8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): August 25, 2014

Premier, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-36092	35-2477140
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

13034 Ballantyne Corporate Place

Charlotte, NC 28277

(Address of Principal Executive Offices) (Zip Code)

(704) 357-0022

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

On August 25, 2014, Premier, Inc. (the “Company”) issued a press release reporting the financial results of the Company for the three months and fiscal year ended June 30, 2014. A copy of the press release is attached to this report as Exhibit 99.1 and is incorporated herein by this reference.

As discussed in the press release, the Company held a conference call and webcast on August 25, 2014. Supplemental slides referenced during the conference call and webcast were available on the Company’s website for viewing by call participants. A transcript of the call together with supplemental slides referenced during the conference call are attached as Exhibit 99.2 and Exhibit 99.3, respectively, to this Current Report on Form 8-K.

Item 7.01. Regulation FD Disclosure.

As noted above, the Company held a conference call and webcast on August 25, 2014, to discuss the Company’s operating results for the three months and fiscal year ended June 30, 2014. A copy of the press release, which contains additional information regarding how to access the conference call and webcast and how to listen to a recorded playback of the call, is attached as Exhibit 99.1 to this Current Report on From 8-K. A transcript of the call together with supplemental slides referenced during the conference call are attached as Exhibit 99.2 and Exhibit 99.3, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

Also, on August 25, 2014, the Company announced that its subsidiary, Premier Healthcare Solutions, Inc., had entered into a definitive agreement and plan of merger to acquire Aperek, Inc. Aperek is a provider of web-based analytics and savings solutions for the healthcare supply chain. A copy of the press release regarding the acquisition is furnished as part of Exhibit 99.1 to this report and is incorporated by reference into this Item 7.01.

* * *

The information discussed under Item 2.02 and Item 7.01 above, including Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing by the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 8.01. Other Events.

On August 25, 2014, the Company announced that its subsidiary, Premier Healthcare Solutions, Inc., had entered into a definitive agreement and plan of merger to acquire Aperek, Inc. for $48.5 million in cash, subject to potential purchase price adjustment for working capital at the time of closing. Aperek is a provider of web-based analytics and savings solutions for the healthcare supply chain. The acquisition is anticipated to close during the Company’s 2015 first fiscal quarter ended September 30, 2014, subject to the satisfaction of certain customary closing conditions.

The information discussed under this Item 8.01 shall be the only portion of this Current Report on Form 8-K that shall be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and incorporated by reference in any filing by the Company under the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1	Press release of Premier, Inc., dated August 25, 2014.
99.2	Transcript of conference call of Premier, Inc., dated August 25, 2014.
99.3	Supplemental slides provided in connection with the fourth quarter 2014 earnings call of Premier, Inc.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Premier, Inc.
By:	/s/ Susan D. DeVore
Name:	Susan D. DeVore
Title:	Chief Executive Officer and President

Date: August 28, 2014

EX-99.1

Exhibit 99.1

PRESS RELEASE

Investor relations contact:	Media contact:
Jim Storey	Amanda Forster
Vice President, Investor Relations	Vice President, Public Relations
704.816.5958	202-879-8004
jim_storey@premierinc.com	amanda_forster@premierinc.com

PREMIER, INC. REPORTS FISCAL 2014 FOURTH-QUARTER AND FULL-YEAR RESULTS

CHARLOTTE, NC, August 25, 2014 – Premier, Inc. (NASDAQ: PINC) today reported financial results for the fiscal 2014 fourth quarter and full year ended June 30, 2014.

Fiscal-Year Highlights:

Pro forma results reflect the impact of the company’s reorganization and initial public offering (IPO)*.

• On a pro forma basis, net revenue of $869.3 million increased 14% from the prior year - Supply Chain Services segment revenue rose 14% and Performance Services segment revenue increased 13%. GAAP net revenue* of $910.5 million increased 5% from GAAP net revenue for the prior year.

• On a pro forma basis, adjusted EBITDA of $351.0 million increased 12% from the prior year - Supply Chain Services segment pro forma adjusted EBITDA increased 9% and Performance Services segment pro forma adjusted EBITDA rose 31%.

• On a pro forma basis, adjusted fully distributed net income increased 9% to $188.6 million, or $1.30 per diluted share from a year ago. GAAP net income* attributable to shareholders was $28.3 million.

• For the fiscal year ended June 30, 2014, the company generated cash flow from operations of $368.1 million. At June 30, 2014, the company’s cash, cash equivalents and short- and long-term marketable securities totaled $540.4 million, compared with $255.6 million at June 30, 2013.

Fourth-Quarter Highlights:

Pro forma results reflect the impact of the company’s reorganization and IPO*.

• Net revenue of $235.5 million increased 17% from pro forma net revenue for the same period a year ago - Supply Chain Services segment revenue rose 18% and Performance Services segment revenue increased 15%. GAAP net revenue* for the same period a year ago was $240.6 million.

• Adjusted EBITDA of $93.2 million increased 19% from pro forma adjusted EBITDA for the same period a year ago - Supply Chain Services segment adjusted EBITDA increased 15% and Performance Services segment adjusted EBITDA rose 36%.

• Adjusted fully distributed net income increased 18% to $49.9 million, or $0.34 per diluted share from pro forma results for the same period a year ago. GAAP net income* attributable to shareholders was $8.9 million.

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 2 of 17

* Actual results prior to the company’s reorganization and IPO consummated on October 1, 2013, do not reflect the impact of the reorganization and IPO, and therefore, management believes they do not provide meaningful year-over-year comparisons. A description of adjusted EBITDA and other non-GAAP financial measures is provided in “Use and Definition of Non-GAAP Measures,” and reconciliations are provided in the tables at the end of this release. See “Reorganization and Initial Public Offering” for important information regarding pro forma results.

Acquisition Activity

• In fiscal 2014, Premier acquired three companies for a total of $42.6 million in cash as part of its strategy to enhance existing capabilities and better serve its members: SYMMEDRx, LLC, a physician preference contract management and data service company; Meddius, LLC, a data acquisition and integration-as-a-service company; and MEMdata, LLC, a capital equipment planning, sourcing and analytics company. All have been integrated into Premier’s Performance Services segment.

• On August 5, 2014, Premier announced an agreement to acquire TheraDoc, Inc., a market leading provider of clinical surveillance software, for $117.0 million in cash, subject to potential purchase price adjustment based on TheraDoc’s working capital, cash and indebtedness at closing. The acquisition is subject to customary closing conditions.

• On August 25, 2014, Premier signed a definitive agreement to acquire Aperek, Inc. (formerly Mediclick), a SaaS-based (software as a service) supply chain solutions company focused on purchasing workflow and analytics, for $48.5 million, subject to potential purchase price adjustment based on Aperek’s working capital at time of closing. The acquisition is subject to customary closing conditions.

“We are pleased to report a very strong finish to our successful first year as a public company,” said Susan DeVore, president and chief executive officer. “Financially and operationally, we performed extremely well, delivering double-digit percentage gains in revenue and adjusted EBITDA as we added, renewed and expanded member relationships through innovative product and service offerings.

“Our strong fourth-quarter and fiscal-year financial performance demonstrates the exceptional service and value we provide to our approximately 3,000 member hospitals and 110,000 alternate site providers,” DeVore continued. “We believe this solid performance speaks to our leadership role in developing measurable cost, quality, safety and population health management solutions necessary to transform delivery of healthcare in America.

“Looking ahead, we expect to further leverage our market-leading data analytics platform, aligned delivery channel and collaborative member relationships in our ongoing commitment to deliver effective solutions to the marketplace and drive long-term performance for our shareholders,” DeVore added. “A key element supporting this strategy is our capital deployment plan, which includes acquisitions that complement and enhance our existing capabilities. Our acquisition strategy is on track, evidenced by the three companies acquired in fiscal 2014, our agreement earlier this month to acquire TheraDoc, a market leading provider of clinical surveillance software, and the execution today of an agreement to acquire Aperek, which focuses on supply chain workflow analytics. Our pipeline of potential new opportunities remains active. We plan to continue deploying capital during fiscal 2015 in a disciplined manner, focusing on attractive areas that align with our business objectives.”

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 3 of 17

Results of Operations for the Fourth Quarter of Fiscal 2014

Consolidated Fourth-Quarter Financial Highlights

	Three Months Ended June 30,
(in thousands, except per share data)	2014			2013			% Change
	Actual			Pro Forma (a)
Net revenue:
Supply Chain Services Segment	$	172,822		$	146,363			18	%
Performance Services Segment		62,644			54,575			15	%
Total net revenue	$	235,466		$	200,938			17	%
Adjusted EBITDA (b)
Supply Chain Services Segment	$	94,394		$	82,220			15	%
Performance Services Segment		19,531			14,401			36	%
Segment adjusted EBITDA	$	113,925		$	96,621			18	%
Corporate		(20,681	)		(18,492	)		12	%
Total adjusted EBITDA	$	93,244		$	78,129			19	%
Non-GAAP adjusted fully distributed net income (b)	$	49,932		$	42,157			18	%
Non-GAAP earnings per share on adjusted fully distributed net income - diluted (b)	$	0.34		$	0.29			18	%
Weighted average fully distributed shares outstanding - diluted		145,080			144,983

^(a) Reflects the impact of the Company’s Reorganization on the Supply Chain Services segment as a result of the 30% revenue share to owner members after the Reorganization. The impact of the pro forma adjustment on both Supply Chain Services net revenue and segment adjusted EBITDA was $39.7 million for the three months ended June 30, 2013. Pro forma adjustments do not impact the financial results of the Company’s Performance Services segment.

^(b) See attached supplemental financial information for reconciliation of reported GAAP results to Non-GAAP

For the three months ended June 30, 2014, Premier generated net revenue of $235.5 million, an increase of approximately $34.5 million, or 17%, from pro forma net revenue of $200.9 million for the same period a year ago. The revenue growth was driven primarily by continued increases in direct sourcing and specialty pharmacy product sales and net administrative fee growth associated with strong group purchasing organization (GPO) volume in the Supply Chain Services segment, and by sales of SaaS informatics products, advisory services engagements and performance improvement collaboratives in the Performance Services segment.

Adjusted EBITDA for the fiscal fourth quarter totaled $93.2 million, an increase of $15.1 million, or 19%, from pro forma adjusted EBITDA of $78.1 million for the same period last year. Fiscal 2014 fourth-quarter adjusted EBITDA was fueled by revenue growth in both of the company’s business segments.

Adjusted fully distributed net income for the fourth quarter of fiscal 2014 rose to $49.9 million, or $0.34 per fully diluted share, from pro forma adjusted fully distributed net income of $42.2 million, or $0.29 per fully diluted share, for the same period a year ago. Non-GAAP pro forma adjusted fully distributed earnings per share represents net income, adjusted for non-recurring and non-cash items, attributable to all shareholders as if all Class B shareholders have converted to Class A shareholders, and reflects income taxes at an estimated effective rate of approximately 40% on 100% of pretax income.

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 4 of 17

On a GAAP basis, net revenue was $235.5 million for the quarter ended June 30, 2014, compared with $240.6 million for the same period last year. Net income for the quarter totaled $66.6 million, compared with $103.5 million for the same quarter a year ago, and net income attributable to shareholders was $8.9 million, compared with a loss of $0.8 million for the same period a year ago. On a fully diluted per-share basis, the company reported net income of $15.09, compared with a net loss of $0.14 a year ago. The GAAP per share net income amount includes a non-cash positive adjustment of $482.5 million to GAAP net income attributable to shareholders to reflect redeemable limited partners’ capital at the appropriate redemption amount at the end of the period as a result of the benefit obtained by limited partners through the ownership of Class B common units. (See income statement in the tables section of this press release.) Note: Comparisons of GAAP results are impacted by the changes associated with the reorganization and IPO, as described below, and therefore, management believes they do not provide meaningful year-over-year comparisons.

Segment Results

Premier approaches the market with an integrated sales and field force and holistic, programmatic solutions based on what it believes is one of the largest data analytics platforms serving the industry. Financially, the company’s operations are divided into two business segments:

• Supply Chain Services includes one of the largest healthcare GPOs in the United States, serving acute and alternate sites. The segment also includes the company’s specialty pharmacy and direct sourcing activities.

• Performance Services includes one of the nation’s largest informatics and advisory services businesses focused on healthcare providers. The Performance Services segment includes the company’s SaaS informatics products, technology-enabled performance improvement collaboratives, advisory services and insurance services.

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 5 of 17

Segment Results

	Three Months Ended June 30,									Three Months Ended June 30,
(in thousands)	2014			2013			% Change			2014			2013			% Change
	Actual			Actual						Actual			Pro Forma (a)
Net Revenue:
Supply Chain Services:
Net administrative fees	$	111,044		$	146,765			-24	%	$	111,044		$	107,102			4	%
Other services and support		274			125			119	%		274			125			119	%
Services		111,318			146,890			-24	%		111,318			107,227			4	%
Products		61,504			39,136			57	%		61,504			39,136			57	%
Total Supply Chain Services		172,822			186,026			-7	%		172,822			146,363			18	%
Performance Services:
Services		62,644			54,575			15	%		62,644			54,575			15	%
Total	$	235,466		$	240,601			-2	%	$	235,466		$	200,938			17	%
Adjusted EBITDA (b):
Supply Chain Services	$	94,394		$	121,883			-23	%	$	94,394		$	82,220			15	%
Performance Services		19,531			14,401			36	%		19,531			14,401			36	%
Total segment adjusted EBITDA		113,925			136,284			-16	%		113,925			96,621			18	%
Corporate		(20,681	)		(18,492	)		12	%		(20,681	)		(18,492	)		12	%
Total	$	93,244		$	117,792			-21	%	$	93,244		$	78,129			19	%

^(a)  Reflects the impact of the Company’s Reorganization on the Supply Chain Services segment as a result of the 30% revenue share to owner members after the Reorganization. The impact of the pro forma adjustment on both Supply Chain Services net revenue and segment adjusted EBITDA was $39.7 million for the three months ended June 30, 2013. Pro forma adjustments do not impact the financial results of the Company’s Performance Services segment.

^(b) See attached supplemental financial information for reconciliation of reported GAAP results to Non-GAAP results.

Supply Chain Services

For the fiscal fourth quarter ended June 30, 2014, the Supply Chain Services segment generated net revenue of $172.8 million, an increase of approximately $26.5 million, or 18%, from pro forma net revenue of $146.4 million a year ago. Revenue growth was driven by product revenues, which rose $22.4 million, or 57%, to $61.5 million, primarily due to increased direct sourcing and specialty pharmacy revenues. GPO net administrative fee revenues of $111.0 million increased $3.9 million, or 4%, from pro forma results a year ago, reflecting newer members moving through the conversion cycle to the company’s contract portfolio, as well as growth from existing acute and alternate-site GPO members.

