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M&A Announcement

Dec 20, 2024

Operator

Please be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker today, Bill Warmington, Vice President of Investor Relations. Please go ahead.

Bill Warmington
VP of Investor Relations, CCC

Thank you, Operator. Good morning, and thank you all for joining us today on short notice to discuss CCC's acquisition of EvolutionIQ, which we announced in the press release issued this morning. In addition, we have posted to our investor relations website a presentation with supplemental information on the proposed transaction. Joining me on the call are Githesh Ramamurthy, CCC's Chairman and CEO, and Brian Herb, CCC's CFO. The forward-looking statements we make today about the company's plans are subject to risks and uncertainties that may cause the actual results and implementation of the company's plans to vary materially. These risks are discussed in the earnings releases available on our investor relations website and under the heading "Risk Factors" in our 2023 Annual Report on Form 10-K filed with the SEC. Further, these comments and the Q&A that follows are copyrighted today by CCC Intelligent Solutions Holdings, Incorporated.

Any recording, retransmission, or reproduction for other use of the same, for profit or otherwise, without prior consent of CCC is prohibited and is a violation of the United States copyright and other laws. Additionally, while we will provide a transcript of portions of this call and we've approved the publishing of a transcript of this call by a third party, we take no responsibility for inaccuracies that may appear in the transcripts. Please note that the discussion on today's call includes certain Non-GAAP financial measures as defined by the SEC. The company believes these Non-GAAP financial measures provide useful information to management and investors regarding certain financial and business trends related to the company's financial condition and the results of operations. Thank you. Now I'll turn the call over to Githesh.

Githesh Ramamurthy
Chairman and CEO, CCC

Thank you, Bill. Good morning, and thank you for joining us. We are incredibly excited to discuss the acquisition of EvolutionIQ, the leading platform for AI-powered guidance in disability and injury claims management. We believe this combination is transformational for both our companies and brings together two leading AI-powered platforms to revolutionize how claims are resolved across the insurance economy, creating significant value for our customers, shareholders, and employees. On today's call, I'll discuss the strategic rationale for acquiring EvolutionIQ, how we believe this transaction accelerates our vision of delivering intelligent experiences across our customers and partners, augments our AI solutions portfolio, and significantly increases our addressable market. Brian will then discuss the financial rationale for the transaction and how it enhances our financial profile. Let me start with slide four of the deck we published this morning on our IR website.

As you know, our business today broadly serves two massive sectors: insurance and automotive, and we help manage a highly connected ecosystem of customers and partners in and across both. You've also heard me talk about intelligent experiences, our vision for combining artificial intelligence and event-based architecture, and the connectivity of our multi-sided network to help our customers achieve a step-change improvement in operating performance and consumer experience at scale. We are doing this today across our portfolio of AI-enabled solutions, bringing intelligent experiences to life for customers in estimating casualty and repairs. EvolutionIQ extends and accelerates this journey in several important ways. First, it deepens and broadens our existing insurance footprint, where we have been the partner of choice for our customers for many years.

Second, the EvolutionIQ technology platform represents the next leap in intelligent experiences overall, leveraging AI not just to help automate a particular task, but to actively guide claims professionals on the next best actions to take among hundreds or even thousands of possible tasks based on their unique configurations and rules. EvolutionIQ pioneered the use of next best action claims guidance in disability and workers' compensation and is rapidly expanding these capabilities to other insurance lines of business. What EvolutionIQ is doing, in many ways, is not just the future of insurance, but a preview of the future world of work. People and AI working together to drive better outcomes than humans or AI can produce independently.

The results have been transformational, enabling injured and disabled workers to return to the workforce sooner, producing a better quality of life for people and saving billions of dollars in avoidable costs and lost economic productivity. EvolutionIQ's world-class capabilities in AI-driven next best action guidance, Gen AI intelligent summarization, and other innovations are also a strong complement to CCC's existing strengths in computer vision, natural language processing, and other AI technologies, with broad applicability and extensibility across the entire CCC customer base over time, providing many pathways for durable long-term growth well into the future. We believe the combination of EvolutionIQ and CCC is a strong strategic fit for four reasons. First, EvolutionIQ is not just great AI technology. Like CCC, it's a great AI business, a high-quality, high-growth SaaS platform delivering real AI-driven results in claims at scale.

The company's pioneering innovations in next best action recommendations have enabled it to grow rapidly to the point that in less than five years, EvolutionIQ has become an industry-standard tool for AI-based claims guidance and is in use by seven of the top 15 group disability insurers in the United States based on net premium written. They literally created their category. EvolutionIQ's solutions drive an average program ROI of 8- 10x and astounding multi-point reduction in loss ratio, all powered by AI. Second, EvolutionIQ expands our addressable market. Within the $35 billion+ market for digitizing the global insurance economy, CCC's solutions have historically been targeted at the $10 billion+ market opportunity represented by the U.S. Auto insurance economy.

