||||||||||||||||
| Selling, general and | ||||||||||||||||||||||||||||||||||||||
| administrative expenses (3) | 53,550 | (8,514 | ) | 45,036 | 31,946 | (3,936 | ) | 28,010 | 21,604 | 67.6 | % | 17,026 | 60.8 | % | ||||||||||||||||||||||||
| Depreciation and amortization | ||||||||||||||||||||||||||||||||||||||
| expenses (4) | 6,615 | (2,325 | ) | 4,290 | 3,371 | - | 3,371 | 3,244 | 96.2 | % | 919 | 27.3 | % | |||||||||||||||||||||||||
| Goodwill impairment (5) | - | - | - | 160,600 | (160,600 | ) | - | - | - | % | - | - | % | |||||||||||||||||||||||||
| Total operating expenses | 127,693 | (11,860 | ) | 115,833 | 224,527 | (164,991 | ) | 59,536 | (96,834 | ) | (43.1 | )% | 56,297 | 94.6 | % | |||||||||||||||||||||||
| Operating income (loss) | $ | (21,455 | ) | $ | 12,391 | $ | (9,064 | ) | $ | (175,078 | ) | $ | 165,078 | $ | (10,000 | ) | $ | 153,623 | 87.7 | % | $ | 936 | 9.4 | % | ||||||||||||||
| Gross margin | $ | 38,710 | $ | 40,262 | $ | 20,839 | $ | 21,381 | ||||||||||||||||||||||||||||||
| Gross margin % | 36.4 | % | 37.7 | % | 42.1 | % | 43.2 | % |
Evolent Health, Inc.
Reconciliation of Adjusted EBITDA to Net Income (Loss)
Attributable to Evolent Health, Inc.
| (in thousands) | For the Three | ||||||
| Months Ended | |||||||
| March 31, | |||||||
| 2017 | 2016 | ||||||
| Net Income (Loss) Attributable to | |||||||
| Evolent Health, Inc. | $ | (18,012 | ) | $ | (122,740 | ) | |
| Less: | |||||||
| Interest income | 185 | 279 | |||||
| Interest expense | (954 | ) | - | ||||
| (Provision) benefit for income taxes | (405 | ) | 988 | ||||
| Depreciation and amortization expenses | (6,615 | ) | (3,371 | ) | |||
| EBITDA | (10,223 | ) | (120,636 | ) | |||
| Less: | |||||||
| Goodwill impairment | - | (160,600 | ) | ||||
| Income (loss) from affiliates | (522 | ) | - | ||||
| Other income (expense), net | 2 | - | |||||
| Net (income) loss attributable to | |||||||
| non-controlling interests | 5,137 | 51,071 | |||||
| Purchase accounting adjustments | (531 | ) | (87 | ) | |||
| Stock-based compensation expense | (5,104 | ) | (4,335 | ) | |||
| Transaction costs | (4,431 | ) | (56 | ) | |||
| Adjusted EBITDA | $ | (4,774 | ) | $ | (6,629 | ) |
Evolent Health, Inc.
Reconciliation of Adjusted Earnings (Loss) Available to Class A and Class B
Shareholders to Earnings (Loss) Available to Common Shareholders
| (in thousands, except per share data) | For the Three | ||||||
| Months Ended | |||||||
| March 31, | |||||||
| 2017 | 2016 | ||||||
| Earnings (Loss) Available to | |||||||
| Common Shareholders - Basic and Diluted (a) | $ | (18,012 | ) | $ | (122,740 | ) | |
| Less: | |||||||
| Goodwill impairment | - | (160,600 | ) | ||||
| Income (loss) from affiliates | (522 | ) | - | ||||
| (Provision) benefit for income taxes | (420 | ) | 988 | ||||
| Net (income) loss attributable to | |||||||
| non-controlling interests | 5,137 | 51,071 | |||||
| Purchase accounting adjustments | (2,900 | ) | (87 | ) | |||
| Stock-based compensation expense | (5,104 | ) | (4,335 | ) | |||
| Transaction costs | (4,431 | ) | (56 | ) | |||
| Adjusted Earnings (Loss) Available | |||||||
| to Class A and Class B Shareholders (b) | $ | (9,772 | ) | $ | (9,721 | ) | |
| Earnings (Loss) per Share Available to | |||||||
| Common Shareholders - Basic and Diluted (a) (1) | $ | (0.34 | ) | $ | (2.91 | ) | |
| Adjusted Earnings (Loss) per Share Available | |||||||
| to Class A and Class B Shareholders (b) (2) | $ | (0.14 | ) | $ | (0.16 | ) | |
| Weighted-average common shares - basic | 52,599 | 42,185 | |||||
| Weighted-average common shares - diluted | 52,599 | 42,185 | |||||
| Adjusted Weighted-Average Class A | |||||||
| and Class B Shares (3) | 67,946 | 59,710 |
Evolent Health, Inc.