Supply Chain Services segment adjusted EBITDA of $94.4 million for the fiscal 2014 fourth quarter increased $12.2 million, or 15%, from pro forma segment adjusted EBITDA of $82.2 million for the same period a year ago. The increase largely reflects growth in net administrative fee revenue, as well as growth in the company’s direct sourcing activities, and effective management of operating expenses.

Supply Chain Services segment net revenue of $172.8 million for the fiscal 2014 fourth quarter compares with segment GAAP net revenue of $186.0 million for the same period a year ago. Segment adjusted EBITDA of $94.4 million compares with $121.9 million for the same period a year ago. Note: the declines from the year-ago period are a function of the changes described with the pro forma results as a result of the company’s reorganization and IPO, and management believes they do not provide meaningful year-over-year comparisons.

Performance Services

For the fiscal fourth quarter ended June 30, 2014, the Performance Services segment generated net revenue of $62.6 million, an increase of $8.1 million, or 15%, from $54.6 million for the same quarter last year. Revenue growth is attributable primarily to new SaaS informatics product

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 6 of 17

subscriptions and increased revenue from advisory services and performance improvement collaboratives, including contributions related to the company’s acquisitions during the fiscal year of SYMMEDRx, Meddius and MEMdata, which have been integrated into Performance Services segment operations.

Performance Services segment adjusted EBITDA was $19.5 million for the fiscal 2014 fourth quarter, an increase of $5.1 million, or 36%, from $14.4 million for the same quarter last year. The increase in adjusted EBITDA reflects the same factors that contributed to revenue growth. Note: Pro forma results do not impact the financial results for the company’s Performance Services segment.

Results of Operations for the Fiscal Year Ended June 30, 2014

Consolidated Full Year Financial Highlights

	Year Ended June 30,									Year Ended June 30,
(in thousands, except per share data)	2014			2013			% Change			2014			2013			% Change
				Actual									Pro Forma (a)
Net revenue:
Supply Chain Services Segment
Net administrative fees	$	464,837		$	519,219			-10	%	$	423,574		$	414,207			2	%
Other services and support	$	778		$	471			65	%	$	778		$	471			65	%
Services	$	465,615		$	519,690			-10	%	$	424,352		$	414,678			2	%
Products	$	212,526		$	144,386			47	%	$	212,526		$	144,386			47	%
Total Supply Chain Services	$	678,141		$	664,076			2	%	$	636,878		$	559,064			14	%
Performance Services Segment		232,408			205,214			13	%		232,408			205,214			13	%
Total net revenue	$	910,549		$	869,290			5	%	$	869,286		$	764,278			14	%
Adjusted EBITDA (b):
Supply Chain Services Segment	$	396,470		$	431,628			-8	%	$	355,207		$	326,616			9	%
Performance Services Segment		73,898			56,456			31	%		73,898			56,456			31	%
Segment adjusted EBITDA	$	470,368		$	488,084			-4	%	$	429,105		$	383,072			12	%
Corporate		(78,080	)		(69,059	)		13	%		(78,080	)		(69,059	)		13	%
Total adjusted EBITDA	$	392,288		$	419,025			-6	%	$	351,025		$	314,013			12	%
Non-GAAP adjusted fully distributed net income (b)										$	188,561		$	172,793			9	%
Non-GAAP earnings per share on adjusted fully distributed net income - diluted (b)										$	1.30		$	1.19			9	%
Weighted average fully distributed shares outstanding - diluted											145,083			144,983

^(a)  Reflects the impact of the Company’s Reorganization on the Supply Chain Services segment as a result of the 30% revenue share to owner members after the Reorganization. The impact of the pro forma adjustment on both Supply Chain Services net revenue and segment adjusted EBITDA was $41.3 million for the year ended June 30, 2014 and $105.0 million for the year ended June 30, 2013. Pro forma adjustments do not impact the financial results of the Company’s Performance Services segment.

^(b) See attached supplemental financial information for reconciliation of reported GAAP results to Non-GAAP results.

On a pro forma basis, Premier generated net revenue of $869.3 million for the fiscal year ended June 30, 2014, a 14% increase from net revenue of $764.3 million for the prior year. The increase was driven by 14% growth in Supply Chain Services segment revenue and a 13% increase in Performance Services segment revenue. Supply Chain Services segment revenue reflects a 2% rise in net administrative fees revenue from a year ago, primarily due to continued growth of purchasing volume from newer and existing acute and alternate-site members. Product revenue increased 47%, driven by ongoing expansion of the company’s direct sourcing and specialty pharmacy businesses. In the Performance Services segment, the year-over-year revenue increase of 13% was primarily due to growth in revenue from SaaS-based product sales, revenue increases generated by advisory services and performance improvement collaboratives, and new revenue streams generated by PremierConnect Enterprise engagements.

Fiscal-year pro forma adjusted EBITDA totaled $351.0 million, up 12% when compared with $314.0 million a year ago. Pro forma Segment adjusted EBITDA for the Supply Chain Services

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 7 of 17

segment increased 9% from a year ago, primarily a result of growth in net administrative fees revenue and product revenue, as well as effective management of operating expenses. Adjusted EBITDA for the Performance Services segment rose 31% from the same period last year, due to revenue growth.

Pro forma adjusted EBITDA for fiscal 2014 excludes the $38.4 million gain on the sale of the company’s interest in Global Healthcare Exchange, LLC (GHX), $19.5 million in expenses associated with stock-based compensation, a $6.2 million non-cash adjustment related to the company’s tax receivable agreement liability, $3.8 million in strategic and financial restructuring expenses related to the company’s reorganization and IPO, and $2.0 million in acquisition related expenses. Pro forma adjusted EBITDA for the prior year results excludes $5.2 million in expenses related to strategic and financial restructuring costs and $0.8 million in other expenses. (See specific reconciliation items in the tables section of this press release.)

Pro forma adjusted fully distributed net income for fiscal 2014 totaled $188.6 million, or $1.30 per diluted share, compared with $172.8 million, or $1.19 per diluted share, for the prior year.

On a GAAP basis, the company generated net revenue of $910.5 million for the fiscal year ended June 30, 2014, compared with $869.3 million for the prior year. Adjusted EBITDA was $392.3 million, compared with $419.0 million the prior year. Supply Chain Services segment revenue increased 2% from a year ago and Supply Chain Services segment adjusted EBITDA decreased 8%. Note: Performance Services segment financial results are not impacted by pro forma adjustments.

GAAP net income totaled $332.6 million for fiscal 2014, compared with $375.1 million for the prior year, while GAAP net income attributable to shareholders was $28.3 million compared with $7.4 million a year ago. GAAP net loss per diluted share was $105.85 compared with net income of $1.26 per diluted share a year ago. The GAAP per share net income amount includes a non-cash negative adjustment of $2.74 billion to GAAP net income attributable to shareholders to reflect redeemable limited partners’ capital at the appropriate redemption amount at the end of the period as a result of the benefit obtained by limited partners through the ownership of Class B common units. (See income statement in the tables section of this press release.) Note: Comparisons of GAAP results are impacted by the changes associated with the company’s reorganization and IPO, as described below, and as a result, management believes they do not provide meaningful year-over-year comparisons.

Cash Flows and Liquidity

Cash provided by operating activities was $368.1 million for the fiscal year ended June 30, 2014, a decrease of $10.1 million from $378.3 million for the fiscal year ended June 30, 2013. At June 30, 2014, the company’s cash, cash equivalents, short- and long-term marketable securities totaled $540.4 million, compared with $255.6 million at June 30, 2013, and consisted of $131.8 million in cash and cash equivalents and $408.6 million in marketable securities with maturities ranging from three to 24 months. Operating cash flows increased primarily due to working capital changes, as well as non-cash add backs to net income, including depreciation and amortization and stock-based compensation.

Capital expenditures totaled $55.7 million for the fiscal year ended June 30, 2014, compared with $42.4 million for the same period last year. The increase was primarily related to capitalized internally developed software, reflecting an increase in the level of projects in development in

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 8 of 17

the current year, and associated hardware. Capital expenditures were partially offset by proceeds from the sale of the company’s investment in GHX of $38.4 million and $15.7 million in distributions from Innovatix, an alternate site group purchasing company in which Premier owns a 50 percent interest. Other investing activities in the fiscal year primarily consisted of the cash acquisitions of SYMMEDRx, Meddius and MEMdata, for a total of $42.6 million.

At June 30, 2014, there was no outstanding balance on the company’s new unsecured $750 million, five-year revolving credit facility, which replaced the company’s prior senior secured revolving credit facility effective June 25, 2014.

Fiscal 2015 Outlook and Guidance

Premier believes it is well positioned financially and operationally for fiscal 2015, and is introducing financial guidance for the fiscal year based on the following key assumptions: stable growth in the Supply Chain Services segment through the continued, but more normalized growth of the company’s direct sourcing and specialty pharmacy businesses, the addition and contract conversion ramp-up of new GPO members, and deeper penetration of existing members’ supply spend; increased product and services sales in the Performance Services segment, including sales and use of SaaS-based products, increased member participation in performance improvement collaboratives and increased demand for advisory services; and the continuation of historically high retention rates of Premier’s GPO and SaaS members.

Based on the company’s current outlook, Premier has established the following financial guidance for the fiscal year ending June 30, 2015:

Fiscal 2015 Financial Guidance

Premier, Inc., introduces full-year fiscal 2015 financial guidance, as follows:

(in millions, except per share data)	FY 2015	% YoY Change
Pro Forma Net Revenue:
Supply Chain Services segment	$688.0 - $707.0	8% - 11%
Performance Services segment	$281.0 - $288.0	21% - 24%
Total Pro Forma Net Revenue	$969.0 - $995.0	11% - 14%
Non-GAAP pro forma adjusted EBITDA	$379.0 - $390.0	8% - 11%
Non-GAAP pro forma adjusted fully distributed EPS	$1.39 - $1.44	7% - 11%

Guidance assumptions include anticipated financial and operational contributions from acquisitions completed in fiscal 2014 and announced in August 2014, but do not contemplate the impact of any potential future acquisitions. For fiscal 2015, Premier expects capital expenditures of approximately $63.0 million and a consolidated EBITDA margin of approximately 40%.

Guidance is also based on the company’s visibility into its annual revenue stream. Approximately $898.0 million of Premier’s revenue estimate is available under contract for fiscal 2015, based on Premier’s GPO retention and SaaS institutional renewal rates, which were 99% and 94%, respectively, for fiscal 2014.

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 9 of 17

The statements in this “Outlook and Guidance” discussion are “forward-looking statements.” For additional information regarding the use and limitations of such statements, see “Forward-Looking Statements” below.

Recently Announced Acquisitions

Subsequent to the close of fiscal 2014, Premier announced agreements to acquire two analytics companies that are expected to enhance its existing capabilities. Both companies will become part of Premier’s Performance Services business unit.

On August 5, 2014, Premier disclosed a definitive agreement to acquire TheraDoc, Inc., for $117.0 million in cash, subject to potential purchase price adjustment based on TheraDoc’s working capital, cash and indebtedness at time of closing. The acquisition is subject to customary closing conditions and is expected to be completed in the current quarter. Premier expects the acquisition to be accretive to earnings in the first fiscal year. The addition of TheraDoc strengthens Premier’s ability to help health systems monitor and protect patients from harmful infections and other adverse events. Combined, the two organizations will have clinical surveillance installations in approximately 1,000 facilities, approximately 400 of which do not have a current relationship with Premier.

Separately, on August 25, 2014, Premier signed a definitive agreement to acquire Aperek for $48.5 million in cash, subject to potential purchase price adjustment based on Aperek’s working capital at time of closing. The acquisition is subject to customary closing conditions and is expected to be completed in the current quarter. Additional financial terms are not being disclosed. Aperek is expected to contribute modestly to fiscal 2015 revenue and be accretive to earnings in future years. Aperek is a provider of real-time healthcare supply spend visibility and SaaS-based supply chain analytics.

Conference Call

Premier management will host a conference call and live audio webcast on Monday, August 25, 2014, at 5:00 p.m. ET, to discuss the company’s financial results. The conference call can be accessed through a link provided on the investor relations page on Premier’s website at investors.premierinc.com. Those wishing to participate in the call should dial 855-601-0048 (international callers should dial 702-495-1234) and provide the operator with conference ID number 86528408. The company encourages listeners to dial in at least five minutes before the start of the call to ensure proper connection. A replay of the conference call will be available beginning approximately two hours after the completion of the conference call through September 8, 2014, by dialing 800-585-8367 (702-495-1234 for international callers), and using the conference ID number above. The webcast will also be archived on the investor relations page on Premier’s website.

About Premier, Inc.

Premier, Inc. (NASDAQ: PINC) is a leading healthcare improvement company, uniting an alliance of approximately 3,000 U.S. hospitals and 110,000 other providers to transform healthcare. With integrated data and analytics, collaboratives, supply chain solutions, and advisory and other services, Premier enables better care and outcomes at a lower cost. Premier, a Malcolm Baldrige National Quality Award recipient, plays a critical role in the rapidly evolving healthcare industry, collaborating with members to co-develop long-term innovations that reinvent and improve the way care is delivered to patients nationwide. Headquartered in Charlotte, N.C., Premier is passionate about transforming American healthcare. Please visit

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 10 of 17

Premier’s news and investor sites on www.premierinc.com; as well as Twitter, Facebook, LinkedIn, YouTube, Instagram, Foursquare and Premier’s blog for more information about the company.

Reorganization and Initial Public Offering

On October 1, 2013, Premier completed its IPO by issuing 32,374,751 shares of its Class A common stock, at a price of $27.00 per share, raising net proceeds of approximately $821.7 million, after underwriting discounts and commissions but before expenses. In connection with the IPO, Premier completed the reorganization of the company on October 1, 2013, issuing 112.6 million shares of Class B common stock representing 77.7% of the common stock outstanding, and corresponding Class B common units in Premier Healthcare Alliance, L.P. to its 181 member owners.

The company’s historical consolidated operating results do not reflect the reorganization, the IPO and contemplated use of net proceeds from the IPO. Therefore, in addition to presenting the historical actual results, the company presents and discusses pro forma results, which reflect the impact of the company’s reorganization and IPO and the contemplated use of net proceeds from the IPO, to provide a more comparable indication of future expectations.

The key pro forma adjustments include:

• The reorganization, which included the formation of a C-Corporation and the sale of 22.3% of the member’s partnership interests to the public through the issuance of approximately 32.4 million shares of Premier Class A common stock, with the member owners retaining their ownership interest in the form of 112.6 million shares of Premier Class B common stock.

• Payments to each member owner of revenue share from Premier equal to 30% of all gross administrative fees collected.

• Payments due to member owners pursuant to the tax receivable agreement equal to 85% of the amount of cash savings, if any, in income and franchise taxes, that Premier realizes.