Through this acquisition, we have added exposure to the broader $15 billion+ market for digitizing U.S. P&C overall, with new advantage positions in the attractive strategic adjacencies of disability, workers' comp, and general liability. There is minimal overlap between our client bases, with only one top 20 insurer currently doing business with both EvolutionIQ and CCC, which opens up significant cross-selling and new logo opportunities for both CCC and EvolutionIQ. The third reason is that EvolutionIQ is highly complementary to CCC's existing product portfolio and AI technology. CCC already generates about 10% of our revenue from helping insurers manage tens of billions of dollars of injury claims through our Auto Casualty business.

The addition of EvolutionIQ's AI-powered injury claims resolution capabilities will allow us to expand our Auto Casualty suite, positioning us to build on our already strong momentum in casualty, one of our fastest-growing product lines. In addition, we believe that EvolutionIQ's technology is highly compatible with and complementary to CCC's existing AI capabilities and provides a path to bringing next best action solutions to the rest of our 35,000 customers. The fourth reason is that our combination with EvolutionIQ reinforces and accelerates CCC's broader strategy of delivering intelligent experiences across our customers and partners. It is easy to imagine providing next best action guidance not just in managing disability and injury claims, but in navigating the complexity in auto physical damage claims, parts ordering, repair operations, and so much more.

We're also excited by the potential to create a new multi-sided network in disability and injury claims similar to what CCC has built in our existing business. Turning to slide six, so who is EvolutionIQ? The company was founded in 2019 with a mission of improving the lives of disabled and injured workers by transforming how claims from those populations are resolved. To do this, EvolutionIQ assembled the industry's best technical team, 100% devoted to claims guidance. Today, the company has about 200 employees, with roughly half of them AI experts with prior experience at Google, Meta, Amazon, Palantir, and other tech leaders. This team has pioneered two fundamental categories of AI-based intelligent solutions. The first is claims guidance solutions, which have been purpose-built for disability and workers' compensation insurance lines.

These solutions help claims professionals to take the next best actions to optimize claimant interactions and claim resolution, enabling injured and disabled workers to return to the workforce more quickly. The second is medical summarization with their MedHub solution, which decodes medical documents, helps insurers more quickly understand claims, and accelerates decisions with AI-driven insights. This latter solution can be applied not just to disability and workers' comp, but also to Auto Casualty and general liability lines of business. Medical summarization has been a topic of great interest for CCC's existing customers, and we are pleased to be bringing what we consider the best solution in the world in this area to our portfolio. To understand why EvolutionIQ's solutions have been so effective, you have to start by understanding the day-to-day challenges facing individual claim adjusters.

The first challenge is that an adjuster is typically managing somewhere between 100 and 200 claims at one time, with each claim consisting of dozens, sometimes hundreds of pages of documents, plus a wide variety of daily ad hoc interactions and follow-ups. Without a good way to prioritize those claims or the tasks within them, most adjusters simply work through the claims sequentially with the goal of looking at each claim at least once per month. The second challenge is the growing cognitive load on adjusters driven by the increasing complexities in the five V's of data: volume, velocity, variety, veracity, and value. The third challenge is staffing. Turnover is high, new adjusters struggle to ramp, and managers find it hard to scale. All of this often results in significant process inefficiencies and unnecessary administrative complexity.

In short, this is a problem too complicated for humans to solve on their own. Using EvolutionIQ significantly improves these dynamics, with AI helping to uncover insights and guide claims professionals to the next best actions for the claims in their queues based on their configurations and rules. In turn, improving short-term disability return-to-work rate by multiple days, short-term to long-term disability conversion by high double-digit percentages, and long-term disability return-to-work rate by several weeks. The impact of these results add up quickly, with a rare multi-point impact on an insurer's combined ratio possible from using EvolutionIQ's solutions. These results generate very high ROI to customers, on average eight to 10x , and those strong real-world claim results support a strong economic model for EvolutionIQ.

The business has long-term multi-million dollar annual contract value relationships with several of the largest insurers in the U.S., helping them process millions of claims per year based entirely on the strength of the tangible results delivered by its AI. And like CCC, EvolutionIQ has a durable software-based economic profile with 75%+ gross margins and strong customer retention, with approximately 95% gross dollar retention. With fantastic products and a large white space in front of it, the business is also growing rapidly, with a net dollar retention over 150%. I've been very impressed by the many cultural similarities between CCC and EvolutionIQ.

Both companies have top-tier talent, creating industry-standard solutions, a culture of solving complex problems through innovation, strong relationships with customers and the communities they serve, and purpose-built mission-specific solutions focused on delivering tangible ROI to customers while empowering claim professionals to create a better environment for all stakeholders. We are excited to welcome the EvolutionIQ team to the CCC family and are thrilled to be working together to accelerate the transformation of the insurance economy. I believe that together, CCC and EvolutionIQ will help insurers leverage AI more broadly to deliver a profound improvement for themselves, their customers, and their claimants, and over time, we'll be able to deploy these capabilities more generally across our customer base to unlock many additional pathways for growth.

This acquisition is an important step towards enabling our broader vision of making the claims and repair experience just work for our customers and theirs. I will now turn the call over to Brian to talk about the transaction in more detail.

