EX-99.2 9 d74855dex992.htm EX-99.2 EX-99.2

Exhibit 99.2 January 2021 0Exhibit 99.2 January 2021 0


Disclaimer About this Presentation This investor presentation (this “Presentation”) has been prepared for use by Hudson Executive Investment Corp. (“Hudson”) and Groop Internet Platform, Inc. (d/b/a Talkspace) (the “Company”) in connection with their proposed business combination (the “Business Combination”). This presentation is for informational purposes only and may not be reproduced or redistributed, in whole or in part, without the prior written consent of Hudson and Talkspace. The information contained herein does not purport to be all-inclusive and none of Hudson, the Company or their respective affiliates makes any representation or warranty, express or implied, as to the accuracy, completeness or reliability of the information contained in this Presentation. This Presentation does not constitute (i) a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed Business Combination or (ii) an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase any security of Hudson, the Company, or any of their respective affiliates, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. You should not construe the contents of this Presentation as legal, tax, accounting or investment advice or a recommendation. You should consult your own counsel and tax and financial advisors as to legal and related matters concerning the matters described herein, to the extent you deem necessary. Forward Looking Statements Certain statements in this Presentation may be considered forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Hudson’s or the Company’s future financial or operating performance. For example, projections of future EBITDA and other metrics are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”, “predict”, “potential” or “continue”, or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Hudson and its management, and the Company and its management, as the case may be, are inherently uncertain. Nothing in this Presentation should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Neither Hudson nor the Company undertakes any duty to update these forward-looking statements. Non-GAAP Financial Measures This Presentation includes certain financial measures not presented in accordance with generally accepted accounting principles (“GAAP”) including, but not limited to, EBITDA and certain ratios and other metrics derived there from. These non-GAAP financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company’s financial results. Therefore, these measures should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that the Company’s Presentation of these measures may not be comparable to similarly-titled measures used by other companies. The Company believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Company’s financial condition and results of operations. The Company believes that the use of these non- GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends in and in comparing the Company’s financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. These non- GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. Please refer to footnotes where presented on each page of this Presentation or to the tables therein for a reconciliation of these measures to what the Company believes are the most directly comparable measure evaluated in accordance with GAAP. This Presentation also includes certain projections of non-GAAP financial measures. Due to the high variability and difficulty in making accurate forecasts and projections of some of the information excluded from these projected measures, together with some of the excluded information not being ascertainable or accessible, the Company is unable to quantify certain amounts that would be required to be included in the most directly comparable GAAP financial measures without unreasonable effort. Consequently, no disclosure of estimated comparable GAAP measures is included and no reconciliation of the forward-looking non-GAAP financial measures is included. Certain monetary amounts, percentages and other figures included in this Presentation have been subject to rounding adjustments. Certain other amounts that appear in this Presentation may not sum due to rounding. Use of Projections This Presentation contains financial forecasts with respect to the Company’s projected financial results, including Revenue and EBITDA, for the Company's fiscal years 2020 through 2023. The Company's independent auditors have not audited, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this Presentation, and accordingly, they did not express an opinion or provide any other form of assurance with respect thereto for the purpose of this Presentation. These projections should not be relied upon as being necessarily indicative of future results. The assumptions and estimates underlying the prospective financial information are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information. Accordingly, there can be no assurance that the prospective results are indicative of the future performance of the Company or that actual results will not differ materially from those presented in the prospective financial information. Inclusion of the prospective financial information in this Presentation should not be regarded as a representation by any person that the results contained in the prospective financial information will be achieved. Industry and Market Data In this Presentation, Hudson and the Company rely on and refer to certain information and statistics obtained from third-party sources which they believe to be reliable. Neither Hudson nor the Company has independently verified the accuracy or completeness of any such third-party information. Additional Information Hudson intends to file with the SEC a proxy statement / prospectus on Form S-4 relating to the proposed Business Combination, which will be mailed to its stockholders once definitive. This Presentation does not contain all the information that should be considered concerning the proposed Business Combination and is not intended to form the basis of any investment decision or any other decision in respect of the Business Combination. Hudson’s stockholders and other interested persons are advised to read, when available, the preliminary proxy statement / prospectus and the amendments thereto and the proxy statement / prospectus and other documents filed in connection with the proposed Business Combination, as these materials will contain important information about the Company, Hudson and the Business Combination. When available, the proxy statement / prospectus and other relevant materials for the proposed Business Combination will be mailed to stockholders of Hudson as of a record date to be established for voting on the proposed Business Combination. Stockholders will also be able to obtain copies of the preliminary proxy statement / prospectus, the definitive proxy statement / prospectus and other documents filed with the SEC, without charge, once available, at the SEC’s website at www.sec.gov, or by directing a request to: Talkspace, Broadway #607, New York, NY 10025. Participants in the Solicitation Hudson and its directors and executive officers may be deemed participants in the solicitation of proxies from Hudson’s stockholders with respect to the proposed Business Combination. A list of the names of those directors and executive officers and a description of their interests in Hudson is contained in Hudson’s Registration Statement on Form S-1, as effective on June 8, 2020, which was filed with the SEC and is available free of charge at the SEC’s web site at www.sec.gov, or by directing a request to Talkspace, Broadway #607, New York, NY 10025. Additional information regarding the interests of such participants will be contained in the proxy statement / prospectus for the proposed Business Combination when available. The Company and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the stockholders of Hudson in connection with the proposed Business Combination. A list of the names of such directors and executive officers and information regarding their interests in the proposed Business Combination will be included in the proxy statement / prospectus for the proposed Business Combination when available. 1Disclaimer About this Presentation This investor presentation (this “Presentation”) has been prepared for use by Hudson Executive Investment Corp. (“Hudson”) and Groop Internet Platform, Inc. (d/b/a Talkspace) (the “Company”) in connection with their proposed business combination (the “Business Combination”). This presentation is for informational purposes only and may not be reproduced or redistributed, in whole or in part, without the prior written consent of Hudson and Talkspace. The information contained herein does not purport to be all-inclusive and none of Hudson, the Company or their respective affiliates makes any representation or warranty, express or implied, as to the accuracy, completeness or reliability of the information contained in this Presentation. This Presentation does not constitute (i) a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed Business Combination or (ii) an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase any security of Hudson, the Company, or any of their respective affiliates, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. You should not construe the contents of this Presentation as legal, tax, accounting or investment advice or a recommendation. You should consult your own counsel and tax and financial advisors as to legal and related matters concerning the matters described herein, to the extent you deem necessary. Forward Looking Statements Certain statements in this Presentation may be considered forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Hudson’s or the Company’s future financial or operating performance. For example, projections of future EBITDA and other metrics are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”, “predict”, “potential” or “continue”, or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Hudson and its management, and the Company and its management, as the case may be, are inherently uncertain. Nothing in this Presentation should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Neither Hudson nor the Company undertakes any duty to update these forward-looking statements. Non-GAAP Financial Measures This Presentation includes certain financial measures not presented in accordance with generally accepted accounting principles (“GAAP”) including, but not limited to, EBITDA and certain ratios and other metrics derived there from. These non-GAAP financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company’s financial results. Therefore, these measures should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that the Company’s Presentation of these measures may not be comparable to similarly-titled measures used by other companies. The Company believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Company’s financial condition and results of operations. The Company believes that the use of these non- GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends in and in comparing the Company’s financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. These non- GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. Please refer to footnotes where presented on each page of this Presentation or to the tables therein for a reconciliation of these measures to what the Company believes are the most directly comparable measure evaluated in accordance with GAAP. This Presentation also includes certain projections of non-GAAP financial measures. Due to the high variability and difficulty in making accurate forecasts and projections of some of the information excluded from these projected measures, together with some of the excluded information not being ascertainable or accessible, the Company is unable to quantify certain amounts that would be required to be included in the most directly comparable GAAP financial measures without unreasonable effort. Consequently, no disclosure of estimated comparable GAAP measures is included and no reconciliation of the forward-looking non-GAAP financial measures is included. Certain monetary amounts, percentages and other figures included in this Presentation have been subject to rounding adjustments. Certain other amounts that appear in this Presentation may not sum due to rounding. Use of Projections This Presentation contains financial forecasts with respect to the Company’s projected financial results, including Revenue and EBITDA, for the Company's fiscal years 2020 through 2023. The Company's independent auditors have not audited, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this Presentation, and accordingly, they did not express an opinion or provide any other form of assurance with respect thereto for the purpose of this Presentation. These projections should not be relied upon as being necessarily indicative of future results. The assumptions and estimates underlying the prospective financial information are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information. Accordingly, there can be no assurance that the prospective results are indicative of the future performance of the Company or that actual results will not differ materially from those presented in the prospective financial information. Inclusion of the prospective financial information in this Presentation should not be regarded as a representation by any person that the results contained in the prospective financial information will be achieved. Industry and Market Data In this Presentation, Hudson and the Company rely on and refer to certain information and statistics obtained from third-party sources which they believe to be reliable. Neither Hudson nor the Company has independently verified the accuracy or completeness of any such third-party information. Additional Information Hudson intends to file with the SEC a proxy statement / prospectus on Form S-4 relating to the proposed Business Combination, which will be mailed to its stockholders once definitive. This Presentation does not contain all the information that should be considered concerning the proposed Business Combination and is not intended to form the basis of any investment decision or any other decision in respect of the Business Combination. Hudson’s stockholders and other interested persons are advised to read, when available, the preliminary proxy statement / prospectus and the amendments thereto and the proxy statement / prospectus and other documents filed in connection with the proposed Business Combination, as these materials will contain important information about the Company, Hudson and the Business Combination. When available, the proxy statement / prospectus and other relevant materials for the proposed Business Combination will be mailed to stockholders of Hudson as of a record date to be established for voting on the proposed Business Combination. Stockholders will also be able to obtain copies of the preliminary proxy statement / prospectus, the definitive proxy statement / prospectus and other documents filed with the SEC, without charge, once available, at the SEC’s website at www.sec.gov, or by directing a request to: Talkspace, Broadway #607, New York, NY 10025. Participants in the Solicitation Hudson and its directors and executive officers may be deemed participants in the solicitation of proxies from Hudson’s stockholders with respect to the proposed Business Combination. A list of the names of those directors and executive officers and a description of their interests in Hudson is contained in Hudson’s Registration Statement on Form S-1, as effective on June 8, 2020, which was filed with the SEC and is available free of charge at the SEC’s web site at www.sec.gov, or by directing a request to Talkspace, Broadway #607, New York, NY 10025. Additional information regarding the interests of such participants will be contained in the proxy statement / prospectus for the proposed Business Combination when available. The Company and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the stockholders of Hudson in connection with the proposed Business Combination. A list of the names of such directors and executive officers and information regarding their interests in the proposed Business Combination will be included in the proxy statement / prospectus for the proposed Business Combination when available. 1