• The further adjustments set forth in the notes to the pro forma financial statements provided below.

Further details of the reorganization and pro forma adjustments are in Premier’s Form 10-K for the fiscal year ended June 30, 2014, expected to be filed with the Securities and Exchange Commission (SEC) shortly hereafter. The Form 10-K will be accessible on the SEC’s website at www.sec.gov and in the investor relations section of Premier’s website at investors.premierinc.com.

Use and Definition of Non-GAAP Measures

Premier uses adjusted EBITDA, segment adjusted EBITDA and adjusted fully distributed net income to facilitate a comparison of the company’s operating performance on a consistent basis from period to period that, when viewed in combination with its results prepared in accordance with GAAP, provides a more complete understanding of factors and trends affecting the company’s business than GAAP measures alone. The company believes adjusted EBITDA and segment adjusted EBITDA assist its board of directors, management and investors in comparing the company’s operating performance on a consistent basis from period to period because they remove the impact of the company’s asset base (primarily depreciation and amortization) and items outside the control of management (taxes), as well as other non-cash (impairment of intangible assets and purchase accounting adjustments) and non-recurring items, from operations.

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 11 of 17

In addition, adjusted fully distributed net income eliminates the variability of non-controlling interest as a result of member owner exchanges of Class B common stock and corresponding Class B units into shares of Class A common stock (which exchanges are a member owner’s cumulative right, but not obligation, beginning on October 31, 2014, and each year thereafter, and are limited to one-seventh of the member owner’s initial allocation of Class B common units) and other potentially dilutive equity transactions which are outside of management’s control. Adjusted fully distributed net income is defined as net income attributable to PHSI (i) excluding income tax expense, (ii) excluding the effect of non-recurring and non-cash items, (iii) assuming the exchange of all the Class B common units into shares of Class A common stock, which results in the elimination of non-controlling interest in Premier LP, and (iv) reflecting an adjustment for income tax expense on pro forma fully distributed net income before income taxes at the company’s estimated effective income tax rate.

EBITDA is defined as net income before interest and investment income, net, income tax expense, depreciation and amortization and amortization of purchased intangible assets. Adjusted EBITDA is defined as EBITDA before merger and acquisition related expenses and non-recurring, non-cash or non-operating items, and including equity in net income of unconsolidated affiliates. Non-recurring items include certain strategic and financial restructuring expenses. Non-operating items include gain or loss on disposal of assets. Segment adjusted EBITDA is defined as the segment’s net revenue less operating expenses directly attributable to the segment, excluding depreciation and amortization, amortization of purchased intangible assets, merger and acquisition related expenses and non-recurring or non-cash items, and including equity in net income of unconsolidated affiliates. Operating expenses directly attributable to the segment include expenses associated with sales and marketing, general and administrative and product development activities specific to the operation of each segment. General and administrative corporate expenses that are not specific to a particular segment are not included in the calculation of segment adjusted EBITDA. Adjusted EBITDA is a supplemental financial measure used by the company and by external users of the company’s financial statements.

Management considers adjusted EBITDA an indicator of the operational strength and performance of the company’s business. Adjusted EBITDA allows management to assess performance without regard to financing methods and capital structure and without the impact of other matters that management does not consider indicative of the operating performance of the business. Segment adjusted EBITDA is the primary earnings measure used by management to evaluate the performance of the company’s business segments.

Forward-Looking Statements

Statements made in this release that are not statements of historical or current facts, such as those under the headings “Outlook and Guidance” and “Recently Announced Acquisitions,” are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Premier to be materially different from historical results or from any future results or projections expressed or implied by such forward-looking statements. Accordingly, readers should not place undue reliance on any forward looking statements. In addition to statements that explicitly describe such risks and uncertainties, readers are urged to consider statements in the conditional or future

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 12 of 17

tenses or that include terms such as “believes,” “belief,” “expects,” “estimates,” “intends,” “anticipates” or “plans” to be uncertain and forward-looking. Forward-looking statements may include comments as to Premier’s beliefs and expectations as to future events and trends affecting its business and are necessarily subject to uncertainties, many of which are outside Premier’s control. More information on potential factors that could affect Premier’s financial results is included from time to time in the “Cautionary Note Regarding Forward Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Premier’s periodic and current filings with the SEC, as well as those discussed under the “Risk Factors” and “Cautionary Note Regarding Forward Looking Statements” section of Premier’s Form 10-K for the year ended June 30. 2014, expected to be filed with the SEC shortly hereafter, and also made available on Premier’s website at http://investors.premierinc.com. Forward looking statements speak only as of the date they are made, Premier undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise that occur after that date.

(Tables Follow)

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 13 of 17

Consolidated Statements of Income

(Unaudited)

(In thousands, except pershare data)

	Three Months Ended June 30,						Year Ended June 30,
	2014			2013 (a)			2014 (a)			2013 (a)
Net revenue:
Net administrative fees	$	111,044		$	146,765		$	464,837		$	519,219
Other services and support		62,918			54,700			233,186			205,685
Services		173,962			201,465			698,023			724,904
Products		61,504			39,136			212,526			144,386
		235,466			240,601			910,549			869,290
Cost of revenue:
Services		30,853			27,099			115,740			103,795
Products		55,385			36,313			191,885			133,618
		86,238			63,412			307,625			237,413
Gross profit		149,228			177,189			602,924			631,877
Operating expenses:
Selling, general and administrative		85,325			71,168			294,421			248,301
Research and development		675			1,571			3,389			9,370
Amortization of purchased intangible assets		904			385			3,062			1,539
		86,904			73,124			300,872			259,210
Operating income		62,324			104,065			302,052			372,667
Equity in net income of unconsolidated affiliates		4,805			3,636			16,976			11,968
Interest and investment income, net		378			366			1,019			965
Gain on sale of investment		522			—			38,372			—
Other income (expense), net		1,851			(783	)		1,907			(788	)
Other income, net		7,556			3,219			58,274			12,145
Income before income taxes		69,880			107,284			360,326			384,812
Income tax expense		3,248			3,788			27,709			9,726
Net income		66,632			103,496			332,617			375,086
Net (income) loss attributable to noncontrolling interest in S2S Global		(472	)		433			(949	)		1,479
Net income attributable to noncontrolling interest in Premier LP		(57,281	)		(104,726	)		(303,336	)		(369,189	)
Net income attributable to noncontrolling interest		(57,753	)		(104,293	)		(304,285	)		(367,710	)
Net income (loss) attributable to shareholders		8,879			(797	)		28,332			7,376
Adjustment to redeemable limited partners’ capital to redemption amount		482,510			—			(2,741,588	)		—
Net income (loss) attributable to shareholders after adjustment of redeemable limited partners’ capital to redemption amount	$	491,389		$	(797	)	$	(2,713,256	)	$	7,376
Weighted average shares outstanding:
Basic		32,375			5,733			25,633			5,858
Diluted		32,569			5,733			25,633			5,858
Earnings (loss) per share attributable to shareholders (b):
Basic	$	15.18		$	(0.14	)	$	(105.85	)	$	1.26
Diluted	$	15.09		$	(0.14	)	$	(105.85	)	$	1.26

^(a) After the completion of the Reorganization, Premier Healthcare Solutions, Inc. (PHSI) became a consolidated subsidiary of Premier, Inc. PHSI is considered the predecessor of the Company for accounting purposes, and accordingly, PHSI’s consolidated financial statements are included herein as Premier, Inc.’s historical financial statements.

^(b) Earnings (loss) per share attributable to shareholders includes an adjustment to net income attributable to shareholders of redeemable limited partners’ capital to redemption amount of $482.5 million and $(2,741.6) million for the three and twelve months ended June 30, 2014, respectively.

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 14 of 17

Consolidated Balance Sheets

(In thousands, except share data)

	June 30, 2014			June 30, 2013*
	(Unaudited)
Assets
Cash and cash equivalents	$	131,786		$	198,296
Marketable securities		159,820			57,323
Accounts receivable		67,577			60,600
Inventories		20,823			12,741
Prepaid expenses and other current assets		31,175			27,028
Due from related party		1,228			1,650
Deferred tax assets		9,647			8,403
Total current assets		422,056			366,041
Property and equipment		134,551			115,587
Restricted cash		5,000			5,000
Marketable securities		248,799			—
Deferred tax assets		286,936			15,077
Goodwill		94,451			61,410
Intangible assets		10,855			4,292
Other assets		44,008			31,509
Total assets	$	1,246,656		$	598,916
Liabilities, redeemable limited partners’ capital and stockholders’ equity
Accounts payable	$	28,007		$	21,788
Accrued expenses		25,536			28,883
Revenue share obligations		56,531			10,532
Limited partners’ distribution payable		22,351			—
Accrued compensation and benefits		46,713			51,359
Deferred revenue		15,694			18,880
Current portion of tax receivable agreement		11,035			—
Current portion of notes payable and line of credit		17,696			12,149
Other current liabilities		319			1,557
Total current liabilities		223,882			145,148
Notes payable, less current portion		16,051			22,468
Tax receivable agreement, less current portion		181,256			—
Deferred compensation plan obligations		32,872			24,081
Deferred rent		15,960			15,779
Other long-term liabilities		2,272			6,037
Total liabilities		472,293			213,513
Redeemable limited partners’ capital		3,244,674			307,635
Stockholders’ (deficit) equity:
Series A Preferred stock, par value $0.01, 50,000,000 shares authorized; no shares issued and outstanding		—			—
PHSI common stock, par value $0.01, 12,250,000 shares authorized; 0 and 5,653,390 shares issued and outstanding at June 30, 2014 and June 30, 2013, respectively		—			57
Class A common stock, par value $0.01, 500,000,000 shares authorized; 32,375,390 and 0 shares issued and outstanding at June 30, 2014 and June 30, 2013, respectively		324			—
Class B common stock, par value $0.01, 600,000,000 shares authorized; 112,510,905 and 0 shares issued and outstanding at June 30, 2014 and June 30, 2013, respectively		—			—
Additional paid-in-capital		—			28,866
PHSI Common stock subscribed, 0 and 23,266 shares at December 31, 2013 and June 30, 2013, respectively		—			300
Subscriptions receivable		—			(300	)
(Accumulated deficit) retained earnings		(2,469,873	)		50,599
Accumulated other comprehensive loss		43			—
Noncontrolling interest		(805	)		(1,754	)
Total stockholders’ (deficit) equity		(2,470,311	)		77,768
Total liabilities, redeemable limited partners’ capital and stockholders’ (deficit) equity	$	1,246,656		$	598,916

* After the completion of the Reorganization, Premier Healthcare Solutions, Inc. (PHSI) became a consolidated subsidiary of Premier, Inc. PHSI is considered the predecessor of the Company for accounting purposes, and accordingly, PHSI’s consolidated financial statements are included herein as Premier, Inc.’s historical financial statements.

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 15 of 17

Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)

	Year ended June 30,
	2014*			2013*
Operating activities
Net income	$	332,617		$	375,086
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		39,823			29,220
Equity in net income of unconsolidated affiliates		(16,976	)		(11,968	)
Gain on sale of investment		(38,372	)		—
Deferred taxes		9,820			3,258
Stock-based compensation		19,476			—
Adjustment to tax receivable agreement liability		6,215			—
Changes in operating assets and liabilities:
Accounts receivable, prepaid expenses and other current assets		(18,924	)		(14,005	)
Other assets		(1,680	)		496
Inventories		(8,082	)		(6,774	)
Accounts payable, accrued expenses and other current liabilities		45,997			3,521
Long-term liabilities		(3,585	)		(2,680	)
Other operating activities		1,793			2,115
Net cash provided by operating activities		368,122			378,269
Investing activities
Purchase of marketable securities		(500,835	)		(69,302	)
Proceeds from sale of marketable securities		148,019			115,056
Proceeds from sale on ivestment in Global Healthcare Exchange, LLC		38,372			—
Acquisition of SYMMEDRx, net of cash acquired		(28,690	)		—
Acquisition of Meddius, net of owner note receivable		(7,737	)		—
Acquisition of MEMdata, net of cash acquired		(6,142	)		—
Distributions received on equity investment		15,650			12,470
Purchases of property and equipment		(55,740	)		(42,427	)
Other investing activities		—			(967	)
Net cash (used in) provided by investing activities		(397,103	)		14,830
Financing activities
Payments made on notes payable		(9,297	)		(17,761	)
Proceeds from S2S Global revolving line of credit		6,000			5,604
Proceeds from senior secured line of credit		60,000			10,000
Payments on senior secured line of credit		(60,000	)		(10,000	)
Payments made in connection with origination of credit facility		(2,511	)		—
Proceeds from issuance of Class A common stock in connection with the IPO, net of underwriting fees and commissions		821,671			—
Payments made in connection with the IPO		(2,822	)		(3,089	)
Purchase of Class B common units from member owners		(543,857	)		—
Proceeds from issuance of PHSI common stock		300			525
Proceeds from notes receivable from partners		12,685			—
Repurchase of restricted units		(11	)		—
Proceeds from issuance of redeemable limited partnership interest		—			8,143
Distributions to limited partners of Premier LP		(319,687	)		(329,047	)
Net cash used in financing activities		(37,529	)		(335,625	)
Net (decrease) increase in cash and cash equivalents		(66,510	)		57,474
Cash and cash equivalents at beginning of year		198,296			140,822
Cash and cash equivalents at end of year	$	131,786		$	198,296

* After the completion of the Reorganization, Premier Healthcare Solutions, Inc. (PHSI) became a consolidated subsidiary of Premier, Inc. PHSI is considered the predecessor of the Company for accounting purposes, and accordingly, PHSI’s consolidated financial statements are included herein as Premier, Inc.’s historical financial statements.