Brian Herb
CFO, CCC

Thanks, Githesh. I'm really excited about this transaction. Not only does it make sense strategically, as Githesh laid out in his remarks, but Evolution IQ is a high-quality, high-growth business with attractive gross margin and free cash flow characteristics, and combining with the business is very positive for CCC from a financial perspective. As noted on the transactional summary slide, we're acquiring Evolution IQ for $730 million. We expect approximately 60% of that value to be paid in cash, which will be funded with cash on hand in an incremental term loan of $225 million.

The other approximately 40% of consideration will be paid in newly issued CCC shares. The definitive agreement was signed last night, and we expect the transaction to close in Q1 2025, pending customary closing conditions. In conjunction with the acquisition of EvolutionIQ announced today, this morning we also announced that our board of directors has authorized a $300 million share repurchase program. This is roughly the dollar value of the new shares we expect to issue as part of the EvolutionIQ transaction. While the approximately 40% stock consideration is important to align EvolutionIQ leadership and the team with CCC's long-term success in value creation, we're cognizant of the dilution created by the equity being issued. The share repurchase authorization is intended to act as an offset to that dilution by returning capital to shareholders. The strength of our balance sheet supports our ability to execute this transaction.

With net leverage after closing expected to be about 2.3x versus the 1.3x at the end of Q3. Note that when we came public in August of 2021, our net leverage was just under 3x , 2.9 to be exact, and that as a private company, we operated with net leverage at much higher levels. As we've discussed in the past, a key priority for our capital allocation is M&A that can benefit CCC through product line extensions, geographic expansion, and TAM expanding adjacencies. This transaction hits all three: product line extensions through AI-enabled medical summarization and next best action for claim resolution, geographic expansion with an early footprint in international markets, and the addition of attractive TAM expanding adjacency and new logo opportunity in disability, workers' comp, and general liability.

Prior to EvolutionIQ, we were largely focused on the $10 billion+ portion of the $35 billion+s TAM represented by U.S. Auto. As you can see on the first TAM slide, the acquisition of EvolutionIQ expands our footprint into the broader $15 billion TAM represented by U.S. P&C and disability market overall. On a combined basis, CCC and EvolutionIQ will have customer relationships with 23 of the top U.S. P&C insurers and seven of the top 15 group disability insurers by net written premium. This greater reach creates numerous opportunities for future growth. On the second TAM slide, we break out that the $15 billion+ TAM to show that with EvolutionIQ included, CCC's solutions will be able to address approximately $7 billion of the total market opportunity. I'd like to turn next to EvolutionIQ's expected contribution to CCC's financials moving forward.

EvolutionIQ is a high-growth SaaS business with gross dollar retention of approximately 95% and net dollar retention over 150%. We expect revenue contribution from EvolutionIQ of $45 million-$50 million in 2025. As you think about the impact of EvolutionIQ in the couple of years beyond 2025, we expect it to contribute 1-2 points of incremental growth above CCC's existing core long-term revenue growth guidance of 7%-10%. EvolutionIQ's gross margin is over 75%, broadly aligned with CCC's gross margin. As a result of investments to support its high revenue growth, we expect EvolutionIQ to have a modest loss to adjusted EBITDA in 2025, including integration costs, but a modest gain on free cash flow.

In 2026, we expect to return to our previous cadence of 100 basis points per year of adjusted EBITDA margin expansion as we progress towards our goal in the mid-40s. As part of the acquisition of EvolutionIQ, we will be absorbing about three points of stock-based compensation for a total of 15% in 2025. Prior to the acquisition, CCC was trending towards 12%, and we believe this temporary step-up is important for alignment and retention of our new team members. We expect share-based comp as a percent of revenue to decline from that 15% level beginning in 2026, and we will provide more details when we report Q4 results in late February next year. We are excited about the impact that EvolutionIQ will have on the business.

We are buying a proven world-class AI already operating at scale, and we believe this will further accelerate our vision for leveraging artificial intelligence in event-based architecture and the connectivity of our multi-sided network to deliver intelligent experience to our customers and the industry at large. The acquisition of EvolutionIQ is an important step in making that vision a reality. With that, operator, we are now ready to take questions. Thank you.

Operator

Thank you. As a reminder, to ask a question, please press star one one on your telephone and wait for your name to be announced. To withdraw your question, please press star one one again. Please stand by while we compile the Q&A roster. Our first question comes from the line of Josh Baer of Morgan Stanley. Your line is now open.

Josh Baer
Executive Director and Software Equity Research Analyst, Morgan Stanley

Great. Thanks, and congrats on the acquisition. I was hoping you could talk a little bit about the history of your relationship with EvolutionIQ. Just wondering any color around the deal, how it came together, when it came together.

Githesh Ramamurthy
Chairman and CEO, CCC

Yes. This is, you know, it's really been a great relationship. We got to know the company over the last couple of years. As you can imagine, it's a very young company, about five years old. They've grown rapidly. Phenomenal people. And what we were most impressed by is that they were able to start with a clean sheet of paper and really look at some very large, complex problems, you know, with a very, very fresh perspective. And in a very short period of time, what we were also impressed by is the customers, very large customers, who they've been able to, you know, implement.

