CPSI Completes Acquisition of Healthland
January 8, 2016
MOBILE, Ala.--(BUSINESS WIRE)--
Computer Programs and Systems, Inc. (NASDAQ:CPSI), a leading provider of
healthcare information solutions to rural and community hospitals, today
announced that it has completed its acquisition of Healthland Holding
Inc. and its affiliates, Healthland Inc., American HealthTech, Inc. and
Rycan Technologies, Inc., for approximately $250 million. The combined
company will support approximately 1,300 acute care facilities and over
3,300 post-acute care facilities, have annual revenues of $300 million,
and have more than 1,900 employees.
“We are pleased to have completed the acquisition and are excited to
begin the process of integrating operations,” said Boyd Douglas,
president and chief executive officer of CPSI. “With this acquisition,
CPSI now has a presence in well over 1,000 rural and community
hospitals, which represents approximately 28% of the community hospital
market. Further, with the addition of American HealthTech post-acute
care customers, CPSI will now be servicing the IT needs of approximately
24% of the long-term care market. As we proceed with the integration, we
look forward to leveraging the synergies of the combined company to
expand our product and service offerings, realize greater opportunities
for growth, and solidify our position as the leading supplier of systems
and services to the community hospital and post-acute care market.”
In connection with the acquisition, CPSI entered into a $175 million
senior secured credit facility with Regions Capital Markets, a division
of Regions Bank, and Wells Fargo Bank, N.A., as Joint Lead Arrangers,
with Regions Bank serving as Administrative Agent. The credit agreement
provides for (a) a five-year $125 million term loan facility, and (b) a
five-year revolving credit facility of $50 million. On January 8, 2016,
CPSI borrowed the full $125 million under the term loan facility and
$25 million under the revolving credit facility to complete the
acquisition of Healthland and to pay related fees and expenses.
CPSI’s financial advisor in this transaction was Allen & Company LLC,
and Maynard, Cooper & Gale, P.C. and Paul, Weiss, Rifkind, Wharton &
Garrison LLP served as legal counsel to CPSI. Shearman & Sterling LLP
served as legal counsel to Healthland.
About CPSI
CPSI is a leading provider of healthcare solutions and services for
community hospitals and post-acute care facilities. Founded in 1979,
CPSI is the parent of five companies – Evident, LLC, TruBridge, LLC,
Healthland Inc., American HealthTech, Inc., and Rycan Technologies, Inc.
Evident provides comprehensive EHR solutions and services for community
hospitals. TruBridge focuses exclusively on providing business,
consulting, and managed IT services to community healthcare
organizations, regardless of their IT vendor. Healthland provides
integrated technology solutions and services to rural community and
critical access hospitals. American HealthTech is one of the nation’s
largest providers of financial and clinical technology solutions and
services for post-acute care facilities. Rycan provides revenue cycle
management workflow and automation software to hospitals, healthcare
systems, and skilled nursing organizations. For more information, visit www.cpsi.com,
www.evident.com,
www.trubridge.com,
www.healthland.com,
www.healthtech.net,
or www.rycan.com.
Forward-Looking Statements
This release contains “forward-looking statements” within the meaning
of the Private Securities Litigation Reform Act of 1995, including but
not limited to statements relating to the anticipated benefits of the
acquisition of Healthland Holding Inc. and certain of its affiliates
(“Healthland”) and the expected combined operations of CPSI and
Healthland. As such, they are subject to the occurrence of many events
outside CPSI’s control and are subject to various risk factors that
could cause actual results to differ materially from those expressed or
implied in any forward-looking statement. Risks include, without
limitation, risks associated with business combination transactions,
such as the risk that the businesses will not be integrated
successfully, that such integration may be more difficult,
time-consuming or costly than expected or that the expected benefits of
the acquisition will not occur; unexpected costs, liabilities, charges
or expenses resulting from the merger; risks related to future
opportunities and plans for the combined company, including uncertainty
of the expected financial performance and results of the combined
company; disruption from the acquisition, making it more difficult to
conduct business as usual or maintain relationships with customers,
employees or suppliers; the impact of the issuance of CPSI’s common
stock as consideration for the transaction on CPSI’s current holders of
common stock, including dilution of their ownership and voting
interests; CPSI’s significantly increased level of indebtedness as a
result of the transaction, which could limit CPSI’s operating
flexibility and opportunities; the inability to retain key personnel;
and the possibility that if the combined company does not achieve the
perceived benefits of the acquisition as rapidly or to the extent
anticipated by financial analysts or investors, the market price of
CPSI’s common stock could decline. Numerous other risks, uncertainties
and other factors may cause actual results to differ materially from
those expressed in any forward-looking statements. Such factors
include: overall business and economic conditions affecting the
healthcare industry; government regulation of the healthcare and health
insurance industries; government regulation of CPSI’s products and
customers, including changes in healthcare policy affecting Medicare and
Medicaid reimbursement rates and qualifying technological standards;
potential effects of the federal healthcare reform legislation enacted
in 2010, and implementing regulations, on the businesses of CPSI’s
hospital customers; funding uncertainties associated with and potential
expenditures required by the American Recovery and Reinvestment Act of
2009 in connection with the adoption of EHR; saturation of CPSI’s target
market and hospital consolidations; changes in customer purchasing
priorities, capital expenditures and demand for information technology
systems; competition with companies that have greater financial,
technical and marketing resources than CPSI has; failure to develop new
technology and products in response to market demands; fluctuations in
quarterly financial performance due to, among other factors, timing of
customer installations; failure of CPSI’s products to function properly
resulting in claims for medical losses; changes in accounting principles
generally accepted in the United States; breaches of security and
viruses in CPSI’s systems resulting in customer claims against CPSI and
harm to CPSI’s reputation; potential intellectual property claims
against CPSI; general economic conditions, including changes in
financial and credit markets that may affect the availability and cost
of credit to CPSI or CPSI’s customers; interruptions in CPSI’s power
supply and/or telecommunications capabilities and other risk factors
described from time to time in CPSI’s public releases and reports filed
with the Securities and Exchange Commission, including but not limited
to, CPSI’s most recent Annual Report on Form 10-K. We also
caution investors that the forward-looking information described herein
represents CPSI’s outlook only as of this date, and CPSI undertakes no
obligation to update or revise any forward-looking statements to reflect
events or development after the date of this press release.

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Computer Programs and Systems, Inc.
Boyd Douglas, 251-639-8100
President
and Chief Executive Officer
Source: Computer Programs and Systems, Inc.