Reconciliation of Adjusted Weighted-Average Class A and Class B
Shares to Diluted Weighted-Average Common Shares
| (in thousands) | For the Three | ||||
| Months Ended | |||||
| March 31, | |||||
| 2017 | 2016 | ||||
| Weighted-average common shares - diluted | 52,599 | 42,185 | |||
| Assumed conversion of Class B common | |||||
| shares to Class A common shares | 15,347 | 17,525 | |||
| Adjusted Weighted-Average Class A and Class B Shares | 67,946 | 59,710 |
Evolent Health, Inc.
Guidance Reconciliation
| (in thousands) | For the Three | For the Twelve | ||||||||
| Months Ended | Months Ended | |||||||||
| June 30, | December 31, | |||||||||
| 2017 | 2017 | |||||||||
| Revenue | $ | 103,500 | $ | 418,000 | ||||||
| Purchase Accounting Adjustments | 500 | 2,000 | ||||||||
| Adjusted Revenue | $ | 104,000 | $ | 420,000 | ||||||
| Net Income (Loss) Attributable to | ||||||||||
| Evolent Health, Inc. | $ | (16,200 | ) | $ | (58,000 | ) | ||||
| Less: | ||||||||||
| Interest income | 200 | 800 | ||||||||
| Interest expense | (1,000 | ) | (4,000 | ) | ||||||
| Depreciation and amortization expenses | (6,600 | ) | (26,400 | ) | ||||||
| EBITDA | (8,800 | ) | (28,400 | ) | ||||||
| Less: | ||||||||||
| Income (loss) from affiliates | (500 | ) | (2,000 | ) | ||||||
| Net (income) loss attributable to | ||||||||||
| non-controlling interests | 2,800 | 9,600 | ||||||||
| Stock-based compensation | (5,100 | ) | (22,000 | ) | ||||||
| Transaction costs | (2,000 | ) | (10,000 | ) | ||||||
| Adjusted EBITDA | $ | (4,000 | ) | $ | (4,000 | ) |
The guidance reconciliation provided above reconciles the midpoint of the respective guidance ranges to the most comparable GAAP measure.
FORWARD-LOOKING STATEMENTS - CAUTIONARY LANGUAGE
Certain statements made in this release and in other written or oral statements made by us or on our behalf are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA"). A forward-looking statement is a statement that is not a historical fact and, without limitation, includes any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words like: "believe," "anticipate," "expect," "estimate," "aim," "predict," "potential," "continue," "plan," "project," "will," "should," "shall," "may," "might" and other words or phrases with similar meaning in connection with a discussion of future operating or financial performance. In particular, these include statements relating to future actions, trends in our businesses, prospective services, future performance or financial results and the outcome of contingencies, such as legal proceedings. We claim the protection afforded by the safe harbor for forward-looking statements provided by the PSLRA.
These statements are only predictions based on our current expectations and projections about future events. Forward-looking statements involve risks and uncertainties that may cause actual results, level of activity, performance or achievements to differ materially from the results contained in the forward-looking statements. Risks and uncertainties that may cause actual results to vary materially, some of which are described within the forward-looking statements, include, among others:
The risks included here are not exhaustive. Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Our 2015 Form 10-K and other documents filed with the SEC include additional factors that could affect our businesses and financial performance. Moreover, we operate in a rapidly changing and competitive environment. New risk factors emerge from time to time, and it is not possible for management to predict all such risk factors.
Further, it is not possible to assess the effect of all risk factors on our businesses or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. In addition, we disclaim any obligation to update any forward-looking statements to reflect events or circumstances that occur after the date of this report.