So we got to know the company over the last period of time. We've spent a lot of time with them. We've gone deep in terms of the technology, the capabilities of the company, the relationships they have with their customers, and very importantly, what they're able to deliver for the customers. But this thing that stands out the most is really the people, the caliber, the quality of the team, and it's been a great relationship as we've gotten to know the folks. Great. Does that help, Josh? Yeah.

Josh Baer
Executive Director and Software Equity Research Analyst, Morgan Stanley

Yeah, it does. Thank you. Could you help us out a little bit? Obviously, well, I'm not familiar with sort of the history of this company. Just wondering what this company looked like pre-Gen AI, and you know, did that represent an inflection point for some of their AI capabilities?

Githesh Ramamurthy
Chairman and CEO, CCC

Yeah. Remember, the company is five years old, and clearly they started working on many of the problems in the disability space. As you started to work with the very core problem, think about an adjuster who is handling 200 claims at any moment in time with anywhere from 100 to, you know, up to 1,000 pages per claim, all of this loosely structured data coming in. Just as they were looking at these problems, looking at it from a software standpoint, from a solution standpoint, the ability to start to build out core algorithms that start to morph into, you know, the ability to really extract very unique medical information. There is general purpose summarization that we've all seen with ChatGPT and all the other technologies.

But what they focused on using a lot of those horizontal technologies is really having extraordinarily deep semantic content around the medical terminology, the way different conditions interrelate to each other. And that has been a game changer. So if you look at the heart of it, that ability to guide frontline people with the extraction of this information. Second, perhaps as important and maybe even more important, this thing called next best action tells you which claim should I look at and what should I be doing next. That we think is fundamentally the future of work. And so that ability to embed AI in vertical software and to create next best actions are really delivering just phenomenal results for some very large customers, and I would add very sophisticated customers.

Josh Baer
Executive Director and Software Equity Research Analyst, Morgan Stanley

Thanks, Githesh. Last one just for Brian. You talked about, or you mentioned the 7%-10% organic growth target. So I guess first, are you reiterating that range for the core, and then are you saying that that implies an 8%-12% new range starting in 2026?

Brian Herb
CFO, CCC

Yeah. Hey, Josh. So first, we are reiterating the confidence in our long-term range for core CCC, so 7%-10%, as we've talked about. We've given a couple of data points within it. So in 2025, we're saying that Evolution IQ will contribute about $45 million-$50 million of revenue. So that's how to think about 2025 incremental to our guide. Then we say for the next couple of years after 2025, expect to contribute another 1-2 point of incremental growth beyond our existing long-term range of 7%-10%. So that's how to think about the couple of years after 2025. Okay.

Josh Baer
Executive Director and Software Equity Research Analyst, Morgan Stanley

Great. Thanks and happy holidays.

Brian Herb
CFO, CCC

Thanks, Josh.

Githesh Ramamurthy
Chairman and CEO, CCC

You too.

Brian Herb
CFO, CCC

Appreciate it.

Githesh Ramamurthy
Chairman and CEO, CCC

Thanks.

Operator

Our next question comes from the line of Michael Funk with Bank of America. Your line is now open.

Michael Funk
Senior VP, Bank of America

Yeah. Thank you all for the call this morning. Couple if I could. So Githesh, you mentioned that EvolutionIQ's AI can help to improve and enhance existing CCC's solutions. Can you expand on that for me? And then, you know, how long do you think to train EvolutionIQ's AI to, you know, expand into some of your existing claims management auto solutions?

Githesh Ramamurthy
Chairman and CEO, CCC

Sure, Michael. I'll give you kind of three overviews, right? So first and foremost, when you look at core CCC, we've spent a decade building very sophisticated AI that is processing literally tens of billions of dollars of claims.

But we started with visual AI that takes literally hundreds of millions of photos of auto accidents, extracts meaningful information, the cost of the claim, and so much more. And that has been a very complex and sophisticated journey. And as you know, that's in production in a lot of different places. And what EvolutionIQ does for our core business, especially when you think about our casualty capabilities, we have casualties roughly, you know, call it 10% of our revenue today. And one of the things that we found very interesting as we have made further progress in casualty is a lot of very vertical specific summarization that we needed to do for casualty. They already do. They do that today. So medical claims. There's 120,000 ICD codes, and their solution does that today.

So the ability to plug in that medical summarization capability into the CCC casualty suite for our auto insurance customers whom we service today is relatively quick. And that is not a heavy lift for us. So what this does for us is augments visual AI with medical summarization capability. And then last but not least, you know, we've talked about delivering intelligent experiences across the entire ecosystem. So this notion of next best action that is really the way we think everything will be done, where some, you know, an AI is guiding people to what are the things they should look at next, providing suggestions and really helping the cognitive load. So a lot of those are applicable, you know, the medical summarization is applicable very, very quickly.

The next best action kind of capability, coupled with what we've talked about in the past with our intelligent experiences and the IX Cloud, that is, you know, that will continue to evolve. So back at 100,000 feet level, super capabilities, it adds a very, very nice adjacency for us in disability and workers' comp, which is a huge market, $40 billion market in disability alone, and then workers' comp. And the company is doing, you know, is the premier company in the space and is the thought leader. And some of the core technologies also boost our capabilities in casualty in the short term, immediate term, and over the long term, this notion of next best actions applies across the portfolio.