Today’s attendees Oren Mark Doug Doug Hirschhorn Braunstein Bergeron Frank Chairman and President, Chief Co-founder and Chief Chief Executive President Operating and Executive Officer Officer Financial Officer Former CFO and Vice Technology Investor and Chairman of J.P. Morgan Former CEO of VeriFone 2Today’s attendees Oren Mark Doug Doug Hirschhorn Braunstein Bergeron Frank Chairman and President, Chief Co-founder and Chief Chief Executive President Operating and Executive Officer Officer Financial Officer Former CFO and Vice Technology Investor and Chairman of J.P. Morgan Former CEO of VeriFone 2


Hudson Executive Investment Corp. overview n Managing Partner of Hudson n Founder / Managing Partner of Executive Capital Hudson Executive Capital n 35-year successful FinTech track n Former CFO / Vice Chairman of record including 12 years as J.P. Morgan and Head of CEO of VeriFone, during which Americas Investment Banking time enterprise value grew from n 35-years of M&A leadership, $50 million to over $5 billion including some of largest n Tech investor and mentor to Healthcare transactions management teams Doug Bergeron Doug Braunstein Select CEO network: HEC investments Select Healthcare Executives n HEC is an investment firm that helps n Marc Casper: President, CEO and Director drive portfolio company strategy through active engagement with management n Stephen Hemsley: Former CEO and current Chairman n Dedicated investment team with deep knowledge of public market positioning n Alan Miller: Founder, Chairman and CEO n Leverage CEO network for guidance on investments n Fred Eshelman: Former Chairman and CEO n HEC, along with Doug Braunstein and Doug Bergeron, is a co-sponsor of the n Paul Ormond: Former SPAC Chairman and CEO 3Hudson Executive Investment Corp. overview n Managing Partner of Hudson n Founder / Managing Partner of Executive Capital Hudson Executive Capital n 35-year successful FinTech track n Former CFO / Vice Chairman of record including 12 years as J.P. Morgan and Head of CEO of VeriFone, during which Americas Investment Banking time enterprise value grew from n 35-years of M&A leadership, $50 million to over $5 billion including some of largest n Tech investor and mentor to Healthcare transactions management teams Doug Bergeron Doug Braunstein Select CEO network: HEC investments Select Healthcare Executives n HEC is an investment firm that helps n Marc Casper: President, CEO and Director drive portfolio company strategy through active engagement with management n Stephen Hemsley: Former CEO and current Chairman n Dedicated investment team with deep knowledge of public market positioning n Alan Miller: Founder, Chairman and CEO n Leverage CEO network for guidance on investments n Fred Eshelman: Former Chairman and CEO n HEC, along with Doug Braunstein and Doug Bergeron, is a co-sponsor of the n Paul Ormond: Former SPAC Chairman and CEO 3