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 16 of 17

Supplemental Financial Information - Reporting of Pro Forma Adjusted EBITDA

and Non-GAAP Adjusted Fully Distributed Net Income

Reconciliation of Selected Non-GAAP Measures to GAAP Measures

(Unaudited)

(In thousands)

	Three Months Ended June 30,						Year Ended June 30,
	2014*			2013			2014			2013
Reconciliation of Pro Forma Net Revenue to Net Revenue:
Pro Forma Net Revenue	$	235,466		$	200,938		$	869,286		$	764,278
Pro forma adjustment for revenue share post-IPO		—			39,663			41,263			105,012
Net Revenue	$	235,466		$	240,601		$	910,549		$	869,290
Reconciliation of Pro Forma Adjusted EBITDA and Segment Adjusted EBITDA to Net Income and Operating Income:
Net income	$	66,632		$	103,496		$	332,617		$	375,086
Pro forma adjustment for revenue share post-IPO		—			(39,663	)		(41,263	)		(105,012	)
Interest and investment income, net		(378	)		(366	)		(1,019	)		(965	)
Income tax expense		3,248			3,788			27,709			9,726
Depreciation and amortization		9,809			7,883			36,761			27,681
Amortization of purchased intangible assets		904			385			3,062			1,539
Pro Forma EBITDA		80,215			75,523			357,867			308,055
Stock-based compensation		6,358			—			19,476			—
Acquisition related expenses		711			—			2,014			—
Strategic and financial restructuring expenses		146			1,823			3,760			5,170
Adjustment to tax receivable agreement liability		6,215			—			6,215			—
Gain on sale of investment		(522	)		—			(38,372	)		—
Other (income) expense, net		121			783			65			788
Pro Forma Adjusted EBITDA	$	93,244		$	78,129		$	351,025		$	314,013
Pro Forma Adjusted EBITDA	$	93,244		$	78,129		$	351,025		$	314,013
Depreciation and amortization		(9,809	)		(7,883	)		(36,761	)		(27,681	)
Amortization of purchased intangible assets		(904	)		(385	)		(3,062	)		(1,539	)
Stock-based compensation		(6,358	)		—			(19,476	)		—
Acquisition related expenses		(711	)		—			(2,014	)		—
Strategic and financial restructuring expenses		(146	)		(1,823	)		(3,760	)		(5,170	)
Adjustment to tax receivable agreement liability		(6,215	)		—			(6,215	)		—
Equity in net income of unconsolidated affiliates		(4,805	)		(3,636	)		(16,976	)		(11,968	)
Deferred compensation plan expense		(1,972	)		—			(1,972	)		—
		62,324			64,402			260,789			267,655
Pro forma adjustment for revenue share post-IPO		—			39,663			41,263			105,012
Operating income	$	62,324		$	104,065		$	302,052		$	372,667
Reconciliation of Non-GAAP Adjusted Fully Distributed Net Income:
Non-GAAP Adjusted Fully Distributed Net Income (pro forma):
Net income (loss) attributable to shareholders	$	8,879		$	(797	)	$	28,332		$	7,376
Pro forma adjustment for revenue share post-IPO		—			(39,663	)		(41,263	)		(105,012	)
Income tax expense		3,248			3,788			27,709			9,726
Stock-based compensation		6,358			—			19,476			—
Gain on sale of investment		(522	)		—			(38,372	)		—
Acquisition related expenses		711			—			2,014			—
Strategic and financial restructuring expenses		146			1,823			3,760			5,170
Adjustment to tax receivable agreement liability		6,215			—			6,215			—
Amortization of purchased intangible assets		904			385			3,062			1,539
Net income attributable to noncontrolling interest in Premier LP		57,281			104,726			303,336			369,189
Non-GAAP adjusted fully distributed income before income taxes		83,220			70,262			314,269			287,988
Income tax expense on fully distributed income before income taxes		33,288			28,105			125,708			115,195
Non-GAAP adjusted fully distributed net income (pro forma)	$	49,932		$	42,157		$	188,561		$	172,793

* Note that no pro forma adjustments were made for the three months ended June 30, 2014; as such, actual results are presented for the three months ended June 30, 2014.

Premier, Inc. Fourth-Quarter and Year-End Financial Results

Page 17 of 17

Supplemental Financial Information - Reporting of Net Income and Earnings Per Share

Reconciliation of Selected Non-GAAP Measures to GAAP Measures

(Unaudited)

(In thousands)

	Three Months Ended June 30,						Year Ended June 30,
	2014*			2013			2014			2013
Reconciliation of numerator for GAAP EPS to Adjusted Fully Distributed EPS
Net income (loss) attributable to shareholders after adjustment of redeemable limited partners’ capital to redemption amount	$	491,389		$	(797	)	$	(2,713,256	)	$	7,376
Adjustment of redeemable limited partners’ capital to redemption amount		(482,510	)		—			2,741,588			—
Net income (loss) attributable to shareholders		8,879			(797	)		28,332			7,376
Pro forma adjustment for revenue share post-IPO		—			(39,663	)		(41,263	)		(105,012	)
Income tax expense		3,248			3,788			27,709			9,726
Stock-based compensation		6,358			—			19,476			—
Gain on sale of investment		(522	)		—			(38,372	)		—
Acquisition related expenses		711			—			2,014			—
Strategic and financial restructuring expenses		146			1,823			3,760			5,170
Adjustment to tax receivable agreement liability		6,215			—			6,215			—
Amortization of purchased intangible assets		904			385			3,062			1,539
Net income attributable to noncontrolling interest in Premier LP		57,281			104,726			303,336			369,189
Non-GAAP adjusted fully distributed income before income taxes		83,220			70,262			314,269			287,988
Income tax expense on fully distributed income before income taxes		33,288			28,105			125,708			115,195
Non-GAAP adjusted fully distributed net income (pro forma)	$	49,932		$	42,157		$	188,561		$	172,793
Reconciliation of denominator for GAAP EPS to Adjusted Fully Distributed EPS
Weighted Average:
Common shares used for basic and diluted earnings per share		32,375			5,733			25,633			5,858
Potentially dilutive shares		194			—			124			—
Class A common shares outstanding		—			26,642			6,742			26,517
Conversion of Class B common units		112,511			112,608			112,584			112,608
Weighted average fully distributed shares outstanding - diluted		145,080			144,983			145,083			144,983
Reconciliation of GAAP EPS to Adjusted Fully Distributed EPS
GAAP income (loss) per share	$	15.18		$	(0.14	)	$	(105.85	)	$	1.26
Impact of adjustment of redeemable limited partners’ capital to redemption amount	$	(14.90	)	$	—		$	106.96		$	—
Impact of additions:
Pro forma adjustment for revenue share post-IPO	$	—		$	(6.92	)	$	(1.61	)	$	(17.93	)
Income tax expense	$	0.10		$	0.66		$	1.08		$	1.66
Stock-based compensation	$	0.20		$	—		$	0.76		$	—
Gain on sale of investment	$	(0.02	)	$	—		$	(1.50	)	$	—
Acquisition related expenses	$	0.02		$	—		$	0.08		$	—
Strategic and financial restructuring expenses	$	0.00		$	0.32		$	0.15		$	0.88
Adjustment to tax receivable agreement liability	$	0.19		$	—		$	0.24		$	—
Amortization of purchased intangible assets	$	0.03		$	0.07		$	0.12		$	0.26
Net income attributable to noncontrolling interest in Premier LP	$	1.77		$	18.27		$	11.83		$	63.02
Impact of corporation taxes	$	(1.03	)	$	(4.90	)	$	(4.90	)	$	(19.66	)
Impact of increased share count	$	(1.20	)	$	(7.06	)	$	(6.06	)	$	(28.31	)
Non-GAAP earnings per share on adjusted fully distributed net income - diluted	$	0.34		$	0.29		$	1.30		$	1.19

* Note that actual results are presented for the three months ended June 30, 2014.

# # #

EX-99.2

Exhibit 99.2

FISCAL 2014 FOURTH-QUARTER CONFERENCE CALL TRANSCRIPT

AUGUST 25, 2014 / 05:00 PM EST

On August 25, 2014, Premier, Inc. hosted a conference call to discuss financial results for the fiscal 2014 fourth quarter, ended June 30, 2014. The following transcript is an interpretation of the statements made on the call. The actual conference call may have differed slightly.

CORPORATE PARTICIPANTS

Jim Storey Premier, Inc. – VP of IR

Susan DeVore Premier, Inc. – President & CEO

Craig McKasson Premier, Inc. – CFO

Mike Alkire Premier, Inc. – COO

Keith Figlioli Premier, Inc. – SVP of Healthcare Informatics

CONFERENCE CALL PARTICIPANTS

Lisa Gill JPMorgan – Analyst

Jamie Stockton Wells Fargo Securities – Analyst

Ryan Daniels William Blair & Company – Analyst

Sandy Draper SunTrust Robinson Humphrey – Analyst

Garen Sarafian Citi Investment Research – Analyst

Sean Dodge Jefferies & Co. – Analyst

Mohan Naidu Stephens Inc. – Analyst

PRESENTATION

Operator

Good afternoon. And welcome to Premier Inc.’s fiscal 2014 fourth-quarter and full-year earnings conference call. As a reminder, this conference call is being recorded. The call will be archived and available via webcast on the Company’s website in the section entitled Investors. For those participants who are joining us via webcast, please disable your popup blockers to ensure optimal viewing.

(Operator Instructions)

It is now my pleasure to turn the call over to the Company’s Vice President of Investor Relations, Jim Storey.

Jim Storey - Premier, Inc. - VP of IR

Thank you, Nakoa. And welcome everyone to Premier Inc.’s fiscal 2014 fourth-quarter conference call. Our speakers today are Susan DeVore, President and Chief Executive Officer, and Craig McKasson, Chief Financial Officer. With us also today is Mike Alkire, our Chief Operating Officer, as well as other executives from our management team. Susan and Craig will review the fourth quarter and full year’s performance, introducing financial guidance for fiscal 2015, and provide an update on the member owners’ Class B exchange process scheduled for October.

Before we get started, I want to remind everyone that copies of our press release and the supplemental slides accompanying this conference call are available in the Investor Relations section of our website at investors.premierinc.com. I also want to remind everyone that management’s remarks today contain certain forward-looking statements, and that actual results could differ materially from those projected today. These forward-looking statements speak as of today, and we undertake no obligation to update them. Factors that might affect future results are discussed in our filings with the SEC, and we encourage you to review these detailed Safe Harbor and risk factor disclosures.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 2 of 18

Please also note that where appropriate we will refer to non-GAAP financial measures such as adjusted EBITDA, segment-adjusted EBITDA, and adjusted fully distributed net income to evaluate our business. Reconciliations of non-GAAP financial measures to GAAP financial measures are included in our earnings release. Now let me turn the call over to Susan DeVore.

Susan DeVore - Premier, Inc. - President & CEO

Thanks Jim, and welcome everyone to our conference call. I’m happy to be here today with my colleagues to discuss our fiscal 2014 results and provide a comprehensive look into fiscal 2015. We’ve closed out what we believe was an extraordinary fiscal 2014 with a strong fourth quarter, marked by 4% net administrative fee revenue growth and 57% product revenue growth in our Supply Chain Services segment, combined with 15% revenue growth and 36% adjusted EBITDA growth in our Performance Services segment. More fundamentally, it has been an incredible year - incredible to witness the strides that this organization has made over the past year as we help our healthcare systems across the country truly transform the way they deliver care, the way they get paid and the better outcomes that they generate for the communities that they serve.

Looking at our full-year financial performance, we delivered strong results. On a pro forma basis, net revenue of $869 million increased 14% from the prior year, driven by a 14% rise in Supply Chain Services revenue and a 13% increase in Performance Services. Adjusted EBITDA of $351 million climbed 12% from the prior year, fueled by a 31% increase in Performance Services and a 9% rise in Supply Chain Services. And adjusted fully distributed net income totaled nearly $189 million, or $1.30 a share, a 9% increase from the prior year. We also generated cash flow from operations of more than $368 million, and we ended the year with available cash exceeding $540 million. And we substantially expanded our credit facility in the fourth quarter, which should provide increased financial flexibility as we continue to execute a focused and diligent acquisition strategy in the years ahead.

Speaking of acquisitions, we began putting some of our cash to work during the fiscal year, acquiring three strategically important companies and announcing two more just this month. We expect that these acquisitions will further embed Premier into our members’ performance improvement processes that are needed to transform themselves and allow them to thrive in the new healthcare delivery models. Finally, we continued to expand our footprint in both Supply Chain and Performance Services through integrated offerings that address the ongoing cost, quality, safety, and population health management challenges facing our members. In short, we accomplished what we set out to do.

The reason we’re growing and performing so well, and the reason I’m so optimistic about our future, is that we are working from the inside in a highly differentiated business model, and we believe that’s a sustained and winning position. We have a vast footprint of providers representing more than 3,000 hospitals and approximately 110,000 non-acute facilities. More than 60% of the US community hospital market has a relationship with Premier, and there’s opportunity to further expand these relationships and to create new ones.

Working from the inside also provides Premier with a unique perspective on the many challenges that are confronting provider systems today. Many of our systems are asking themselves, how do I survive today’s evaporating fee-for-service world while at the same time investing in and developing tomorrow’s care models, all while optimizing this transition period that we have along the way?

So lots of challenges confronting healthcare systems today. Reimbursement for both Medicare and Medicaid is on the decline and increasingly at risk. Cost management is an immediate imperative, and the industry is racing to consolidate for scale and efficiencies. Competition among technology and service providers is fierce. It’s noisy. It’s inflated with big promises around untested solutions, particularly in the spaces of data analytics and population health management.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 3 of 18

Health systems are rapidly running out of time to justify the significant investments that they’ve made in technology. They need the data to deliver actionable intelligence, and they need it now, not later. And they need integrated data for population health management to assess and manage their risk, to clinically integrate their provider networks, to preempt and manage chronic and complex conditions, and to quickly adapt to an advancing retail environment with a very different consumer than yesterday’s. We work on the inside to help healthcare systems address these daunting challenges.

First, we’re fundamentally changing the game in the supply chain. It’s one of healthcare’s largest cost drivers. By addressing challenges including inefficient work flow and fragmented technologies, we believe we are uncovering unprecedented savings and value for our members, and we’re leading a much needed disruption in this industry. As a result, we’re winning new members. We’re experiencing increased contract penetration of existing members on both the acute and the alternate site sides of our business.

We are tackling every element of the 20% to 30% of health systems’ costs that the supply chain arena represents, including everything from commodities to the highest cost and most elusive spend areas. These include physician preference, capital equipment, and specialty pharmacy. We’re doing this through our robust GPO contract portfolio, our specialty pharmacy, our analytic technology solutions, our direct sourcing company, and our recent acquisitions, SYMMEDRx and MEMdata.

We acquired SYMMEDRx earlier in fiscal year 2014 and have experienced three-fold growth in the use of this product since acquisition. Why? Well, it’s because we’re helping our members manage and standardize the notoriously high cost and difficult-to-manage area of physician preference. Our approach helps them identify the truly differentiated product from the commodity. And that enables us to drive down cost for the commodity-like products while providing advisory services, focused on appropriate utilization and procedural standardization, for the more advanced and differentiated products.

It’s worth noting that today SYMMEDRx has 58 members and 156 disease state engagements under contract, generating approximately $68 million in total cost savings. Put another way, SYMMEDRx is helping our members achieve double-digit cost savings on physician preference items, solely by focusing on pricing parity. And we believe the savings potential expands even further as we move into standardization.

We acquired MEMdata in April 2014 specifically to address the high cost area of capital equipment planning, sourcing, and analytics. The business already is generating broad interest from our member channel. We’ve added six member systems in the last two months, and we have a large sales pipeline.