Michael Funk
Senior VP, Bank of America

So it's a way to think about it then in addition to the $45 million or $50 million. It's potentially some revenue synergy to drive, you know, faster adoption of your technologies in casualty, and then also applicable across your other solutions with next best actions. And that might be a longer-term benefit, but, you know, potentially some revenue synergy here as well.

Githesh Ramamurthy
Chairman and CEO, CCC

You captured it precisely.

Michael Funk
Senior VP, Bank of America

Okay. Great. Thank you, Githesh. All right. And was it a competitive bidding process, or was this a longer-standing relationship, as you implied earlier, and you came together and realized it was the best outcome for both?

Githesh Ramamurthy
Chairman and CEO, CCC

This was a proprietary relationship, and the company has, you know, an amazing group of founders, and we felt their vision, our vision aligned very deeply, and that's how this came about.

Michael Funk
Senior VP, Bank of America

Okay. And Brian, can you just clarify for one second? I think in the press release it said, you know, EBITDA dilutive, if I read it correctly. I think to your prepared comments, you said that EvolutionIQ is EBITDA negative. So I want to make sure I understood that, just given the difference between the two.

Brian Herb
CFO, CCC

Yeah. So the way to think about it, Mike, is in 2025, it will have a modest EBITDA loss, and that's driven from integration costs, but also just investing in the business as it continues to scale. That said, it's got a positive cash flow contribution in 2025. When you look at the business, it's got gross profits similar to ours, and the unit economics are very attractive. So as the business continues to scale, it will start to deliver positive EBITDA growth.

And when we get into 2026, we expect to return to our previous cadence of 100 basis points per year margin expansion as we progress towards our goal of mid-40s EBITDA margin.

Michael Funk
Senior VP, Bank of America

Can you provide any more detail or help as we try to model this out on the integration cost, what EBITDA margin might look like, ex-integration for EvolutionIQ just to help us with our own model ing?

Brian Herb
CFO, CCC

Yeah. I mean, we'll do that in a more complete way as we get into Q4 and report into February. I would just go off at this stage, Mike, the modest EBITDA loss. That does include the integration. So as you think about 2025, use that as a where to start. And then we'll give a more complete update as we report Q4 in February and talk about the impact in more detail.

Githesh Ramamurthy
Chairman and CEO, CCC

Again, the modest EBITDA loss we're talking about is only for the EvolutionIQ piece.

Michael Funk
Senior VP, Bank of America

Absolutely. Well understood. Thank you. Thank you, Githesh. And while I have you guys quickly, any updates on the adoption of your own emerging solutions? I think last quarter you said, you know, a little slower adoption as customers continue to evaluate certainly long-term outlook intact. But any update on that?

Githesh Ramamurthy
Chairman and CEO, CCC

Yeah. I would give you just a short version of this is that we are seeing really two dimensions. One, more customers adopting or piloting the solutions, including a couple of top five carriers who are now also starting to pilot some of our newer solutions. So we are starting to see a continued increase in the number of pilots. We're also seeing some conversions starting to take place, especially in subrogation and the like. We'll give you more details in the call.

But what we believe as a secular opportunity for the next five years, we remain very, very comfortable and confident around it. And, you know, and as you can see, the fact that we feel confident about our core solutions and our core products also made us feel good about the acquisition of EvolutionIQ.

Michael Funk
Senior VP, Bank of America

Great. Thank you all for the questions, and happy holiday to all.

Brian Herb
CFO, CCC

Yeah. Happy holiday, Mike.

Githesh Ramamurthy
Chairman and CEO, CCC

Happy holidays to you too.

Operator

Our next question comes from the line of Gabriela Borges with Goldman Sachs. Your line is now open.

Gabriela Borges
Managing Director and Senior Software Equity Research Analyst, Goldman Sachs

Hey, good morning. Thank you for taking the question. Githesh, I was hoping you could expand a little bit more on your comments on how EvolutionIQ helps you in casualty. I know CCC has been strong on the property side for basically since the founding of the company. But I'd love to hear a little bit about what your strategy to expand into casualty looks like now versus what it might have looked like without EvolutionIQ.

Githesh Ramamurthy
Chairman and CEO, CCC

Thank you. Sure, Gabriela. So first and foremost, as we have pointed out before, the casualty business, while it's 10% of CCC, it is also it has an overall growth rate faster than the company, than the total company. And as we mentioned before, we have one fifth of the number of casualty customers as we do for auto physical damage. So it's a large growth opportunity for us. And over the last, I would say, 24 months or so, what we have seen is an increased adoption by carriers coming into our casualty solutions. There are two forms, first party and third party.

So we have seen that adoption continue because we had invested pretty heavily in building out additional capabilities in the tech stack for casualty. And so that was evolving very, very nicely. What we found as we were continuing to grow that business, this ability to really process them because one in roughly call it one in five auto accidents results in casualty. So when we build products like Impact Dynamics that we've discussed with you before, Impact Dynamics takes the physics of the accident, the photographs of the accident, and then translates that into injury and some of those claims as well as traditional software we've had.