Key highlights Tech-enabled solution to tremendous unmet medical need with huge TAM accelerated by COVID Platform designed to optimize outcomes for patients and clinicians 1 2 Ideal modality for behavioral health – more affordable and more timely access 3 Scalable technology stack driven by unmatched behavioral data set 4 5 Purpose-driven management team with proven public telehealth track record 6 Best-in-class B2C capabilities and brand awareness 7 8 Sizable B2B pipeline of incremental recurring revenue Highly attractive valuation, growth profile and unit economics Hudson Executive / Talkspace partnership further accelerates growth n Deep enterprise relationships in healthcare and other industries n Public market and M&A expertise 4Key highlights Tech-enabled solution to tremendous unmet medical need with huge TAM accelerated by COVID Platform designed to optimize outcomes for patients and clinicians 1 2 Ideal modality for behavioral health – more affordable and more timely access 3 Scalable technology stack driven by unmatched behavioral data set 4 5 Purpose-driven management team with proven public telehealth track record 6 Best-in-class B2C capabilities and brand awareness 7 8 Sizable B2B pipeline of incremental recurring revenue Highly attractive valuation, growth profile and unit economics Hudson Executive / Talkspace partnership further accelerates growth n Deep enterprise relationships in healthcare and other industries n Public market and M&A expertise 4


Compelling peer differentiation 1 2021E EV / Revenue 20.7x 22.9x 11.2x 15.2x 18.1x 6.8x 2022E EV / Revenue 30.4x 62.3x 2021E EV / Gross Profit 17.5x 22.2x 44.6x 10.9x 2022E EV / Gross Profit 48.4% 30.2% 65.3% 2019–2023E revenue CAGR Clinician Clinician Specialized Supply / demand supply / demand Clinical model focus behavioral network alignment alignment B2C | B2B behavioral üOOO üü Physician continuity OO ü 5 Source: FactSet and company filings 1 Note: Market data as of 01/07/21; Pro forma for merger with Livongo Capabilities ValuationCompelling peer differentiation 1 2021E EV / Revenue 20.7x 22.9x 11.2x 15.2x 18.1x 6.8x 2022E EV / Revenue 30.4x 62.3x 2021E EV / Gross Profit 17.5x 22.2x 44.6x 10.9x 2022E EV / Gross Profit 48.4% 30.2% 65.3% 2019–2023E revenue CAGR Clinician Clinician Specialized Supply / demand supply / demand Clinical model focus behavioral network alignment alignment B2C | B2B behavioral üOOO üü Physician continuity OO ü 5 Source: FactSet and company filings 1 Note: Market data as of 01/07/21; Pro forma for merger with Livongo Capabilities Valuation


Compelling peer differentiation EV / EV / Revenue Revenue Revenue CAGR ’19A- 2021E 2022E 22E • Telehealth / behavioral health 1 offering Core Peers 19.2x 14.2x 36% • Technology-driven differentiation • Disrupting long-standing therapy 2 solutions Disruptive Healthcare 18.0x 14.6x 27% • Innovation expanding TAM • Transforming business and 3 consumer connectivity High Growth Internet 22.8x 18.1x 42% • Recurring revenue stream 11.2x 6.8x 75% 6 1 2 FactSet as of 01/07/2021; Core Peers includes mean of: Amwell, GoodRx, SOC Telemed, Teladoc; Disruptive Healthcare includes mean of: Accolade, DexCom, Health Catalyst, HealthEquity, Inspire Medical, iRhythm, Novocure, Oak Street, 3 One Medical, Phreesia, Veeva; High Growth Internet includes mean of: Chegg, Etsy, Fiverr, Match, Shopify, Upwork, Zoom; Note: SOC Telemed is based on capital structure at deal announcement and Teladoc is pro forma for merger with LivongoCompelling peer differentiation EV / EV / Revenue Revenue Revenue CAGR ’19A- 2021E 2022E 22E • Telehealth / behavioral health 1 offering Core Peers 19.2x 14.2x 36% • Technology-driven differentiation • Disrupting long-standing therapy 2 solutions Disruptive Healthcare 18.0x 14.6x 27% • Innovation expanding TAM • Transforming business and 3 consumer connectivity High Growth Internet 22.8x 18.1x 42% • Recurring revenue stream 11.2x 6.8x 75% 6 1 2 FactSet as of 01/07/2021; Core Peers includes mean of: Amwell, GoodRx, SOC Telemed, Teladoc; Disruptive Healthcare includes mean of: Accolade, DexCom, Health Catalyst, HealthEquity, Inspire Medical, iRhythm, Novocure, Oak Street, 3 One Medical, Phreesia, Veeva; High Growth Internet includes mean of: Chegg, Etsy, Fiverr, Match, Shopify, Upwork, Zoom; Note: SOC Telemed is based on capital structure at deal announcement and Teladoc is pro forma for merger with Livongo


Business Overview 7Business Overview 7


Behavioral health is a vital service with an enormous TAM 70+ million 17 million $4.6 billion $192 billion 30% Americans suffer from US adults have had at least Spent annually in the U.S. Of annual lost wages and Increase in annual US mental illness, spread one major depressive on unnecessary ER visits for lost productivity in U.S. as a suicide rate since 2001 across all ethnic, socio- episode in the past year mental illness result economic and age ranges True Global TAM ~$588bn 3.5% CAGR ~$480bn ~$335bn Illustrative 60% of fully-treated ~$273bn Talkspace 1 global TAM members are in therapy for the first time $163bn International TAM $133bn $90bn Domestic TAM $73bn 2019 2025 8 1 Source: Mordor Intelligence, NAMI; Illustrative fully-treated global TAM represents total addressable market if the entire prevalent population were to receive care (only approximately 46% of patients with a behavioral illness currently receive care). This TAM number is calculated by taking the global TAM of those who receive treatment, divided by the % of the total treatable population who receive careBehavioral health is a vital service with an enormous TAM 70+ million 17 million $4.6 billion $192 billion 30% Americans suffer from US adults have had at least Spent annually in the U.S. Of annual lost wages and Increase in annual US mental illness, spread one major depressive on unnecessary ER visits for lost productivity in U.S. as a suicide rate since 2001 across all ethnic, socio- episode in the past year mental illness result economic and age ranges True Global TAM ~$588bn 3.5% CAGR ~$480bn ~$335bn Illustrative 60% of fully-treated ~$273bn Talkspace 1 global TAM members are in therapy for the first time $163bn International TAM $133bn $90bn Domestic TAM $73bn 2019 2025 8 1 Source: Mordor Intelligence, NAMI; Illustrative fully-treated global TAM represents total addressable market if the entire prevalent population were to receive care (only approximately 46% of patients with a behavioral illness currently receive care). This TAM number is calculated by taking the global TAM of those who receive treatment, divided by the % of the total treatable population who receive care