As you are aware from our prior earnings calls, we generated significant growth in two other areas of diversification within the supply chain, direct sourcing and specialty pharmacy. Revenue from this part of our business grew by 47% in fiscal 2014, exceeding our expectations. So you can see we are systematically building full capabilities across the entire supply chain to integrate the pieces and attack every opportunity for savings for our customer base.

With that further diversification in mind today we announced our agreement to acquire Aperek, formerly Mediclick, a SaaS-based supply chain workflow and analytics company, for $48.5 million in cash. Aperek is a provider of leading healthcare supply chain solutions, and will be instrumental in helping us further automate all of the supply chain management processes. It’s a critical element to our longer term, all-in technology, data analytics, and services model. This is a buy versus a build decision for us. It will get us where we need to go more quickly and cost efficiently.

Turning now to the other comprehensive information technology capabilities that support our business, we are driving to become the data and analytics backbone for our members and for the wider healthcare industry. We’re doing this with technology, with data, with wraparound services required to improve cost, quality, and safety today while building the analytic infrastructure for population health management over the long term. Our progress over the past year can be measured across several examples of our expanding services and capabilities.

First, our core applications across the PremierConnect platform are growing. When you include our recently announced acquisition of TheraDoc, you can see on this accompanying slide that our safety, quality, labor, and supply chain solutions each are or soon will be in approximately 1,000 or more healthcare facilities. And the growth is continuing.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 4 of 18

Second, we are accelerating and enhancing our offerings through acquisitions. I’ve already discussed Aperek, SYMMEDRx, and MEMdata. In early August we agreed to acquire TheraDoc, a market-leading provider of clinical surveillance software. This acquisition increases our scale and access across healthcare providers, and brings together two leading companies with similar visions and strong capabilities in data analytics and real-time electronic clinical surveillance. Looking forward our pipeline of potential acquisitions remains active, and we have a dedicated team continuing to evaluate a number of opportunities in growth areas that we’ve identified.

Third, in our population health programs we’ve blossomed from a learning collaborative encompassing a few dozen health systems just a few years ago to a growing collection of integrated population health and analytics offerings. We’ve developed organic applications, as well as partnered with both Phytel and Verisk Health in this arena. And our capabilities today include claims analytics and risk stratification, patient outreach and care coordination, as well as bundled payment modeling and analysis, and the development of clinically integrated networks. Over the past fiscal year alone, we’ve developed over 130 population health agreements, representing a 65% increase in revenue across analytics and services. And the number of facilities represented across these agreements has increased to approximately 500, which is about a 25% increase from a year ago.

Fourth, our Medicare breakeven program continues to generate cost savings for our members and revenue for Premier. As our performance improvement specialists collaborate with our members to root out unjustified variation in areas like pricing, care delivery, resource consumption, clinical practice, all designed so that our members can survive and thrive in a declining Medicare reimbursement environment. In fiscal 2014 we engaged in 19 Medicare breakeven projects encompassing more than $220 million in targeted cost savings.

Lastly, in February we launched PremierConnect Enterprise, our cloud-based data warehouse and business intelligence platform. PremierConnect Enterprise is fully managed by Premier, enabling health systems to save millions of dollars by sharing the cost of building what otherwise would be individual data warehouses and enterprise data management capabilities. It supports the work being done by our members through a multifaceted platform that combines data warehousing with the ability to acquire, standardize, transform, and integrate big data, produce actionable analytics, and generate predictive insights. The warehouse manages data from multiple health information systems and data across the care continuum. We believe it is uniquely differentiated in that it is vendor and payer agnostic, and provides hard-to-find expertise in data management capabilities through the extension of Premier’s services. For Premier and for our members, PremierConnect Enterprise represents the ultimate all-in integrated solution, targeting the total cost challenge across the health system. It combines and customizes all of our Supply Chain and Performance Services capabilities into one comprehensive solution.

During the fourth quarter, three major health systems, all long-time members of the Premier alliance, further expanded their relationships with us by deploying PremierConnect Enterprise. University Hospitals, a $2.3 billion health system in Cleveland, Ohio, is a national leader in accountable care, operating one of the largest accountable care organizations in the country and a unique pediatric accountable care organization. Bon Secours, a $3.4 billion large IDN headquartered in Marriottsville, Maryland, plans to use PremierConnect Enterprise to access, integrate, and interpret its clinical, financial, and operational data to produce actionable, predictive, and prescriptive analytics. And Bay State Health, a $1.7 billion health system in Springfield, Massachusetts, expanded to a second PremierConnect Enterprise solution to support its new health informatics and technology innovation center.

Including our fourth quarter 2014 additions, our PremierConnect Enterprise collaborative now consists of nine of the nation’s leading healthcare organizations, as well as Premier and its industry partners IBM and the University of North Carolina at Charlotte. The other provider members are Bay State Health, Carilion Clinic, Carolina’s Healthcare System, Fairview Health Services, Mercy Health, and Texas Health Resources. These health organizations have a proven track record of redesigning care delivery so it’s more cost effective, patient-centered, and aligned with the transition to value-based care models including accountable care organizations. And we believe our PremierConnect Enterprise relationships with these health systems will continue to grow as their analytic needs expand. So I’m thrilled with the strides we made in fiscal 2014. And I’m confident we will drive more value for members and growth for this enterprise and its investors in fiscal 2015.

When I look back on the year and forward to the future, I see a company that is at the very heart of an industry transformation. I see a company mining massive amounts of seemingly disparate data and turning that data into actionable, innovative solutions for the rapidly evolving needs of its members. And I see a company that’s doing all of this from the inside, with a highly differentiated model that is delivering on these promises of growth, opportunity, and transformation. So with that, I’ll now turn the call over to Craig McKasson, our Chief Financial Officer.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 5 of 18

Craig McKasson - Premier, Inc. - CFO

Thank you, Susan. And welcome everyone to our conference call. I have a lot to cover, but before starting I want to reiterate Susan’s comments that we are extremely pleased with our results for the fourth quarter and fiscal year, and we believe we are extremely well positioned as we move into fiscal 2015. The breadth and diversity of our capabilities and offerings helped us achieve double-digit revenue and adjusted EBITDA growth for both the fourth quarter and the full fiscal year. We also generated significant cash flow, and we finished the year with a 40% consolidated pro forma adjusted EBITDA margin.

During this discussion, I will be comparing current fiscal fourth quarter results with last year’s results on a pro forma basis. The reconciliations with GAAP results are available in the press release we issued today, in the appendix of the supplemental slides accompanying this presentation, and in our Form 8-K filing with the SEC, which we expect to file soon.

Consolidated net revenues for the fourth quarter of $235.5 million increased 17% from a year ago. These results are comprised of $172.8 million contribution from our Supply Chain Services business segment, up 18% year over year, and $62.6 million from Performance Services, up 15% over the prior year. Looking at Supply Chain Services, our core GPO business delivered better than expected revenue growth in the fourth quarter, with net administrative fee revenue up 4%, driven by acute care and alternate site utilization and penetration improvement, as well as ongoing conversion of new members. Together, our direct sourcing and specialty pharmacy product businesses produced 57% top line growth in the quarter from a year ago.

In our Performance Services business we continued to experience double-digit revenue growth during the fourth quarter, due to new informatics SaaS technology subscription sales, including PremierConnect Enterprise, as well as increases in advisory services and performance improvement collaborative revenues, particularly in the population health arena. We continued to expand the use of our informatics products in our member base, and saw strong growth in advisory services in the quarter as our members continued to utilize our expertise in identifying and driving quality improvement and cost reduction in their systems. Additionally, as Susan noted, three major health organizations signed on for our PremierConnect Enterprise cloud-based data warehouse and business Intelligence platform during the fourth quarter. PremierConnect Enterprise is among our largest and most comprehensive analytics and service offerings, driving tremendous value for our members, with revenues from these engagements able to generate approximately $1 million per system when fully operational.

Looking again at consolidated revenue, GPO net administrative fee revenue for the fourth quarter represented 47% of total consolidated net revenue compared to 53% in the prior year quarter, and is now 49% of total net revenue for fiscal 2014 compared to 54% in the prior year. This is the intentional result of our Supply Chain Services diversification strategy as well as continued strong double-digit growth in Performance Services.

Adjusted EBITDA of $93.2 million for the quarter represents a 19% increase from year-ago pro forma numbers, with Supply Chain Services adjusted EBITDA increasing 15% and Performance Service adjusted EBITDA up 36%. As noted on our previous calls, our fourth quarter performance reflects stronger growth than prior quarters due to the anticipated back-end weighting in fiscal 2014, resulting partly from additional expenses incurred in the fourth quarter of the previous year.

Looking at bottom line performance, non-GAAP pro forma adjusted fully distributed net income totaled $49.9 million for the quarter, or $0.34 per fully diluted share, compared with $42.2 million, or $0.29 a share last year. That’s an 18% increase from a year ago. As I discussed on prior calls, because of our corporate structure and Class B share exchange process, we guide to adjusted fully distributed net income. This measure calculates income taxes at 40% on pretax income, assuming the entire Company is a taxable C-Corporation, and further assumes that all of the Company’s Class A and Class B common shares are held by the public and therefore included in the share count determination.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 6 of 18

From a liquidity and balance sheet perspective, cash flow from operations for fiscal 2014 totaled $368.1 million. And as of June 30, 2014, our cash, cash equivalents, and short- and long-term marketable securities totaled approximately $540.4 million, with no amount outstanding on our new five-year, $750 million revolving credit facility which we put in place near the end of our fiscal year. Capital expenditures of $55.7 million for the year compare with $42.4 million for the prior year, and were in line with our annual capital expenditure estimate. The increase in CapEx is mostly due to capitalized internally developed software, resulting from research and development activities to improve and expand our SaaS-based informatics technology products, including the launch of PremierConnect Enterprise, our data warehouse and business analytics offering launched earlier this year.

As we turn to guidance, we are introducing fiscal 2015 full-year guidance that reflects current expectations of revenue, adjusted EBITDA, and adjusted fully distributed earnings per share growth. Our guidance depends on certain key assumptions in each segment, as I will discuss. As you can see, this guidance contemplates the potential for continued double-digit percentage gains in consolidated net revenue and adjusted EBITDA.

Our fiscal 2015 full-year guidance is as follows. Supply Chain Services segment revenue of $688 million to $707 million, reflecting growth of 8% to 11% from prior-year pro forma segment revenue. Performance Services segment revenue of $281 million to $288 million, reflecting growth of 21% to 24% from the prior year. Together, these produce consolidated net revenue of $969 million to $995 million, representing a gain of 11% to 14% from pro forma net revenue for the prior year. We expect non-GAAP adjusted EBITDA to be in the range of $379 million to $390 million, reflecting an 8% to 11% year-over-year increase from prior year, and non-GAAP adjusted fully distributed earnings per share is estimated at $1.39 to $1.44, up 7% to 11% from prior year pro forma results.

This guidance is based on key assumptions and expectations as follows. In Supply Chain Services, our guidance anticipates continued low- to mid-single digit percentage growth in administrative fee revenues, driven by new member growth, increased penetration of existing members’ acute and non-acute supply chain spend, as well as the benefit of the ramp-up of new member conversions over the past 12 to 18 months that we have previously discussed, as well as the continuation of our high GPO retention rates. Our guidance also assumes strong 15% to 20% revenue growth in our direct sourcing and specialty pharmacy businesses, which is in line with our anticipated longer-term growth expectations for these start-up businesses, following the ramp-up and significant percentage growth that occurred in fiscal 2014.

In the Performance Services segment, the double-digit revenue guidance range assumes strong revenue growth driven by integrated offerings of the Company’s SaaS informatics technology products, including PremierConnect Enterprise, growth in advisory services and performance improvement collaboratives, and the continuation of our high SaaS institutional renewal rate, as well as contributions from our acquisitions.

Our Performance Services revenue guidance includes approximately $20 million in anticipated fiscal 2015 GAAP revenue contribution from the acquisitions of TheraDoc and Aperek, which we expect to close in the current quarter. This amount reflects the impact of deferred revenue adjustments in purchase accounting. GAAP rules related to the purchase of technology companies do not allow us to carry forward deferred revenue, and ultimately recognize revenue that was deferred by these companies prior to their acquisition, if significant future performance obligations are not required. We do not plan to disclose an adjusted revenue performance metric. Excluding contributions from these two acquisitions, our Performance Services segment continues to grow at double-digit levels as we have previously indicated in the Company’s growth expectations. Our guidance does not include contributions from any significant future acquisitions that may occur during fiscal 2015.

In developing our guidance, we also factored in that approximately $898 million in estimated revenue is available under contract for fiscal 2015. This represents more than 90% of our revenue guidance range, and is based on our high GPO retention and SaaS institutional renewal rates of 99% and 94%, respectively, achieved in fiscal 2014. The three-year average for our GPO retention rate is 97% and our three-year average SaaS institutional renewal rate is 94%. We do plan to continue to share these performance metrics with you on an annual basis moving forward. Finally, our guidance contemplates capital expenditures of approximately $63 million for the year, which represents 6% to 7% of total net revenue, an adjusted EBITDA margin approximating 40% of net revenue, and free cash flow in the range of 30% to 40% of adjusted EBITDA. As mentioned earlier, our adjusted fully distributed net income calculation reflects an effective tax rate of 40%.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 7 of 18

While we do only provide annual financial guidance, I want to offer some additional color regarding the trend of performance expectations during the year. First, while our business does not generally experience significant seasonality, we do have some modest historical variability in quarterly GPO administrative fee revenues. We expect to generate first-quarter administrative fee growth on a year-over-year basis, but our first quarter administrative fee revenue tends to be lower sequentially than the fourth quarter each year, due to the timing lag of cash correlated with seasonal purchasing activity patterns by our members.

Additionally, this year we have expenses being incurred in the first quarter associated with operating as a public company that did not exist in last year’s first quarter, which was prior to our IPO. Together, we expect these two factors to produce first-quarter adjusted EBITDA percentage growth at a mid-single digit level, but we expect profitability to return to higher levels for the balance of the fiscal year, enabling us to deliver the full-year adjusted EBITDA growth reflected in our guidance.

I would like to conclude my prepared remarks with a brief update on our upcoming exchange process. As we have discussed with the investor community, our Company is currently owned approximately 22% by the public and 78% by our member health systems. As part of our reorganization and IPO, our member health systems will become eligible to exchange 1/7 of their Class B equity ownership into Class A common shares or cash on October 31 of each of the next seven years, with quarterly exchange dates occurring each October 31, January 31, April 30, and July 31. The exchange process includes a right of first refusal, in which other health system member owners or Premier have an ability to purchase the Class B equity ownership prior to exchange into Class A common stock or cash. Following the right of first refusal process, the exchange will occur, and depending on the number of shares being exchanged, the Company may facilitate an underwritten Company-directed offering on behalf of its member owners.