One of the things that we've been working and had been developing was really the medical summarization capability, the complex interaction between different medical treatments and medical conditions and understanding large complex medical documents, which can often run into hundreds and thousands of pages. That ability comes pre-built with the work the EvolutionIQ team has built. And so that was a piece that has been of increasing interest to our customers. And we feel on that particular piece, what EvolutionIQ does, that meant in terms of medical summarization, is absolutely the best in the world and is very well trained for that piece. And we think that'll be a home run for our customers and continue to drive the core casualty business we have.

Gabriela Borges
Managing Director and Senior Software Equity Research Analyst, Goldman Sachs

Yeah. Yeah. That makes sense. Well, maybe then the follow-up is on the competitive environment and medical summarization. You have Slide eight. It sounds like it's mostly manual as an alternative. If customers are not using EvolutionIQ for medical summarization, what are they doing and how do you think about the gap in functionality between their medical summarization versus what their competitors are doing? Thank you.

Githesh Ramamurthy
Chairman and CEO, CCC

I would say for the most part, what we have seen in our core business is that medical summarization capability is done by people. So that is really the technology and the experience today is it's people-driven. And so the vast majority of the customers we talk to, this has been especially in the auto physical damage side of the business. A lot of that is in very early stages. We'd also looked at a lot of other summarization capability in general. And again, as we did our homework, we worked with the team.

This turns out to be the absolute best in terms of the medical summarization capability. They developed it for a different market, but we think by integrating this into our casualty business will help us a lot.

Gabriela Borges
Managing Director and Senior Software Equity Research Analyst, Goldman Sachs

That makes sense. Thank you very much.

Githesh Ramamurthy
Chairman and CEO, CCC

Thank you, Gabriela. Happy holidays.

Operator

Our next question comes from the line of Samad Samana with Jefferies. Your line is now open.

Samad Samana
Managing Director, Jefferies

Hi. Good morning. Thank you for taking my questions. Maybe first, just obviously the net retention is really impressive at EvolutionIQ. Can you maybe help us unpack that between claims volume growth, complexity growth, scaling back into the base? Just help us understand how that 150 is composed. Yeah.

Brian Herb
CFO, CCC

Happy to. Hey, Samad, Brian. Yeah. So it's a great metric. We're super impressed with it. I think the other thing is, you know, as Githesh said, it's a relatively new company.

They've been around for five years, and they have these great client relationships with some of the largest carriers in disability. So they're at seven of the top 15. The growth has really come in a couple of different ways. I mean, one is as they've rolled it out and taken smaller sets of their claims and rolled it out to the entire claim population, you get growth off that. They've also rolled out additional modules. So they'll sell one module into a client, prove that module out, show the strong ROI, and then they're able to cross-sell additional modules into that client. So that selling motion has been very strong and really driving the strong NDR of over 150. So yeah, we're excited about that and expect more to come.

Samad Samana
Managing Director, Jefferies

Great. And then maybe, Githesh, as I think about one of the exciting things about CCC in the auto space, is how you've been able to expand into other areas of that ecosystem. And maybe for those of us that are less familiar, just as you think about where EvolutionIQ takes you into, do you see a similarly complex ecosystem where you're serving the insurers, but then you can move into other areas? And is that part of the strategy behind this acquisition?

Githesh Ramamurthy
Chairman and CEO, CCC

Samad, you hit the nail on the head. That is exactly one of the other things we're excited about, right? Because when you look at our history, we moved from providing tools for auto insurance companies, and then we moved to the repair facility market, which was a very close adjacency. And that's now roughly half of our revenue, so almost half our revenue.

And then we expanded from collision repairers to parts providers and dealers. And now, you know, we have almost all OEMs as customers as well. And so that experience of learning adjacencies and building out an ecosystem that's for the benefit of all the different providers. There's a lot of lessons learned in that. And this was a rare example of finding a company that is a game changer in how disability claims are done. So that by itself, stand alone, is a large growth opportunity. There's a very close adjacency from there into workers' compensation. It also has the benefits of reinforcing our core business. But like you pointed out, the disability market, workers' comp, there's a large and complex ecosystem in that environment. And we're equally excited about building that out. And that is clearly a great opportunity for us.

Samad Samana
Managing Director, Jefferies

Great. Well, happy holidays. Excited for you guys. And thank you for taking my questions. Take care.

Githesh Ramamurthy
Chairman and CEO, CCC

Thank you.

Brian Herb
CFO, CCC

Thanks, Samad.

Operator

Our next question comes from the line of Kirk Materne with Evercore ISI. Your line is now open.

Kirk Materne
Senior Managing Director and Software Equity Research, Evercore ISI

Yeah. Thanks for taking the question. Happy holidays. Githesh, sorry if you brought this up at the beginning. I was a few minutes late. But how do you envision just sort of the go-to-market with EvolutionIQ and your casualty business? I assume you're going to leave EvolutionIQ largely independent to start. I guess, how do you think about sort of the synergies, the branding? Like, how do you want that to unfold over the next couple of years?

Githesh Ramamurthy
Chairman and CEO, CCC

Look, a couple of things. First and foremost, you had to recognize the founders and the management team and the entire company. They've done a phenomenal job in a very short period of time building a great reputation.