Leading virtual behavioral health platform 2021E financial snapshot $125M ~69% ~64% net revenue y/y rev. growth gross margin Company snapshot n Robust technology platform purpose-built to personalize treatment and drive outcomes n Highly rated app promotes behavioral health as a lifestyle >2M >39M ~46,000 choice, not a one-time event Members commercial active n Leading management team 1 served to date covered lives members passionate about mission n Large, optimized clinician network n Unique B2C capabilities and a highly-engaged customer base 68% n Robust and rapidly expanding B2B #1 ~2,650 Of members saw presence branded virtual providers improvement in therapy provider 2 symptoms 9 1 2 Source: Brand Health Tracking Study (February and July 2020); Includes B2C and B2B active members; Hull, T.D., Malgaroli, M., Connolly, P.S. et al. Two-way messaging therapy for depression and anxiety: longitudinal response trajectories. BMC Psychiatry 20, 297 (2020)Leading virtual behavioral health platform 2021E financial snapshot $125M ~69% ~64% net revenue y/y rev. growth gross margin Company snapshot n Robust technology platform purpose-built to personalize treatment and drive outcomes n Highly rated app promotes behavioral health as a lifestyle >2M >39M ~46,000 choice, not a one-time event Members commercial active n Leading management team 1 served to date covered lives members passionate about mission n Large, optimized clinician network n Unique B2C capabilities and a highly-engaged customer base 68% n Robust and rapidly expanding B2B #1 ~2,650 Of members saw presence branded virtual providers improvement in therapy provider 2 symptoms 9 1 2 Source: Brand Health Tracking Study (February and July 2020); Includes B2C and B2B active members; Hull, T.D., Malgaroli, M., Connolly, P.S. et al. Two-way messaging therapy for depression and anxiety: longitudinal response trajectories. BMC Psychiatry 20, 297 (2020)


A deep, highly experienced leadership team with both technology and healthcare expertise Oren Frank Roni Frank Mark Hirschhorn Gil Margolin Sam Braunstein Chief Marketing Officer CEO, Co-Founder Co-Founder, Clinical President, COO and CFO CTO Services Dr. Neil Leibowitz Deb Adler Nisim Cohen Michaela Yule Chief Medical Officer SVP Network & Quality VP Finance and Ops Chief of Staff “Our mission is to provide more people with convenient access to affordable behavioral healthcare so that those in need live a happier and healthier life” 10A deep, highly experienced leadership team with both technology and healthcare expertise Oren Frank Roni Frank Mark Hirschhorn Gil Margolin Sam Braunstein Chief Marketing Officer CEO, Co-Founder Co-Founder, Clinical President, COO and CFO CTO Services Dr. Neil Leibowitz Deb Adler Nisim Cohen Michaela Yule Chief Medical Officer SVP Network & Quality VP Finance and Ops Chief of Staff “Our mission is to provide more people with convenient access to affordable behavioral healthcare so that those in need live a happier and healthier life” 10


Virtual therapy ideal for the unmet need in behavioral care E Elem lemen ent ts s o of f car care e IIn pe n per rs son l on liimi mita tati tions ons Treatment stigma coupled Multiple ways to access Convenience û with physical hurdlesü care On-demand access aligns Inefficient Timeliness û ü issue and solution High cost Cost Affordable pricing model û ü Lead time between Matching algorithm and Clinical matching û appointment / visit access to clinical network ü 44% return for second 1 Care continuity 80% return for second visit 1 û visitü Hard to measure, AI / machine learning- Outcomes û variable outcomesü driven platform COVID has accelerated and made permanent these changes 11 1 Per Talkspace-conducted employer study Quality AccessVirtual therapy ideal for the unmet need in behavioral care E Elem lemen ent ts s o of f car care e IIn pe n per rs son l on liimi mita tati tions ons Treatment stigma coupled Multiple ways to access Convenience û with physical hurdlesü care On-demand access aligns Inefficient Timeliness û ü issue and solution High cost Cost Affordable pricing model û ü Lead time between Matching algorithm and Clinical matching û appointment / visit access to clinical network ü 44% return for second 1 Care continuity 80% return for second visit 1 û visitü Hard to measure, AI / machine learning- Outcomes û variable outcomesü driven platform COVID has accelerated and made permanent these changes 11 1 Per Talkspace-conducted employer study Quality Access


B2C and B2B model overview Therapy Psychiatry Robust growth B2C Active Members $65/week $79/week $99/week ~28,000 Messaging LiveTalk Messaging Plus Premium Ultimate Fee per ~20,000 +1 Live Video +4 Live Videos session model Text, video and Text, video and Text, video and audio messaging audio messaging audio messaging n Initial consultation: 2019A Current $199 1n Follow-up: $125 Sustained high growth in direct to Average member treatment length: 5.4 months consumer member base 1 Monthly average per member: $263 Employee Total B2B covered lives (mm) Behavioral Direct to Assistance Health Employer >39 Program Fee per session model ~ 2 n Initial consultation: 2 ~$180 Q1'19 Current EAP price per session: $65 2 n Follow-up: ~$120 Impressive client growth success despite only recently launching BH price per session: $70 12 1 2 Numbers calculated based on most recently aggregated cohort data from January 2017 to August 2020; B2B Psychiatry pricing shown as an illustrative average, true amount varies by provider type and payer B2C Overview B2B OverviewB2C and B2B model overview Therapy Psychiatry Robust growth B2C Active Members $65/week $79/week $99/week ~28,000 Messaging LiveTalk Messaging Plus Premium Ultimate Fee per ~20,000 +1 Live Video +4 Live Videos session model Text, video and Text, video and Text, video and audio messaging audio messaging audio messaging n Initial consultation: 2019A Current $199 1n Follow-up: $125 Sustained high growth in direct to Average member treatment length: 5.4 months consumer member base 1 Monthly average per member: $263 Employee Total B2B covered lives (mm) Behavioral Direct to Assistance Health Employer >39 Program Fee per session model ~ 2 n Initial consultation: 2 ~$180 Q1'19 Current EAP price per session: $65 2 n Follow-up: ~$120 Impressive client growth success despite only recently launching BH price per session: $70 12 1 2 Numbers calculated based on most recently aggregated cohort data from January 2017 to August 2020; B2B Psychiatry pricing shown as an illustrative average, true amount varies by provider type and payer B2C Overview B2B Overview