For October 31, 2014, the exchange process has been initiated, but is still in the early phase. We can state that approximately 70 of our 180 member health systems have preliminarily indicated a potential amount of 6.7 million shares for exchange. Please note that these shares are subject to the right of first refusal process and the ability for members to retract their initial election prior to the exchange date. So while we do not know for certain the final number of shares that will come to market in October, we do know that there will be additional liquidity and float in our stock following the October 31 date.

Furthermore, if the number of shares being exchanged remains above approximately 5 million after the right of first refusal and retraction process, we are required to facilitate the sale of these health system member shares through an underwritten Company-directed offering. However, we will not be in a position to indicate the exact number of shares to be exchanged until early October. While the outcome of the exchange will create additional liquidity in the market, we believe the level of potential exchange also demonstrates the collective commitment of our member health systems to the long-term strategy of Premier. With that, let me turn the call back over to Susan.

Susan DeVore - Premier, Inc. - President & CEO

Thanks so much, Craig. Operator, we’re now ready to open the call for questions.

QUESTION AND ANSWER

Operator

(Operator Instructions)

Your first question comes from the line of Lisa Gill with JPMorgan Securities.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 8 of 18

Lisa Gill - JPMorgan - Analyst

Thanks very much, and good afternoon, everyone. I thought I would just first start with the outsized performance from direct sourcing and specialty in the quarter. Can you maybe talk about what you’re seeing there? Is it a specific drug, for example, like a Solvadi, that’s really driving that? Or are you starting to see your member hospitals buy into your specialty offering in the marketplace? How do we think about that?

Mike Alkire - Premier, Inc. - COO

This is Mike Alkire. In general, Lisa, it’s really the penetration into our market. So, we’ve seen a lot of uptake with our healthcare systems taking advantage of the program itself. But it’s not necessarily directly related to one drug or one product. And the direct sourcing — we’ve had a lot of growth, not only in the acute setting, but we’re also beginning to see some nice growth in the non-acute setting as well.

Lisa Gill - JPMorgan - Analyst

And then, Craig, thank you for the color around the revenue side of some of the acquisitions. But can you help us understand the drivers of the upper and lower end of your guidance for 2015? And is there any contribution in the EBITDA line from these acquisitions?

Craig McKasson - Premier, Inc. - CFO

Sure. So, relative to the range of guidance, what I would share from a perspective of lower and upper range is, obviously to the extent that we do see increasing and improved utilization, which drives GPO participation, that could move us to the higher end of the range. If we saw a stall in utilization, that could actually keep us in the lower end of that range.

We also continue to monitor and think that the impacts of industry consolidation could impact our range, in terms of, if we’re the benefit of some of that consolidation, it could drive higher levels of performance in terms of hitting on the upper end of that. I think that the integration and success of the businesses and acquisitions that we’ve done will help us drive to the upper end of the performance range as well. And then the population, and as other IT markets continue to grow and expand, that gives us opportunities on the upside.

Relative to the acquisitions, there are nominal EBITDA contributions from those businesses in the early phase, as we migrate and work them into our overall Business, but we do expect good accretion in future years as we integrate them into our PremierConnect platform, and all the associated offerings and capabilities that go along with that.

Lisa Gill - JPMorgan - Analyst

Craig, could you remind us what your base case is for utilization for 2015?

Susan DeVore - Premier, Inc. - President & CEO

Our base case for utilization — so, what we’re seeing in terms of hospital utilization, Lisa, is that what you’re asking?

Lisa Gill - JPMorgan - Analyst

Yes. I’m just trying to figure: Is your base case that you expect utilization to be low-single digits? Is it that you expect utilization to be flat — nothing? I’m just trying to get an understanding of where the base is.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 9 of 18

Susan DeVore - Premier, Inc. - President & CEO

On the administrative fee side, we’re projecting low- to mid-single-digit growth in the administrative fees, mostly tied to both acute and alternate site growth.

Craig McKasson - Premier, Inc. - CFO

Yes, and on utilization, Lisa, what we’re continuing to see is obviously more tepid growth in the inpatient setting, but expanding growth and utilization in the outpatient and alternate site locations.

Lisa Gill - JPMorgan - Analyst

Great. Thanks for all the comments. I appreciate it.

Susan DeVore - Premier, Inc. - President & CEO

Thanks, Lisa.

Operator

Your next question comes from the line of Jamie Stockton with Wells Fargo Securities.

Jamie Stockton - Wells Fargo Securities - Analyst

Thanks for taking my questions. Craig, maybe just a follow-up on one of Lisa’s, as far as the EBITDA contribution from the acquisitions. You said that you’re not going to make an adjustment to GAAP revenue to reflect the purchase accounting adjustments. Is there going to be an adjustment to EBITDA when you guys look at your adjusted EBITDA number, or your adjusted EPS, essentially the revenue that you’re not capturing? Will we see it added back to the adjusted numbers on the bottom line?

Craig McKasson - Premier, Inc. - CFO

Yes, Jamie. We are expecting, since we do provide an adjusted EBITDA metric, that we will adjust for that deferred revenue adjustment in our information.

Jamie Stockton - Wells Fargo Securities - Analyst

Okay. That’s great.

And then, Susan, maybe if you want to take this one — I don’t know. A couple of these acquisitions recently — the Aperek and the TheraDoc deals — seem to be a little bigger. I know that you guys have talked about — like you mentioned in your prepared remarks with SYMMEDRx that you bought that business and you’ve really leveraged your footprint to grow it significantly. With these bigger companies — is it essentially the same strategy, just maybe off of a little bit bigger base?

Or is there a broader: Hey, we want to build this platform for hospitals, and this was an important piece that we needed to get, and yes, it’s already got decent utilization, but it was still important for us to bring it into the portfolio?

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 10 of 18

Susan DeVore - Premier, Inc. - President & CEO

Right. Because we did five, Jamie, some of them were — all of them were very strategically important. We do have the same philosophy, which is what we are trying to do is integrate these pieces, and they’re not standalone, if you will. And so for each one, there’s a part of the overall vision that we’re putting together.

So, when we did SYMMEDRx, it was because a big challenge for health systems exists in physician preference; likewise for MEMdata. When we acquired Aperek, the logic there is underlying infrastructure for supply chain workflow, which is critical to the all-in supply chain technology platform.

When you think about TheraDoc, TheraDoc was a number-one market player in safety. The combination of their capabilities and ours, and the eventual best-in-breed sort of, of both in an integrated way, plus the fact that we got 400 new customers that we do not interact with at all. So, it’s an integration strategy; it’s a growth strategy. And Meddius was more of an internally strategically important acquisition that allowed us to have a data acquisition engine for this data that we want to exist on this consolidated integrated platform.

So, I know that was a — lots of answers to the question, but it’s all in keeping with this overall strategy of integrated data on a platform; solving all of the cost, quality, safety, and population health needs of our membership. But they do it in different ways.

Jamie Stockton - Wells Fargo Securities - Analyst

With the Aperek deal and the TheraDoc deal, given that those do have — I guess, maybe more TheraDoc — a decent revenue base from the start, is it accurate to say that there’s still the majority of the market that is a greenfield opportunity for what those businesses are selling today?

Susan DeVore - Premier, Inc. - President & CEO

Yes. So, we think, I think it’s maybe almost 50% of the market that’s still not fully penetrated in safety applications. And we think a large part of the market is not connecting all of this supply chain, labor, quality, safety. And so, you’ll see us, I think, continue to acquire specific capabilities and also infrastructure connectivity capabilities.

Jamie Stockton - Wells Fargo Securities - Analyst

Okay. That’s great. Thank you.

Susan DeVore - Premier, Inc. - President & CEO

Thanks, Jamie.

Operator

Your next question is from the line of Ryan Daniels with William Blair & Company.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 11 of 18

Ryan Daniels - William Blair & Company - Analyst

Thanks for taking my questions. Craig, maybe I’ll start with one for you. In your prepared comments, you talked a little bit about PremierConnect, and the fact that that can drive up to $1 million in annual sales, once fully deployed. Can you talk a little bit, number one, about how long that can take to reach that fully deployed level? And then number two, what some of the variables might be through the year to get your clients there?

Craig McKasson - Premier, Inc. - CFO

Sure, Ryan. So, relative to — and this is for PremierConnect Enterprise, which is our enterprise data warehouse and business analytics platform. We typically have an implementation period of approximately 60 to 90 days before we’re recognizing revenue from that. It can depend based on the number of facilities across the system that they’re implementing, but that’s typically the implementation time period that we see. In terms of variables, the only thing I would say is obviously member readiness to participate and actually expand that across the footprint that they’re trying to do in order to enable the analytics capabilities.

Keith Figlioli is with us here today. So, Keith, I don’t know if there’s any additional color you would provide.

Keith Figlioli - Premier, Inc. - SVP of Healthcare Informatics

No, I think that suffices. I think the other side of this is also potential upside for us as well, where we can add value-added modules as members start taking a hold of that across their operations.

Ryan Daniels - William Blair & Company - Analyst

Okay, that’s helpful color. Given that that appears to be a nice part of the growth in the segment going into 2015, can you talk a little bit about, one, how the pipeline for the enterprise solution is ramping up? And then, I’m curious if you think that’s something that only your bigger customers, which are some of the marquee clients you signed already, are interested in? Or are you seeing the pipeline percolate with some of your smaller members as well?

Keith Figlioli - Premier, Inc. - SVP of Healthcare Informatics

It’s Keith again. I think it’s actually — what we’re seeing is up and down the market. So, we’re seeing some of the earlier ones that we’re announcing, sort of to your point, some of the larger members. But we’re also seeing a growing need sort of at the mid-market, and even some of our smaller members, because they don’t have the ability to go, one, recruit that level of expertise, let alone take on that kind of infrastructure build. So, we do see this as a nice play sort of up and down the markets.

Ryan Daniels - William Blair & Company - Analyst

Okay. That’s helpful.

And then, Craig, when you talked about the potential share exchange, I think you mentioned that 70 of 180 members have, at least initially, expressed some interest in offering shares. Is that just the 70 of 180 you’ve canvassed, or does that mean there’s 90 that have not expressed interest in doing that?

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 12 of 18

Craig McKasson - Premier, Inc. - CFO

Great question, Ryan. So, we canvassed all members, and all of our 180 needed to provide a response. Approximately 70 indicated an initial election to exchange. By virtue of that, 110 decided they did not want to exchange any shares as part of this October 31 exchange date.

Ryan Daniels - William Blair & Company - Analyst

Okay, perfect. And then, I guess last question for you — just a numbers one. I don’t know if you have this, but do you have the year-end customer counts? You provided it in some past quarters, and I guess I’m most interested in the supply chain members that have not yet purchased a Performance Services solution to see the potential cross-sell opportunity. Any chance we can get that?

Susan DeVore - Premier, Inc. - President & CEO

Ryan, we showed the number of applications in each of the buckets: safety, labor, clinical quality. And so, we are refining now the calculation of cross-selling because with TheraDoc and with Aperek, we have picked up a substantial number of new members who had not previously interacted with Premier. And so, that sort of changes the whole game. And at the same time, because that metric didn’t reflect upselling — it only reflected cross-selling — we’re continuing to think we need to come up with a new way of measuring that. It did grow from 34% to 36% in the old metric, and remember that was just measuring if somebody bought one thing on both sides of the equation.

Ryan Daniels - William Blair & Company - Analyst

Okay. That’s helpful. Thank you so much.

Operator

Your next question comes from the line of Sandy Draper with SunTrust Robinson Humphrey.

Sandy Draper - SunTrust Robinson Humphrey - Analyst

Thank you very much. Hopefully you can hear me. I’m in an airport on a cell phone. So, there may be some background noise.

The first question, I guess, is maybe a little bit of a follow-up to Lisa’s question. There’s been some chatter out in the market, as one of your primary competitors on the public GPO side had a lower growth in the net admin fees. You guys obviously had a little bit better result. It seems to me a lot of this may be due to, as you’re bringing on new members, and again, high customer retention, I can’t imagine your underlying utilization numbers are different. But I wondered if you had any comment, not on the competitor, but just on that mix of retention versus bringing people on versus underlying utilization to help frame that; that would be my first question, thanks.

Susan DeVore - Premier, Inc. - President & CEO

Sandy, we had 99% retention. We added new members. We converted and ramped up the new members that we added over the last 12 months or so. And we saw the ups and downs of utilization.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 13 of 18

We do think that the Affordable Care Act and the economy in general is continuing to drive some additional outpatient and ambulatory utilization. But from our perspective, we were sort of hitting on all cylinders, meaning, high retention, good growth, good conversion, good penetration of the portfolio. So, that’s how we would explain our fourth-quarter and year-end results from an admin fee perspective.

Sandy Draper - SunTrust Robinson Humphrey - Analyst

Okay. That’s really helpful. I appreciate that commentary.

Maybe a follow-up to that: When you think about the higher levels of compliance, I would imagine there’s some deviation, but when you see people now getting more compliant with the GPO, are there any consistent areas hospitals are doing, or is it really very hospital to hospital, someone hasn’t been doing product X well, and so they’re focusing on it? Are there targeted areas that we can really look at and say: Hey, for the next two or three years, these are serious targeted areas of increased compliance? Thanks.

Susan DeVore - Premier, Inc. - President & CEO

So, Mike, why don’t you give some color on that?

Mike Alkire - Premier, Inc. - COO

Just very quickly, Sandy, for the most part, we’re seeing a lot of the higher compliance in the non-traditional areas. So, these would be areas like facilities, IT, purchased services, and then the alternate sites. So, we’ve seen very, very nice expansion in those areas. We still have very, very strong penetration and growth within our food program, as well as our other med/surgery areas. But if I could just point to one area, it would be in the non-traditional areas.

Susan DeVore - Premier, Inc. - President & CEO

Sandy, what we are attempting to do, and I think successfully doing with the SYMMEDRx addition, and also the MEMdata addition, not only are they driving savings in analytics for our members, but they’re also helping us penetrate those portfolios in a different way now.

Sandy Draper - SunTrust Robinson Humphrey - Analyst

Great. Okay. Thanks so much. I appreciate it, and congratulations on the quarter. And also thanks, Craig, for all the details in the guidance. That was all very helpful.

Susan DeVore - Premier, Inc. - President & CEO

Thanks, Sandy.

Operator

Your next question comes from the line of Garen Sarafian with Citi Investment Research.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 14 of 18

Garen Sarafian - Citi Investment Research - Analyst

Good afternoon, everyone. Thanks for taking the questions. First, to tie up a loose end on a prior question, how much of your overall sales is sensitive to utilization?

Susan DeVore - Premier, Inc. - President & CEO

Garen, we don’t measure it that way. Actually, we have so many components to our overall utilization, we think that there — as I said earlier, there’s been an increase in the outpatient piece of utilization over the last several months. Inpatient continues to decline, based on the data that we have. We do think that the 6 million, 7 million folks picked up through the exchanges and through Medicaid expansion are having an effect on utilization.