Their ability to help customers solve large problems, implement it, execute it, and be able to sell, they have all of those capabilities. What CCC brings in the short term is scale in terms of cybersecurity, data center, and for many large customers, the ability to have a CCC behind an EvolutionIQ, we think will help with the process of large carriers feeling even more comfortable. The management team itself doesn't need a lot of help. They will continue to focus on disability and workers' comp, and we will leverage some of their capabilities in other areas for us.

Kirk Materne
Senior Managing Director and Software Equity Research, Evercore ISI

Makes sense. And then, Brian, two quick ones for you. On the revenue guide for EvolutionIQ next year, I assume that's largely just their business, not any assumptions of synergies or anything like that at this point in time. Or can you just give us some idea of how you kind of got to that number?

Brian Herb
CFO, CCC

Yeah, that's right. I mean, we're guiding to largely their business and what they're going to deliver based on the forecast and kind of their ARR as they exit the year. And then, as Githesh said, there's certainly a revenue synergy opportunity that we're really excited about, but it's not meaningful in the 25 position.

Kirk Materne
Senior Managing Director and Software Equity Research, Evercore ISI

Okay. That's helpful. And then to your comment about alignment, obviously with the stock, which makes tons of sense. I guess we'll see this when we get all the details. But are there earnouts and sort of performance hurdles that come along with that grant?

Brian Herb
CFO, CCC

Yeah. You'll get the detail when we release the agreement. But no, it's largely just a stock transaction. There is lockup for the key leaders just to make sure that we're a retention tool and that they're incented for the long-term success and value creation. And that's why the share component was an important part of the consideration. But there is not an earnout component of the deal.

Kirk Materne
Senior Managing Director and Software Equity Research, Evercore ISI

Okay. Great. Congrats on the acquisition. Happy holidays.

Brian Herb
CFO, CCC

Thank you.

Githesh Ramamurthy
Chairman and CEO, CCC

Thanks, Kirk.

Operator

Thank you. As a reminder to ask the question at this time, please press star 11 on your touch-tone telephone. Our next question comes from the line of Gary Prestopino with Barrington. Your line is now open.

Gary Prestopino
VP and Senior Equity Research Analyst, Barrington

Hey, good morning, Githesh and Brian. And congratulations on this transaction. A couple of quick questions. First of all, I would assume that this is priced on a subscription basis. It's not based on a per claim basis.

Brian Herb
CFO, CCC

Yeah. Thanks, Gary. Yes, exactly. It's a SaaS revenue model. It looks very much like ours where they come up with an ROI to determine kind of the price or the P within the equation. They look at the claim count within the client to get the Q to come up with the flat fee structure. But then it gets priced on a subscription very similar to how we sell our products to the carriers.

Gary Prestopino
VP and Senior Equity Research Analyst, Barrington

So as I read up on the information you gave and what you discussed in the call, it seems like that this product helps speed the process tremendously by directing the claims individual to look at the most immediate needs claims in the system to get that person back to work. But does it do anything with fraud or anything like that? Can it prevent or push back on fraud?

Githesh Ramamurthy
Chairman and CEO, CCC

Yeah. The word Gary I would use is guide and not the word direct. So that guidance is really, really important because at the end of the day, the adjuster is dealing with a lot of complexity, so it does all the guidance, and there are the core technology capability in terms of medical summarization, especially as we have not made any public announcements about any of our fraud solutions, and as you can imagine, we are working on those capabilities, but they'll continue to focus literally on leveraging it for disability and really helping people. Disability is different from auto in the sense that disability helps people get back to work sooner so they can get back to their lives. That is really how a claim professional helps a disability, someone who is on disability, so it's that fundamental ability to help somebody.

Gary Prestopino
VP and Senior Equity Research Analyst, Barrington

Okay. That's helpful. And then you may have, I think you kind of addressed this in the last question somewhat, but I just wanted to ask it anyway. I mean, in doing the due diligence on this company, its product and all, did you come up against that insurance companies were hesitant to take the product just because EvolutionIQ on a standalone basis was such a small company and there was concern about whether they were going to be in the market five to 10 years from now? And given that they're part of your system now, that just goes away?

Githesh Ramamurthy
Chairman and CEO, CCC

We certainly think that helps. But to really point out, this company on their own, they've got seven of the top 15. And they were able to do that from a standing start. So they have a great reputation and credibility in the marketplace.

But as you go broader to scale this out, they already have large contracts. We certainly think that it helps. And there's a number of things that we can help in terms of the back office or hosting, cybersecurity, infrastructure, and other things as well. But it's a very strong team. And the grand scheme, it probably helps a little bit on the margin. But the company has been very successful.

Gary Prestopino
VP and Senior Equity Research Analyst, Barrington

Okay. Thank you very much.

Operator

Thank you. Our next question comes from the line of Shlomo Rosenbaum with Stifel. Your line is now open.