Unique platform to match providers and patients Robust growth Unmatched presence and quality Active providers Access 102% growth ~2,650 ~2,650 providers across all 50 U.S. states ~1,300 Experience Jun'19 Nov'20 100% 8 years of providers with a average years of Unparalleled value proposition Masters degree or experience per higher provider Flexibility and convenience Professional development Diversity 85% female, 15% male 21 clinical specialties 33% people of color 37% under age 35 Efficiency Income 13Unique platform to match providers and patients Robust growth Unmatched presence and quality Active providers Access 102% growth ~2,650 ~2,650 providers across all 50 U.S. states ~1,300 Experience Jun'19 Nov'20 100% 8 years of providers with a average years of Unparalleled value proposition Masters degree or experience per higher provider Flexibility and convenience Professional development Diversity 85% female, 15% male 21 clinical specialties 33% people of color 37% under age 35 Efficiency Income 13


Robust technology platform drives differentiated care model The journey Technology engaged Impact 1 Highly specialized, reliable expertise Robust, data-supported Screening / intake Initial behavioral health assessment to evaluate member provider network well-being and note specific needs and preferences Personalized matches to suit specific Proprietary matching 2 needs and preferences algorithm and quality Match Member and provider matched based on specific control preferences, driving positive outcomes and retention Machine learning-driven Improved clinical outcomes 3 Treatment tools and programmatic / Fully structured treatment incorporating a variety of evidence-based provider tools predictive therapy Outcomes visualization tools become Outcome trends and iterative in treatment journey 4 Outcomes engagement patterns 68% of members improved or remitted in reported anxiety / depression symptoms Data results to catalyze and reinforce Clinical progress tracker positive next steps 5 Discharge and data-driven discharge Member provided with data results from sessions and results reminded of support available with no interruption to prior cadence / provider 6 Providing better therapy at scale – Maintenance Personal digital care tools truly managed care 14 Source: Hull, T.D., Malgaroli, M., Connolly, P.S. et al. Two-way messaging therapy for depression and anxiety: longitudinal response trajectories. BMC Psychiatry 20, 297 (2020)Robust technology platform drives differentiated care model The journey Technology engaged Impact 1 Highly specialized, reliable expertise Robust, data-supported Screening / intake Initial behavioral health assessment to evaluate member provider network well-being and note specific needs and preferences Personalized matches to suit specific Proprietary matching 2 needs and preferences algorithm and quality Match Member and provider matched based on specific control preferences, driving positive outcomes and retention Machine learning-driven Improved clinical outcomes 3 Treatment tools and programmatic / Fully structured treatment incorporating a variety of evidence-based provider tools predictive therapy Outcomes visualization tools become Outcome trends and iterative in treatment journey 4 Outcomes engagement patterns 68% of members improved or remitted in reported anxiety / depression symptoms Data results to catalyze and reinforce Clinical progress tracker positive next steps 5 Discharge and data-driven discharge Member provided with data results from sessions and results reminded of support available with no interruption to prior cadence / provider 6 Providing better therapy at scale – Maintenance Personal digital care tools truly managed care 14 Source: Hull, T.D., Malgaroli, M., Connolly, P.S. et al. Two-way messaging therapy for depression and anxiety: longitudinal response trajectories. BMC Psychiatry 20, 297 (2020)


Talkspace offers a best-in-class member experience Guaranteed Multi-platform Digital navigation Find provider response time capability and triage n Personalized matches to n Secure, reliable n Live video sessions n Goal-setting, guidance, suit specific needs and messaging with a with providers across and personalized preferences licensed provider mobile and desktop treatment plans 15Talkspace offers a best-in-class member experience Guaranteed Multi-platform Digital navigation Find provider response time capability and triage n Personalized matches to n Secure, reliable n Live video sessions n Goal-setting, guidance, suit specific needs and messaging with a with providers across and personalized preferences licensed provider mobile and desktop treatment plans 15


Science-based approach leads to superior clinical outcome Clinical case study A focus on clinical excellence Talkspace treatment efficacy 10 PHQ-9 GAD-7 12 10 Peer-reviewed studies 8 6 4 2 0 Pre Post 68% of patients improved or remitted Methods n Published study of 10,718 participants n Study length of 1.5-3 months n Average patient age 35 n Based on PHQ-9, GAD-7 results n Clinical standard for measuring depression and anxiety symptoms, respectively 16 Source: Hull, T.D., Malgaroli, M., Connolly, P.S. et al. Two-way messaging therapy for depression and anxiety: longitudinal response trajectories. BMC Psychiatry 20, 297 (2020)Science-based approach leads to superior clinical outcome Clinical case study A focus on clinical excellence Talkspace treatment efficacy 10 PHQ-9 GAD-7 12 10 Peer-reviewed studies 8 6 4 2 0 Pre Post 68% of patients improved or remitted Methods n Published study of 10,718 participants n Study length of 1.5-3 months n Average patient age 35 n Based on PHQ-9, GAD-7 results n Clinical standard for measuring depression and anxiety symptoms, respectively 16 Source: Hull, T.D., Malgaroli, M., Connolly, P.S. et al. Two-way messaging therapy for depression and anxiety: longitudinal response trajectories. BMC Psychiatry 20, 297 (2020)


The strongest brand in digital behavioral health 1 Instantly recognizable, highly influential spokespeople Highest brand awareness relative to competitors Top US behavioral telehealth brands Multi-faceted marketing approach is core to success in consumer market Optimized Go-To-Market Spokespeople + Narrative + Tracked PR + Advertising / Print Media + Grassroots Employer Partnership Consumer Engagement Earned Media Campaign Program 17 Source: July 2020 Brand survey - 1,200 U.S. consumers, 18-49 y.o 1 Measurement of aided awareness.The strongest brand in digital behavioral health 1 Instantly recognizable, highly influential spokespeople Highest brand awareness relative to competitors Top US behavioral telehealth brands Multi-faceted marketing approach is core to success in consumer market Optimized Go-To-Market Spokespeople + Narrative + Tracked PR + Advertising / Print Media + Grassroots Employer Partnership Consumer Engagement Earned Media Campaign Program 17 Source: July 2020 Brand survey - 1,200 U.S. consumers, 18-49 y.o 1 Measurement of aided awareness.