The challenge the health systems have is that there’s a corresponding reduction in the payment per patient. And so, they are facing labor cost increases and supply chain cost increases that they’re needing help with as well. But it’s a lot of pieces, and we don’t view the utilization piece as the major driver of the performance in our admin fee revenue; it’s just one of many.

Garen Sarafian - Citi Investment Research - Analyst

Okay, fair enough. Focusing on your outlook then, maybe on your supply chain services — a couple months ago at Investor, you guys were stating how, long term, it would be double-digit revenue growth. But the midpoint’s just a little bit below it. Maybe I’m reading too much into it, but could you elaborate a bit as to what you’re seeing in the market today that is a little bit below the long-term trend that you guys have recently discussed? I’m just trying to figure out: Is it something you guys are seeing in utilization, or are you guys just being initially conservative? Just if you could shed a little bit more color.

Craig McKasson - Premier, Inc. - CFO

Thanks, Garen. I don’t think that it changed; our overall outlook for the future in the supply chain services part of our business has changed. I think there’s been a couple of factors that have contributed to it.

We had outpaced expectations for our product revenues in supply chain services this year. And so, as I discussed, the growth rate moving forward is at a little bit more normalized level than we would have seen had that trajectory not exploded quite like it did in fiscal 2014. Our perspective on the GPO side of the business is consistent with what we’ve traditionally stated, which is kind of low- to mid-single-digit growth with a combination of slower acute care growth and faster alternate site or non-acute care setting growth from a GPO perspective.

Susan DeVore - Premier, Inc. - President & CEO

We are targeting double digit, though, for the supply chain services segment, Garen.

Garen Sarafian - Citi Investment Research - Analyst

Okay. And then, lastly, on just overall visibility, which — I’m getting 91% visibility to the midpoint of your overall sales guidance, which seems impressive. But I don’t really have a baseline for it. So, I’m just wondering: Could you share any more on how you have calculated this historically in the past, which gives you enough comfort that this is reasonable, or even maybe conservative as a starting point?

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 15 of 18

Craig McKasson - Premier, Inc. - CFO

The data point I would give you is, if we were to rewind the clock 12 months and be doing this heading into fiscal 2014, we had 90% visibility to our revenue range at that time as well.

Garen Sarafian - Citi Investment Research - Analyst

Okay, that’s useful. All right, great. Thank you very much. Congrats on a nice quarter.

Craig McKasson - Premier, Inc. - CFO

Thanks.

Susan DeVore - Premier, Inc. - President & CEO

Thanks, Garen.

Operator

Your next question comes from the line of Sean Dodge with Jefferies & Company.

Sean Dodge - Jefferies & Co. - Analyst

Good afternoon. Thanks for the question. Craig or Keith, just to make sure I’m clear on the answers you’d given to Ryan’s questions about PremierConnect Enterprise, are those deals that have been signed so far that include PremierConnect Enterprise also typically being patched with several other solutions, so the contribution from Enterprise alone is worth up to $1 million, but the value of the total deal is something larger than that? Am I understanding that correct?

Craig McKasson - Premier, Inc. - CFO

The way to think about it is: you get a base platform fee in terms of sort of out-of-the-box enterprise data warehouse and the cloud, which can be up to near $1 million. And then we actually are building additional value-added modules on top of that.

And then there’s one other opportunity as well, which we can wrap around hard-to-find people to help them make some of the transformation that they need to make, as well as do some of the enterprise data management capabilities. It’s got a multi-pronged facet to not only getting to the $1 million number quoted, but also getting potential upside above and beyond that.

Susan DeVore - Premier, Inc. - President & CEO

Several of them, Sean, are using existing applications. And so, the renewal rates for those applications, and if they’re not using those applications, the ability to fold in applications that we already have, in addition to the modules that Keith talked about.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 16 of 18

Sean Dodge - Jefferies & Co. - Analyst

So, this is — it’s an important tool in its own right, but the real benefit should be in its driving proliferation of your other modules on top of it over time?

Susan DeVore - Premier, Inc. - President & CEO

It’s both, yes.

Sean Dodge - Jefferies & Co. - Analyst

Okay. And then, Craig, what’s Premier’s interest in, or appetite for, buying back some of the shares that are expected to come to market in October?

Craig McKasson - Premier, Inc. - CFO

It’s a great question, Sean. Actually, at this point in our life cycle, we do not anticipate that we would be buying back shares through this exchange process. Obviously, we will always look at the best use of capital. But given that we just went public less than a year ago, at this point in time, we think the best use is for the shares that go through the exchange process and are not repurchased through the right of first refusal or retracted, actually go to the market and increase the liquidity in the marketplace.

Sean Dodge - Jefferies & Co. - Analyst

Very good. Thanks, again, and congratulations on the quarter.

Susan DeVore - Premier, Inc. - President & CEO

Thank you.

Operator

Your final question comes from the line of Mohan Naidu with Stephens.

Mohan Naidu - Stephens Inc. - Analyst

Thank you very much for taking my questions. Susan, quickly on alternate GPO contracts that you were talking about, how different is a acute care contract versus an alternate GPO contract? Is it material difference to your numbers, or how you contract with the clients?

Susan DeVore - Premier, Inc. - President & CEO

So, the chassis is built, and the contract portfolio is the same with some differences because it’s alternate site versus acute care. The good news is they can use the same contract portfolio.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 17 of 18

The contracts generally are for smaller, less sophisticated users or clients. And so, the growth here is because it’s a big volume of them. And we have a field force and we’re embedded in these geographies. And we have an interest in — a 50% interest in a company called Innovatix, which is owned jointly by us and Greater New York.

So, we have multiple avenues for going to the market, and it’s definitely a volume game as it relates to alternate site players. We also have announced recently some large sort of national organizations that are alternate site in nature, like Meals on Wheels and some of the others that we’ve announced over the year. But it’s definitely a volume play.

Mohan Naidu - Stephens Inc. - Analyst

Got it. On the population health, you guys are obviously getting a lot of traction. Help us understand who you see as the competition when you go in and try to sell your collaborator or your technology platform there, and how you differentiate your services there?

Susan DeVore - Premier, Inc. - President & CEO

From our perspective, we don’t see a lot of people out there who are putting together all the pieces the way that we’re putting them together. So, what I would say is, we see one-off competitors for pieces, and we see competitors who describe capability, but when you really dig down underneath to see how much data they really have, how much claims they really have and what’s coming through a real platform, it’s less clear. And so, we’re after this space that says connect your quality data, your supply chain data, your labor data, your ambulatory data, your claims data on a platform in a way that other people can’t connect it.

So, we don’t see a lot of competitors who have the real stuff in that way at this time. There are some who are making those investments.

Mohan Naidu - Stephens Inc. - Analyst

Great. One quick question, Craig, for you. On the SG&A, remind us: Is that a one-time event in Q4, that you see high SG&A? I’m not sure if you gave that information.

Craig McKasson - Premier, Inc. - CFO

What we had talked about previously with respect to Q4 was that in the previous year, FY13, we had some higher expenses, which is why we expected to see higher growth that ended up resulting in the current year. Moving into fiscal 2015, from a guidance perspective, I would not tell you there are anomalies from an SG&A perspective in terms of the business.

Mohan Naidu - Stephens Inc. - Analyst

That’s great. Thank you very much for taking my questions. Congrats again.

Susan DeVore - Premier, Inc. - President & CEO

Thank you.

PREMIER, INC.

Fiscal 2014 Fourth-Quarter Conference Call Transcript

Page 18 of 18

Operator

This concludes our question-and-answer session. I would like to turn the conference back over to Susan DeVore for closing remarks.

Susan DeVore - Premier, Inc. - President & CEO

So, thanks, everybody, for your continued interest in Premier, and in learning more about our Company and our vision. The healthcare industry is continuing to be dynamic and competitive. We believe we’re in a position to continue to successfully evolve our business as we innovate with our members, leveraging the data, leveraging the technology to move us forward. We’re really excited about our performance over the past fiscal year, and we look forward with optimism and confidence to fiscal 2015.

Just a few final thoughts before we close the call: So, here internally at Premier, we have an expression that everyone uses when we agree on something or we come to consensus in a way that we want to approach a challenge, and we call it stacking hands. And quite simply it means that we’re all in this together. And so, when I look back on fiscal 2014, I can tell you that the roughly 1,600 employees here at Premier stacked their hands on our vision, on the responsibility that we have to execute on the vision to improve the health of communities by transforming the way healthcare is delivered across the US.

I can tell you that our member owners stacked hands on the big decision to take our Company public, creating the structure that enables us to invest in the people and the technologies and the companies that we need to better address the challenges that our members face, not only today but in the future. I can tell you that our management team stacked hands on delivering the results, operationally and financially, for our members, for our employees and for our investors. And the bottom line is that we collectively at Premier have accomplished what we said we would do.

And so, when I look forward into 2015 and beyond, the steps we’ve taken, the hands we’ve stacked, so to speak, it’s brought us to a very good place. And we believe we’re well positioned to deliver on the goals that we’ve shared with you today because we are leading the transformation of healthcare, and we’re doing it from the inside of our member health systems. We’re operating with a highly differentiated business model. It provides multiple integrated solutions through an aligned member channel and numerous revenue drivers for our Company.

We’re stacking hands with our members, collaborating to develop and implement the solutions that we believe will meet and beat the many cost, quality, safety, and population health management challenges facing our industry today. So, our hands are stacked to produce another strong year, characterized by innovation, collaboration, progress, operational and financial growth, and we’re all in it together. So, thanks for listening, and we look forward to talking to you again soon. Bye-bye.

Operator

The conference is concluded. Thank you for attending today’s presentation. You may now disconnect.

EX-99.3

Fourth Quarter and Fiscal Year 2014

Financial Results and Update

August 25, 2014

Exhibit 99.3

1

Forward-looking statements and Non-GAAP financial

measures

—Certain

statements

made

during

this

conference

call

and

included

in

this

presentation, including, but not limited to, those related to our financial and business outlook, strategy and

growth drivers, acquisition activities and pipeline, revenue available under contract, and financial guidance

and

related

assumptions,

are

“forward-looking

statements.”

Forward-looking

statements

may

involve

known

and unknown risks, uncertainties and other factors that may cause the actual results of Premier to be

materially different from historical results or from any future results or projections expressed or implied by

such forward-looking statements. Accordingly, readers should not place undue reliance on any forward

looking statements. Readers are urged to consider statements in the conditional or future tenses or that

include

terms

such

as

“believes,”

“belief,”

“expects,”

“estimates,”

“intends,”

“anticipates”

or

“plans”

to

be

uncertain and forward-looking.

Forward-looking statements may include comments as to Premier’s beliefs

and expectations as to future events and trends affecting its business and are necessarily subject to

uncertainties,

many

of

which

are

outside

Premier’s

control.

More

information

on

potential

risks

and

other

factors

that

could

affect

Premier’s

financial

results

is

included,

and

updated,

from

time

to

time,

in

Premier’s

periodic

and

current

filings

with

the

SEC

and

available

on

Premier’s

website.

Forward

looking

statements

speak only as of the date they are made. Premier undertakes no obligation to publicly update or revise any

forward-looking statements.

defined

in

Regulation

G

under

the

Securities

Exchange

Act

of

1934.

Schedules

are

attached that reconcile

the non-GAAP financial measures included in the following presentation to the most directly comparable

financial measures calculated and presented in accordance with Generally Accepted Accounting Principles in

the United States. The press release attached as an Exhibit to our Form 8-K filed with the SEC in connection

with our earnings call, as well as our Form 10-K for the year ended June 30, 2014 to be filed shortly hereafter,

provides

further

explanation

and

disclosure

regarding

our

use

of

non-GAAP

financial

measures

and

should

be

read in conjunction with these supplemental slides.

Non-GAAP

financial

measures

Forward-looking

statements

—This

presentation

includes

certain

“non-GAAP

financial

measures”

as

Susan DeVore, President & CEO

Financial Highlights and Year in Review

3

Fiscal

2014

highlights

1

(1) Comparisons are pro forma. See Adjusted EBITDA, Segment Adjusted EBITDA and Adjusted Fully Distributed Net Income reconciliations to GAAP equivalents

in Appendix; pro forma reflects the impact of the company’s reorganization and initial public offering

Strong fourth quarter completes extraordinary year

Fourth-quarter net revenue up 17% and adjusted

EBITDA up 19%, driven by strength in both segments

Full-year net revenue up 14% to $869.3 million;

Adjusted EBITDA up 12% to $351.0 million

Strong cash position continues; over $540

million of cash & marketable securities at FY end

Expanded credit facility to $750 million, increasing

financial flexibility to support acquisition strategy

Executed focused and disciplined acquisition strategy

4

Member and

industry needs

Co-innovation

Intelligence to transform from the inside

Leadership in population health

Shared infrastructure

Premier strategic

differentiation

•

Total cost reduction

•

Quality improvement

across the continuum

•

Evolving delivery and

payment models

•

Actionable data and

information

Unique business model addresses industry challenges 

Helping health systems manage challenges, optimize

the transition, and build for the future….

…all

at

the

same

time

Scale

5

Changing the game to drive out costs, improve outcomes

SUPPLY CHAIN SERVICES

PERFORMANCE SERVICES

•

SaaS-based analytics products

in cost, quality, safety and

population health

•

Enterprise data analytics

platform

•

Collaboratives

•

Advisory services

With integrated data and analytics, collaboratives, supply chain

solutions, and advisory and other services, we are enabling better

care and outcomes at a lower cost.

Group purchasing, serving both

acute and alternate site

•

Direct sourcing

•

Specialty pharmacy

Physician preference items (PPI)

Capital planning

6

Strategic acquisitions serve members and drive revenue

growth opportunities

Member channel allows us to rapidly expand capabilities, enhances

speed to market and augments Premier’s unique technology platform

Fiscal 2014

Q1 FY15

Data acquisition and

integration-as-a-service

company

(October 2013)

(July 2013)

Physician preference

item (PPI) contract mgmt.

and data services

company

(April 2014)

Capital equipment

planning, sourcing &

analytics business

(August 2014)*

Provider of clinical

surveillance software

(August 2014)*

Healthcare

supply spend

visibility &

supply chain

analytics firm

*Expected to close in Q1 FY15, subject to customary conditions; There can be no assurance regarding the timing or ultimate closing of these acquisitions.