Shlomo Rosenbaum
Managing Director, Stifel

Hi. Thank you for taking my questions. I want to jump back on something that was touched on before. Just in terms of retention, with over half the firm as AI experts, I want to ask you, how far will the stock ownership go? Do you believe that there's going to be some kind of component of having to pay the people more to stay on board after you acquire the company? How much of the management team are viewed as key men? Just trying to understand how to make sure that you retain the very key assets, which seem a lot of them are people assets here in terms of making this product work and continue to innovate on it.

Githesh Ramamurthy
Chairman and CEO, CCC

We're not going to go into the gory details of that. I mean, but I will tell you at the macro level, right? Especially as a technology company, people are the core asset over and out. And so we will do all the right things as we work with the management team in terms of ongoing equity. So we're doing all of those for sure.

But at the heart of it is having cultures that are aligned around innovation and people solving large complex problems, having more tools and capabilities to pursue the mission that they're on. We think that is extraordinarily important. And obviously, we have to make sure all the other stuff is working well. But that is really what we like about the team and their focus, the mission-critical focus. And we've been in the technology business for a long time. And we understand that aspect. But we're not planning to go into too much detail on what we're doing.

Brian Herb
CFO, CCC

Yes. Shlomo, the only thing I'd add, it's Brian here, is just the reference I made of our share-based comp moving up three points next year. And so clearly, that's a meaningful step. I mean, we were trending at CCC towards 12% of revenue. And then with this transaction, it's going to move closer to 15. And so there's a meaningful set of stock that we're putting out really around retention incentives. So we feel good about putting that in place to align long-term value. And as Githesh said, the culture side is a really important element as well.

Shlomo Rosenbaum
Managing Director, Stifel

Okay. Thanks. And then just Githesh, you said that a lot of what this company competes with is just people on their own in terms of medical summarization. I know from a high level, Mitchell 1 also does a lot in workmen's comp and the like. Do they compete more with Mitchell 1 in what they do?

Githesh Ramamurthy
Chairman and CEO, CCC

I don't know the exact answer to that. But I would say by and large, they really created this category. We have not really seen anything in the equivalent. There are lots of different software technology providers and everything else. And what we found in fairly sophisticated diligence that we did was what they built is unique and stands on its own. That's actually the benefit you get out of being a five-year-old company that has gone from zero to will deliver $45 million-$50 million of revenue next year with some large complex customers who've been able to kick the tires on a lot of different horizontal and vertical tech companies.

Shlomo Rosenbaum
Managing Director, Stifel

Okay. Thank you.

Githesh Ramamurthy
Chairman and CEO, CCC

Thanks, Shlomo.

Operator

Our next question comes from the line of Alexei Gogolev with JPMorgan. Your line is now open.

Alexei Gogolev
Executive Director and North America Vertical Software and HealthTech Equity Research, JPMorgan

Thank you. And hello, everyone. Happy holidays. Githesh, I wanted to check if you've had an opportunity to look at the partnership that EvolutionIQ has with Guidewire. And if you would be able to comment what that means for CCC. Obviously, we know that you also now have a partnership with Guidewire. How will this partnership evolve following this transaction?

Githesh Ramamurthy
Chairman and CEO, CCC

Net of it is Guidewire is a great company. We have a great relationship with them. In fact, I think we had some of our folks at their conference recently. Evolution IQ has a good connection. What we think of this is really the breadth of the ecosystem that we have. And there are several other partnerships as well that need to be developed. So I'm not sure, Alexei, that changes materially one way or the other. We have great relationships all around.

Alexei Gogolev
Executive Director and North America Vertical Software and HealthTech Equity Research, JPMorgan

Perfect. And the other question I had was about the comment you made that Evolution IQ services seven out of 15 players. Does it service Progressive? And does that mean that you are now going to service Progressive?

Githesh Ramamurthy
Chairman and CEO, CCC

Alexei, we don't comment on individual customers. And remember that when we said seven out of the top 15, we're talking about disability carriers, not auto insurance. We're not talking about our traditional auto insurance carriers. We're talking about disability.

Alexei Gogolev
Executive Director and North America Vertical Software and HealthTech Equity Research, JPMorgan

Understood. Thank you very much. Congrats with the acquisition.

Githesh Ramamurthy
Chairman and CEO, CCC

Thank you. Alexei, happy holidays to you.

Operator

Thank you. And I'm currently showing no further questions at this time. I'd like to hand the call back over to the CEO, Githesh Ramamurthy, for closing remarks.

Githesh Ramamurthy
Chairman and CEO, CCC

Thank you all for joining us today to discuss our exciting combination with EvolutionIQ. And again, to point out the combination of CCC and EvolutionIQ, we think it's a profound improvement in disability and injury claims handling and how all that is resolved and with proven AI capability. We also believe this is an important step towards enabling our broader vision of making the claims and repair experience just work for our customers and theirs.

And we believe the transaction positions us to create significant value in the future for our customers, shareholders, and CCC team members by increasing substantially the addressable market, augmenting our AI solutions, accelerating our vision of intelligent experiences, and obviously enhances our financial profile. And I want to extend a very warm welcome to the EvolutionIQ team, to the CCC family. And I wish everybody on the call, we wish you all a safe and joyous holiday season and Happy New Year to you.

Operator

This concludes today's conference call. Thank you for your participation. You may now disconnect.

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