Growth 18Growth 18


Multiple levers for continued rapid growth M&A International expansion Expand partnerships Continue expanding user base and increase engagement 19Multiple levers for continued rapid growth M&A International expansion Expand partnerships Continue expanding user base and increase engagement 19


Expand highly-engaged core user base Continue driving Highest brand 1 awareness brand awareness relative to competitors and member engagement Brand awareness of Talkspace n Expand Talkspace’s brand to promote therapy as 80% 98% a lifestyle choice and not as a one time event Maintain current n Continue to enhance offering to minimize net and capture of members viewed of members viewed turn of members Talkspace as more Talkspace as more repeat members effective than traditional, convenient than n Actively engage captive and prior members F2F therapy traditional therapy n Utilize brand awareness for further penetration 36% 42% Expand member n Transition existing user base in need of psychiatry services of Americans are open of Americans have base to seeing a therapist seen a therapist at n Expand provider network and capabilities some point in their lives 20 Source: July 2020 Brand survey - 1,200 U.S. consumers, 18-49 y.o.; Hull, T.D., Mahan K. A Study of Asynchronous Mobile-Enabled SMS Text Psychotherapy. Journal of Telemedicine and e- Health, Vol. 23, No. 3; “Americans Feel Good About Counseling” 1 Measurement of aided awarenessExpand highly-engaged core user base Continue driving Highest brand 1 awareness brand awareness relative to competitors and member engagement Brand awareness of Talkspace n Expand Talkspace’s brand to promote therapy as 80% 98% a lifestyle choice and not as a one time event Maintain current n Continue to enhance offering to minimize net and capture of members viewed of members viewed turn of members Talkspace as more Talkspace as more repeat members effective than traditional, convenient than n Actively engage captive and prior members F2F therapy traditional therapy n Utilize brand awareness for further penetration 36% 42% Expand member n Transition existing user base in need of psychiatry services of Americans are open of Americans have base to seeing a therapist seen a therapist at n Expand provider network and capabilities some point in their lives 20 Source: July 2020 Brand survey - 1,200 U.S. consumers, 18-49 y.o.; Hull, T.D., Mahan K. A Study of Asynchronous Mobile-Enabled SMS Text Psychotherapy. Journal of Telemedicine and e- Health, Vol. 23, No. 3; “Americans Feel Good About Counseling” 1 Measurement of aided awareness


Diverse pathways to continued B2B growth Address embedded Expand capabilities members in existing B2B Add new B2B clients clients B2B lives covered growth (mm) Extend member retention through 1 self-service care products >39 2 Further establish and grow psychiatry ~2 Q1'19 YTD 2020 3 Expand into sleep & wellness n Partner with additional regional and national health plans B2B lives covered growth n Accelerate outbound marketing (2019) Integrate platform with other 4 efforts in order to further penetrate 1 At launch Current B2B segment providers Client A 3,000 126,051 n Leverage broker and consultant relationships to reach additional Client B 34,370 ~2.4mm clients 5 Offer service at a global scale Client C ~1.7mm ~4.8mm n Continue penetrating college / university market 21 1 As of 12/1/2020Diverse pathways to continued B2B growth Address embedded Expand capabilities members in existing B2B Add new B2B clients clients B2B lives covered growth (mm) Extend member retention through 1 self-service care products >39 2 Further establish and grow psychiatry ~2 Q1'19 YTD 2020 3 Expand into sleep & wellness n Partner with additional regional and national health plans B2B lives covered growth n Accelerate outbound marketing (2019) Integrate platform with other 4 efforts in order to further penetrate 1 At launch Current B2B segment providers Client A 3,000 126,051 n Leverage broker and consultant relationships to reach additional Client B 34,370 ~2.4mm clients 5 Offer service at a global scale Client C ~1.7mm ~4.8mm n Continue penetrating college / university market 21 1 As of 12/1/2020


Clear global expansion opportunity >$205bn global behavioral health TAM Illustrative TAM Rationale n Highly exportable platform capabilities n Near-term focus on English speaking countries n Clear perspective on regulatory and clinical requirements Aggregate addressable pop. 30mm+ 22 Source: Mordor Intelligence, NAMI, OurWorldinData Near term targetsClear global expansion opportunity >$205bn global behavioral health TAM Illustrative TAM Rationale n Highly exportable platform capabilities n Near-term focus on English speaking countries n Clear perspective on regulatory and clinical requirements Aggregate addressable pop. 30mm+ 22 Source: Mordor Intelligence, NAMI, OurWorldinData Near term targets


Optimally positioned for M&A opportunities across behavioral health landscape Wellness and Chronic managed care coaching platforms Virtual therapy and Face to face therapy and psychiatry adjacencies psychiatry platforms 23Optimally positioned for M&A opportunities across behavioral health landscape Wellness and Chronic managed care coaching platforms Virtual therapy and Face to face therapy and psychiatry adjacencies psychiatry platforms 23


Financial Overview 24Financial Overview 24


Exceptional financial profile… Net revenue ($mm) | Growth (%) Gross profit ($mm) | Gross margin (%) 60% 78% $74 CAGR CAGR $47 $38 $29 $20 $14 $18 $8 2017 2018 2019 2020E 2017 2018 2019 2020E 61% 33% 94% 47% 49% 51% 63% 25Exceptional financial profile… Net revenue ($mm) | Growth (%) Gross profit ($mm) | Gross margin (%) 60% 78% $74 CAGR CAGR $47 $38 $29 $20 $14 $18 $8 2017 2018 2019 2020E 2017 2018 2019 2020E 61% 33% 94% 47% 49% 51% 63% 25


…With strong growth trajectory $285 57% Net revenue ($mm) CAGR $205 $125 $74 2020E 2021E 2022E 2023E Gross profit ($mm) | Gross margin (%) 55% CAGR $176 $129 $80 $47 63% 64% 63% 62% 2020E 2021E 2022E 2023E 1 EBITDA ($mm) | EBITDA margin (%) $42 $14 7% 15% ($12) ($15) 2020E 2021E 2023E 2022E 26 1 We have not provided a reconciliation of EBITDA to GAAP net income (losses) on a forward-looking basis due to the potential variability, limited visibility and unpredictability…With strong growth trajectory $285 57% Net revenue ($mm) CAGR $205 $125 $74 2020E 2021E 2022E 2023E Gross profit ($mm) | Gross margin (%) 55% CAGR $176 $129 $80 $47 63% 64% 63% 62% 2020E 2021E 2022E 2023E 1 EBITDA ($mm) | EBITDA margin (%) $42 $14 7% 15% ($12) ($15) 2020E 2021E 2023E 2022E 26 1 We have not provided a reconciliation of EBITDA to GAAP net income (losses) on a forward-looking basis due to the potential variability, limited visibility and unpredictability