7

Aperek acquisition addresses supply chain workflow

Expected to close in first quarter of FY15, subject

to customary closing conditions

Provider of leading real-time healthcare supply

spend visibility and SaaS-based  supply chain

analytics

Provides opportunity to further automate supply

chain management processes

Purchase price of $48.5 million, subject to

closing price adjustments

8

Data-based analytics platform continues to grow

PLATFORM

BILLING

PURCHASING

CLAIMS

CLINICAL

FINANCIAL

ANY

DATA

Number of facilities under contract as of 6/30/2014

*includes

TheraDoc

and

Aperek

transactions,

expected

to

close

in

Q1

FY15,

subject

to

customary

conditions

Social business

~1,300 facilities*

~1,100 facilities

~1,280 facilities

~1,000 facilities*

~500 facilities

9 organizations

9

Continued growth trajectory with acquisition of TheraDoc

Expands clinical surveillance customer base

to approximately 1,000 facilities 

Market leading provider of clinical surveillance

software

Future opportunity to create a next-generation

safety

solution

built

on

PremierConnect

®

Purchase price of $117 million, subject to

closing price adjustments

Expected to close in first quarter of FY15,

subject to customary closing conditions

10

PHYSICIAN NETWORK

MANAGEMENT

POPULATION

ANALYTICS & RISK

MANAGEMENT

POPULATION

ENGAGEMENT

Subject Matter

Expertise

Collaboratives

Information

Technology

(SaaS-

based

Solutions)

POPULATION HEALTH

COLLABORATIVE

Shared Savings

Bundled Payments

Value-based Contracting

Clinical Integration

Network Development

ACO Readiness

PCMH

Care Management

Transitions in Care

Industry leader in driving population health solutions

PremierConnect

®

Enterprise & Data Alliance Collaborative

PCE

Private Warehouse

Partners

Added in

Q4 FY14

Fairview

Health

Services

Mercy

Health

Baystate

Health

Baystate

Innovation

Center

University

Hospitals

Bon

Secours

Health

System

IBM

UNCC

Verisk

Health

Phytel

Carillion

Health

System

Texas

Health

Resources

Carolinas

Healthcare

System

11

12

Unique customer alignment

Data-driven, technology enabled

Diversified growth engine

Compelling financial profile

Well positioned for fiscal 2015

Craig McKasson, Chief Financial Officer

Financial Review

14

15%

36%

Fourth-quarter consolidated and segment highlights

1

Consolidated

Net revenue (millions)

Supply Chain Services

Net revenue (millions)

Performance Services

Net revenue (millions)

Adjusted

EBITDA

(millions)

Adjusted EBITDA (millions)

Adjusted EBITDA (millions)

18%

15%

19%

(1)  See Adjusted EBITDA and Segment Adjusted EBITDA reconciliations to GAAP equivalents in Appendix; comparisons between fourth-quarter financial results

ended  June 30, 2014, and year-ago pro forma results have been adjusted to reflect the impact of the company’s reorganization and initial public offering.

$14.4

$19.5

Q4'13

Q4'14

$78.1

$93.2

Q4'13

Q4'14

$54.6

$62.6

Q4'13

Q4'14

$82.2

$94.4

Q4'13

Q4'14

$146.4

$172.8

Q4'13

Q4'14

$200.9

$235.5

Q4'13

Q4'14

17%

15

Non-GAAP pro forma adjusted fully distributed net income

1

•

Calculates income taxes at 40%

on pre-tax income, assuming

taxable C corporate structure

•

Calculates adjusted fully

distributed earnings per share,

assuming total Class A and B

common shares held by public

(1)  See pro forma adjusted fully distributed net income to GAAP

equivalents in Appendix; comparisons between fourth-quarter financial results ended  June 30,

2014, and year-ago pro forma results have been adjusted to reflect the impact of the company’s reorganization and initial public offering.

$0.29

$0.34

Non-GAAP earnings per share on fully distributed

net income

Q4'13

Q4'14

(in millions, except per share data)

$42.2

$49.9

18%

16

Cash flow and capital structure at June 30, 2014

Cash, cash equivalents and marketable

securities of $540.4 million

Capital expenditures of $55.7 million, up 31%

YOY primarily due to capitalized internally

developed software

Cash flow from operations of $368.1 million

$750 million five-year unsecured revolving

credit facility secured in June 2014

17

Fiscal 2015 guidance

1

1

As of fiscal 2014 fourth-quarter conference call, 08/25/2014. For non-GAAP measures, see reconciliations to GAAP

equivalents

in

Appendix.

Pro

forma

guidance

measures

are

“forward-looking

statements.”

For

information

regarding

the use and limitations of non-GAAP financial measures and forward-looking statements, see “Forward-looking

statements and Non-GAAP financial measures”

at the front of this presentation.

Premier, Inc. introduces full-year fiscal 2015 financial guidance:

(in millions, except per share data)

FY 2015

YoY Change

Pro Forma Net Revenue:

Supply Chain Services segment

$688 -

$707

8% -

11%

Performance Services segment

$281 -

$288

21% -

24%

Total Pro Forma Net Revenue

$969 -

$995

11% -

14%

Non-GAAP pro forma adjusted  

EBITDA

$379 -

$390

8 -

11%

Non-GAAP pro forma adjusted

fully distributed EPS

$1.39 -

$1.44

7-

11%

18

Fiscal 2015 guidance assumptions

Steady growth in Supply Chain Services

driven by:

Continued growth in Performance Services

driven by:

•

Demand for integrated offerings of SaaS-based

products, advisory services and collaboratives

•

Demand for offerings of recent acquisitions

•

Continuation of high SaaS institutional renewal

rates

•

Low to mid-single-digit growth in net

administrative fees revenue, driven by increase

in members and existing acute and alternate site

member GPO penetration

•

Continuation of high GPO retention rates

•

Strong

15%

-

20%

growth

of

direct

sourcing

and

specialty pharmacy

18

19

Additional performance metrics 

PERFORMANCE METRICS

FY 2015

FY 2014

3 Year Average

Revenue available under contract

$898M

---

---

GPO retention rate

(1)

---

99%

97%

SaaS institutional renewal rate

(2)

---

94%

94%

(1)

The retention rate is calculated based upon the aggregate purchasing volume among all members

participating in our GPO for such fiscal year less the annualized GPO purchasing volume for departed

members for such fiscal year, divided by the aggregate purchasing volume among all members

participating in our GPO for such fiscal year.

(2)

The renewal rate is calculated based upon the total number of members that have SaaS revenue in a

given period that also have revenue in the corresponding prior year period divided by the total number

of members that have SaaS revenue in the same period of the prior year.

20

Capital expenditures of ~$63M for the year

Adjusted EBITDA margin approximating

40% of net revenue

Effective tax rate of 40%

Additional fiscal 2015 guidance assumptions

Questions

Contact Investor Relations

Jim Storey

Vice President, Investor Relations

jim_storey@premierinc.com

Thank you

Appendix

24

Premier, Inc. supplemental financial information

(Unaudited, in thousands)

2014*

2013

2014

2013

Reconciliation of Pro Forma Net Revenue to Net Revenue:

Pro Forma Net Revenue

235,466

$        

200,938

$       

869,286

$      

764,278

$     

Pro forma adjustment for revenue share post-IPO

—

39,663

41,263

105,012

Net Revenue

235,466

$        

240,601

$       

910,549

$      

869,290

$     

Reconciliation of Pro Forma Adjusted EBITDA and Segment Adjusted

EBITDA to Net Income and Operating Income:

Net income

66,632

$          

103,496

$       

332,617

$      

375,086

$     

Pro forma adjustment for revenue share post-IPO

—

(39,663)

(41,263)

(105,012)

Interest and investment income, net

(378)

(366)

(1,019)

(965)

Income tax expense

3,248

3,788

27,709

9,726

Depreciation and amortization

9,809

7,883

36,761

27,681

Amortization of purchased intangible assets

904

385

3,062

1,539

Pro Forma EBITDA

80,215

75,523

357,867

308,055

Stock-based compensation

6,358

—

19,476

—

Acquisition related expenses

711

—

2,014

—

Strategic and financial restructuring expenses

146

1,823

3,760

5,170

Adjustment to tax receivable agreement liability

6,215

—

6,215

—

Gain on sale of investment

(522)

—

(38,372)

—

Other (income) expense, net

121

783

65

788

Pro Forma Adjusted EBITDA

93,244

$          

78,129

$         

351,025

$      

314,013

$     

Pro Forma Adjusted EBITDA

93,244

$          

78,129

$         

351,025

$      

314,013

$     

Depreciation and amortization

(9,809)

(7,883)

(36,761)

(27,681)

Amortization of purchased intangible assets

(904)

(385)

(3,062)

(1,539)

Stock-based compensation

(6,358)

—

(19,476)

—

Acquisition related expenses

(711)

—

(2,014)

—

Strategic and financial restructuring expenses

(146)

(1,823)

(3,760)

(5,170)

Adjustment to tax receivable agreement liability

(6,215)

—

(6,215)

—

Equity in net income of unconsolidated affiliates

(4,805)

(3,636)

(16,976)

(11,968)

Deferred compensation plan expense

(1,972)

—

(1,972)

—

62,324

64,402

260,789

267,655

Pro forma adjustment for revenue share post-IPO

—

39,663

41,263

105,012

Operating income

62,324

$        

104,065

$     

302,052

$    

372,667

$   

* Note that no pro forma adjustments were made for the three months ended June 30, 2014; as such, actual results are presented for the

three months ended June 30, 2014.

Three Months Ended

June 30,

Year Ended

June 30,

Supplemental

Financial

Information

-

Reporting

of

Pro

Forma

Adjusted

EBITDA

Reconciliation of Selected Non-GAAP Measures to GAAP Measures

and Non-GAAP Adjusted Fully Distributed Net Income

25

Premier, Inc. supplemental financial information

(Unaudited, in thousands)

2014*

2013

2014

2013

Reconciliation of Non-GAAP Adjusted Fully Distributed Net Income:

Non-GAAP Adjusted Fully Distributed Net Income (pro forma):

Net income (loss) attributable to shareholders

8,879

$              

(797)

$               

28,332

$         

7,376

$          

Pro forma adjustment for revenue share post-IPO

—

(39,663)

(41,263)

(105,012)

Income tax expense

3,248

3,788

27,709

9,726

Stock-based compensation

6,358

—

19,476

—

Gain on sale of investment

(522)

—

(38,372)

—

Acquisition related expenses

711

—

2,014

—

Strategic and financial restructuring expenses

146

1,823

3,760

5,170

Adjustment to tax receivable agreement liability

6,215

—

6,215

—

Amortization of purchased intangible assets

904

385

3,062

1,539

Net income attributable to noncontrolling interest in Premier LP

57,281

104,726

303,336

369,189

Non-GAAP adjusted fully distributed income before income taxes

83,220

70,262

314,269

287,988

Income tax expense on fully distributed income before income taxes

33,288

28,105

125,708

115,195

Non-GAAP adjusted fully distributed net income (pro forma)

49,932

$         

42,157

$        

188,561

$     

172,793

$    

* Note that no pro forma adjustments were made for the three months ended June 30, 2014; as such, actual results are presented for the

three months ended June 30, 2014.

Three Months Ended

June 30,

Year Ended

June 30,

Supplemental Financial Information - Reporting of Pro Forma Adjusted EBITDA

Reconciliation of Selected Non-GAAP Measures to GAAP Measures

and Non-GAAP Adjusted Fully Distributed Net Income

26

Premier, Inc. supplemental financial information

(Unaudited, in thousands)

2014*

2013

2014

2013

Reconciliation of numerator for GAAP EPS to Adjusted Fully Distributed EPS

Net

income

(loss)

attributable

to

shareholders

after

adjustment

of

redeemable

limited partners' capital to redemption amount

491,389

$       

(797)

$          

(2,713,256)

$ 

7,376

$          

Adjustment

of

redeemable

limited

partners'

capital

to

redemption

amount

(482,510)

-

2,741,588

-

Net income (loss) attributable to shareholders

8,879

(797)

28,332

7,376

Pro forma adjustment for revenue share post-IPO

—

(39,663)

(41,263)

(105,012)

Income tax expense

3,248

3,788

27,709

9,726

Stock-based compensation

6,358

—

19,476

—

Gain on sale of investment

(522)

—

(38,372)

—

Acquisition related expenses

711

—

2,014

—

Strategic and financial restructuring expenses

146

1,823

3,760

5,170

Adjustment to tax receivable agreement liability

6,215

—

6,215

—

Amortization of purchased intangible assets

904

385

3,062

1,539

Net income attributable to noncontrolling interest in Premier LP

57,281

104,726

303,336

369,189

Non-GAAP adjusted fully distributed income before income taxes

83,220

70,262

314,269

287,988

Income tax expense on fully distributed income before income taxes

33,288

28,105

125,708

115,195

Non-GAAP adjusted fully distributed net income (pro forma)

49,932

$       

42,157

$     

188,561

$   

172,793

$   

Reconciliation of denominator for GAAP EPS to Adjusted Fully Distributed EPS

Weighted Average:

Common shares used for basic and diluted earnings per share

32,375

5,733

25,633

5,858

Potentially dilutive shares

194

-

124

-

Class A common shares outstanding

-

26,642

6,742

26,517

Conversion of Class B common units

112,511

112,608

112,584

112,608

Weighted

average

fully

distributed

shares

outstanding

-

diluted

145,080

144,983

145,083

144,983

Reconciliation of GAAP EPS to Adjusted Fully Distributed EPS

GAAP income (loss) per share

$            15.18

$           (0.14)

$        (105.85)

$              1.26

Impact of adjustment of redeemable limited partners' capital to redemption amount

$           (14.90)

$                 -

$         106.96

$                  -

Impact of additions:

Pro forma adjustment for revenue share post-IPO

$                   -

$           (6.92)

$            (1.61)

$          (17.93)

Income tax expense

$               0.10

$            0.66

$              1.08

$              1.66

Stock-based compensation

$               0.20

$                 -

$              0.76

$                  -

Gain on sale of investment

$              (0.02)

$                 -

$            (1.50)

$                  -

Acquisition related expenses

$               0.02

$                 -

$              0.08

$                  -

Strategic and financial restructuring expenses

$               0.00

$            0.32

$              0.15

$              0.88

Adjustment to tax receivable agreement liability

$               0.19

$                 -

$              0.24

$                  -

Amortization of purchased intangible assets

$               0.03

$            0.07

$              0.12

$              0.26

Net income attributable to noncontrolling interest in Premier LP

$               1.77

$          18.27

$           11.83

$           63.02

Impact of corporation taxes

$              (1.03)

$           (4.90)

$            (4.90)

$          (19.66)

Impact of increased share count

$              (1.20)

$           (7.06)

$            (6.06)

$          (28.31)

Non-GAAP

earnings

per

share

on

adjusted

fully

distributed

net

income

-

diluted

$               0.34

$             0.29

$             1.30

$             1.19

* Note that actual results are presented for the three months ended June 30, 2014.

Three Months Ended

June 30,

Year Ended

June 30,

Supplemental

Financial

Information

-

Reporting

of

Net

Income

and

Earnings

Per

Share

Reconciliation of Selected Non-GAAP Measures to GAAP Measures