Profit and loss snapshot HI S T O RI CA L F O RE CA S T ($ in millions, except 2017A 2018A 2019A 2020E 2021E 2022E 2023E subscribers data) Total B2C 15,021 17,002 19,851 31,214 46,259 71,001 85,829 subscribers Total B2B lives 0 1,039 6,725 39,285 65,341 129,093 174,218 covered (‘000s) Net revenue $18 $29 $38 $74 $125 $205 $285 61% 33% 94% 69% 64% 39% % growth Gross profit 8 14 20 47 80 129 176 % margin 47% 49% 51% 63% 64% 63% 62% Operating (23) (34) (49) (62) (93) (114) (134) expenses 1, 2 EBITDA (14) (20) (29) (15) (12) 14 42 27 1 2 No adjustments required to reconcile historical GAAP net income (losses) to EBITDA; We have not provided a reconciliation of EBITDA to GAAP net income (losses) on a forward-looking basis due to the potential variability, limited visibility and unpredictabilityProfit and loss snapshot HI S T O RI CA L F O RE CA S T ($ in millions, except 2017A 2018A 2019A 2020E 2021E 2022E 2023E subscribers data) Total B2C 15,021 17,002 19,851 31,214 46,259 71,001 85,829 subscribers Total B2B lives 0 1,039 6,725 39,285 65,341 129,093 174,218 covered (‘000s) Net revenue $18 $29 $38 $74 $125 $205 $285 61% 33% 94% 69% 64% 39% % growth Gross profit 8 14 20 47 80 129 176 % margin 47% 49% 51% 63% 64% 63% 62% Operating (23) (34) (49) (62) (93) (114) (134) expenses 1, 2 EBITDA (14) (20) (29) (15) (12) 14 42 27 1 2 No adjustments required to reconcile historical GAAP net income (losses) to EBITDA; We have not provided a reconciliation of EBITDA to GAAP net income (losses) on a forward-looking basis due to the potential variability, limited visibility and unpredictability


Transaction Overview 28Transaction Overview 28


Transaction overview Talkspace is preparing to go public through a SPAC Merger with Hudson Executive Investment Corp., which has raised a $300 million PIPE to further support long-term growth n HEIC’s IPO raised $414 million in June 2020, with its common stock trading on the NASDAQ under 1 symbol “HEC” n The transaction is expected to be funded through a combination of: n HEIC’s $414 million of cash in trust n $300 million of committed PIPE financing n $25 million from Hudson Executive Capital funded at closing with an additional $25mm available to backstop SPAC redemptions n $250 million of growth capital funded to balance sheet n Talkspace will trade on the NASDAQ under the ticker “TALK” at closing, expected late Q1 / early Q2 29 1 Hudson Executive Investment Corp. trades on the NASDAQ under the following symbols: “HEC” (common stock), “HECCU” (units) and “HECCW” (warrants)Transaction overview Talkspace is preparing to go public through a SPAC Merger with Hudson Executive Investment Corp., which has raised a $300 million PIPE to further support long-term growth n HEIC’s IPO raised $414 million in June 2020, with its common stock trading on the NASDAQ under 1 symbol “HEC” n The transaction is expected to be funded through a combination of: n HEIC’s $414 million of cash in trust n $300 million of committed PIPE financing n $25 million from Hudson Executive Capital funded at closing with an additional $25mm available to backstop SPAC redemptions n $250 million of growth capital funded to balance sheet n Talkspace will trade on the NASDAQ under the ticker “TALK” at closing, expected late Q1 / early Q2 29 1 Hudson Executive Investment Corp. trades on the NASDAQ under the following symbols: “HEC” (common stock), “HECCU” (units) and “HECCW” (warrants)


Pro forma capitalization and ownership 1 Estimated Transaction Sources & Uses Post-Money Valuation at Close ($mm) ($mm) Sources PF Transaction SPAC Cash in Trust $414 Illustrative Talkspace Share Price $10 2 PF Shares Outstanding Hudson Executive Capital Forward Purchase $25 165.0 PIPE $300 Total Equity Value $1,650 (+) Debt at close $0 (-) Cash at close ($250) Total cash sources $739 PF Enterprise Value $1,400 PF EV / 2021E Net Revenue 11.2x PF EV / 2022E Net Revenue 6.8x Uses Cash to balance sheet $250 2 Illustrative Post-Transaction Ownership Secondary proceeds $444 1 Estimated transaction expenses $45 2% Total cash uses $739 4% Existing Talkspace shareholders HEIC shareholders 18% 51% PIPE HEIC sponsor 25% FPA 30 1 2 Transaction expenses are an estimate; Total pro forma shares outstanding includes 83.9 million rollover equity shares, 41.4 million for HEIC public investors, 30.0 million from PIPE, 7.2 million SPAC sponsor shares, and 2.5 million from HEIC forward purchase agreement. Assumes no redemptions, no management awards and does not include impact of dilution from 20.7 million public warrants,10.3 million private warrants, and 1.3 million FPA warrants. 1.6 million SPAC sponsor share vest when the stock reaches $12 and 1.6 million share at $15Pro forma capitalization and ownership 1 Estimated Transaction Sources & Uses Post-Money Valuation at Close ($mm) ($mm) Sources PF Transaction SPAC Cash in Trust $414 Illustrative Talkspace Share Price $10 2 PF Shares Outstanding Hudson Executive Capital Forward Purchase $25 165.0 PIPE $300 Total Equity Value $1,650 (+) Debt at close $0 (-) Cash at close ($250) Total cash sources $739 PF Enterprise Value $1,400 PF EV / 2021E Net Revenue 11.2x PF EV / 2022E Net Revenue 6.8x Uses Cash to balance sheet $250 2 Illustrative Post-Transaction Ownership Secondary proceeds $444 1 Estimated transaction expenses $45 2% Total cash uses $739 4% Existing Talkspace shareholders HEIC shareholders 18% 51% PIPE HEIC sponsor 25% FPA 30 1 2 Transaction expenses are an estimate; Total pro forma shares outstanding includes 83.9 million rollover equity shares, 41.4 million for HEIC public investors, 30.0 million from PIPE, 7.2 million SPAC sponsor shares, and 2.5 million from HEIC forward purchase agreement. Assumes no redemptions, no management awards and does not include impact of dilution from 20.7 million public warrants,10.3 million private warrants, and 1.3 million FPA warrants. 1.6 million SPAC sponsor share vest when the stock reaches $12 and 1.6 million share at $15


Valuation benchmarking to peers ‘19A – ‘22E 31% 75% 39% 54% 20% 27% 42% Revenue CAGR 2021 Core Peers Mean: 19.2x 2022 Core Peers Mean: 14.2x 24.1x 22.9x 22.8x 20.7x 18.1x 18.0x 18.1x 17.3x 15.2x 14.6x 11.2x 9.0x 6.8x 6.4x Disruptive High Growth 1 2 Healthcare Internet Talkspace premium / (54%) / (61%) (51%) / (62%) (46%) / (55%) 25% / 8% (38%) / (53%) (51%) / (62%) (discount) to peers 2021 Core Peers Mean: 33.7x 2022 Core Peers Mean: 24.1x Disruptive High Growth 1 2 Healthcare Internet TT alal ksp kspac aceeppr re emi miu um / m / (72%) / (76%) (43%) / (51%) (32%) / (41%) 7% / (2%) (53%) / (60%) (48%) / (59%) (d (di iss cc oount unt)) t to o p peer eers s 2021 2022 31 1 2 Source: FactSet as of 01/07/2021; Disruptive Healthcare includes mean of: Accolade, DexCom, Health Catalyst, HealthEquity, Inspire Medical, iRhythm, Novocure, Oak Street, One Medical, Phreesia, Veeva; High Growth Internet includes mean of: Chegg, Etsy, Fiverr, Match, Shopify, Upwork, Zoom; Note: SOC Telemed is based on capital structure at deal announcement and Teladoc is pro forma for merger with Livongo EV / Gross Profit EV / RevenueValuation benchmarking to peers ‘19A – ‘22E 31% 75% 39% 54% 20% 27% 42% Revenue CAGR 2021 Core Peers Mean: 19.2x 2022 Core Peers Mean: 14.2x 24.1x 22.9x 22.8x 20.7x 18.1x 18.0x 18.1x 17.3x 15.2x 14.6x 11.2x 9.0x 6.8x 6.4x Disruptive High Growth 1 2 Healthcare Internet Talkspace premium / (54%) / (61%) (51%) / (62%) (46%) / (55%) 25% / 8% (38%) / (53%) (51%) / (62%) (discount) to peers 2021 Core Peers Mean: 33.7x 2022 Core Peers Mean: 24.1x Disruptive High Growth 1 2 Healthcare Internet TT alal ksp kspac aceeppr re emi miu um / m / (72%) / (76%) (43%) / (51%) (32%) / (41%) 7% / (2%) (53%) / (60%) (48%) / (59%) (d (di iss cc oount unt)) t to o p peer eers s 2021 2022 31 1 2 Source: FactSet as of 01/07/2021; Disruptive Healthcare includes mean of: Accolade, DexCom, Health Catalyst, HealthEquity, Inspire Medical, iRhythm, Novocure, Oak Street, One Medical, Phreesia, Veeva; High Growth Internet includes mean of: Chegg, Etsy, Fiverr, Match, Shopify, Upwork, Zoom; Note: SOC Telemed is based on capital structure at deal announcement and Teladoc is pro forma for merger with Livongo EV / Gross Profit EV / Revenue


Leading virtual behavioral health platform 2021E financial snapshot $125M ~69% ~64% net revenue y/y rev. growth gross margin Company snapshot n Robust technology platform purpose-built to personalize treatment and drive outcomes n Highly rated app promotes behavioral health as a lifestyle >2M >39M ~46,000 choice, not a one-time event Members commercial active n Leading management team served to date covered lives members passionate about mission n Large, optimized clinician network n Unique B2C capabilities and a highly-engaged customer base 68% n Robust and rapidly expanding B2B #1 ~2,650 Of members saw presence branded virtual providers improvement in therapy provider 1 symptoms 32 1 Source: Brand Health Tracking Study (February and July 2020) Hull, T.D., Malgaroli, M., Connolly, P.S. et al. Two-way messaging therapy for depression and anxiety: longitudinal response trajectories. BMC Psychiatry 20, 297 (2020)Leading virtual behavioral health platform 2021E financial snapshot $125M ~69% ~64% net revenue y/y rev. growth gross margin Company snapshot n Robust technology platform purpose-built to personalize treatment and drive outcomes n Highly rated app promotes behavioral health as a lifestyle >2M >39M ~46,000 choice, not a one-time event Members commercial active n Leading management team served to date covered lives members passionate about mission n Large, optimized clinician network n Unique B2C capabilities and a highly-engaged customer base 68% n Robust and rapidly expanding B2B #1 ~2,650 Of members saw presence branded virtual providers improvement in therapy provider 1 symptoms 32 1 Source: Brand Health Tracking Study (February and July 2020) Hull, T.D., Malgaroli, M., Connolly, P.S. et al. Two-way messaging therapy for depression and anxiety: longitudinal response trajectories. BMC Psychiatry 20, 297 (2020)


Key highlights Tremendous unmet medical need with huge TAM accelerated by COVID 1 Platform designed to optimize outcomes for patients and clinicians 2 Ideal modality for behavioral health – more affordable and more timely access 3 Scalable technology stack driven by unmatched behavioral data set 4 Purpose-driven management team with proven public telehealth track record 5 Highly attractive valuation, growth profile and unit economics 6 Hudson Executive is l Ho u g d ical son p E arxecu tner tto ive sup / T po al rksp t alread acey pa im rp tne ressi rshi ve p gfrurt owhe th t r ra aj c ect ceo le ry raan ted s t grow ransit ti h on to public markets n Executive and entern priD se eep relat ent ions erhi pr ps is i e r n heal elatitons hcar hi e / ps ot iher n heal indus thc trar ies e and to acc ot el her erat ie B ndus 2Bt radopt ies ion n Track record of success advising and leading public boards n Public market and M&A expertise 33Key highlights Tremendous unmet medical need with huge TAM accelerated by COVID 1 Platform designed to optimize outcomes for patients and clinicians 2 Ideal modality for behavioral health – more affordable and more timely access 3 Scalable technology stack driven by unmatched behavioral data set 4 Purpose-driven management team with proven public telehealth track record 5 Highly attractive valuation, growth profile and unit economics 6 Hudson Executive is l Ho u g d ical son p E arxecu tner tto ive sup / T po al rksp t alread acey pa im rp tne ressi rshi ve p gfrurt owhe th t r ra aj c ect ceo le ry raan ted s t grow ransit ti h on to public markets n Executive and entern priD se eep relat ent ions erhi pr ps is i e r n heal elatitons hcar hi e / ps ot iher n heal indus thc trar ies e and to acc ot el her erat ie B ndus 2Bt radopt ies ion n Track record of success advising and leading public boards n Public market and M&A expertise 33


Thank you 34Thank you 34