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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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74-3032373
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(State or Other Jurisdiction of
Incorporation or Organization)
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(I.R.S. Employer
Identification No.)
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6600 Wall Street, Mobile, Alabama
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36695
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(Address of Principal Executive Offices)
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(Zip Code)
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Title of Each Class
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Name of Each Exchange on Which Registered
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Common Stock, par value $.001 per share
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The NASDAQ Stock Market LLC
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Large accelerated filer
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¨
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Accelerated filer
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ý
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Emerging Growth Company
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¨
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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Item No.
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Page No.
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PART I
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1A.
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1B.
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3
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4
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PART II
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9B.
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PART III
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10
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14
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PART IV
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15
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*
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Portions of the definitive Proxy Statement for the 2018 Annual Meeting of Stockholders are incorporated by reference into Part III of this report to the extent described herein.
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overall business and economic conditions affecting the healthcare industry, including the effects of the federal healthcare reform legislation enacted in 2010, and implementing regulations, on the businesses of our hospital customers;
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government regulation of our products and services and the healthcare and health insurance industries, including changes in healthcare policy affecting Medicare and Medicaid reimbursement rates and qualifying technological standards;
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changes in customer purchasing priorities, capital expenditures and demand for information technology systems;
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saturation of our target market and hospital consolidations;
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general economic conditions, including changes in the financial and credit markets that may affect the availability and cost of credit to us or our customers;
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our substantial indebtedness, and our ability to incur additional indebtedness in the future;
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our potential inability to generate sufficient cash in order to meet our debt service obligations;
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restrictions on our current and future operations because of the terms of our senior secured credit facilities;
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market risks related to interest rate changes;
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competition with companies that have greater financial, technical and marketing resources than we have;
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failure to develop new technology and products in response to market demands;
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failure of our products to function properly resulting in claims for medical and other losses;
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breaches of security and viruses in our systems resulting in customer claims against us and harm to our reputation;
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failure to maintain customer satisfaction through new product releases free of undetected errors or problems;
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interruptions in our power supply and/or telecommunications capabilities, including those caused by natural disaster;
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our ability to attract and retain qualified client service and support personnel;
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failure to properly manage growth in new markets we may enter;
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misappropriation of our intellectual property rights and potential intellectual property claims and litigation against us;
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changes in accounting principles generally accepted in the United States of America;
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significant charge to earnings if our goodwill or intangible assets become impaired; and
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fluctuations in quarterly financial performance due to, among other factors, timing of customer installations.
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ITEM 1.
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BUSINESS
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Evident, formed in April 2015, provides a comprehensive acute care electronic health record ("EHR") solution, Thrive, and related services for community hospitals and their physician clinics.
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Healthland provides a comprehensive acute care EHR solution, Centriq, and related services for community hospitals and their physician clinics.
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TruBridge focuses on providing business management, consulting, and managed IT services, along with its complete revenue cycle management ("RCM") solution for all care settings, regardless of their primary healthcare information solutions provider.
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AHT provides a comprehensive post-acute care EHR solution and related services for skilled nursing and assisted living facilities.
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has strengthened our position in providing healthcare information systems to community healthcare organizations through the addition of Healthland;
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introduced CPSI to the post-acute market through the addition of AHT; and
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expanded the products and capabilities of TruBridge through the addition of Rycan and its suite of RCM products.
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provide automated processes that improve clinical workflow and support clinical decision-making;
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allow healthcare providers to efficiently input and easily access the most current patient medical data in order to improve quality of care and patient safety;
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integrate clinical, financial and patient information to promote efficient use of time and resources, while eliminating dependence on paper medical records;
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provide tools that permit healthcare organizations to analyze past performance, model new plans for the future and measure and monitor the effectiveness of those plans;
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provide for rapid and cost-effective implementation, whether through the installation of an in-house system or through our Software as a Service ("SaaS") services; and
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increase the flow of information by replacing centralized data over which there is limited control with broad-based, secure access by clinical and administrative personnel to data relevant to their functional areas.
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Patient Management
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Financial Accounting
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Clinical
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Patient Care
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Enterprise Applications
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Patient Management
. Our patient management software enables a hospital to identify a patient at any point in the healthcare delivery system and to collect and maintain patient information throughout the entire process of patient care on an enterprise-wide basis. Thrive's single database structure permits authorized hospital personnel to simultaneously access appropriate portions of a patient’s record from any point on the system. Our patient management software applications include:
Registration, Patient Accounting, Health Information Management, Patient Index, Enterprise Wide Scheduling, Contract Management, and Quality Improvement.
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Financial Accounting
. Our financial accounting software provides a variety of business office applications designed to efficiently track and coordinate information needed for managerial decision-making. Our financial accounting software applications include:
Executive Information System, General Ledger, Accounts Payable, Payroll/Personnel, Time and Attendance, Electronic Direct Deposits, Human Resources, Budgeting, Fixed Assets, and Materials Management.
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Clinical
. Our clinical software automates record keeping and reporting for many clinical functions including laboratory, radiology, physical therapy, respiratory care and pharmacy. These products eliminate tedious paperwork, calculations and written documentation while allowing for easy retrieval of patient data and statistics. Our clinical software applications include:
Laboratory Information Systems, Laboratory Instrument Interfaces, Radiology Information Systems, ImageLink Picture Archiving and Communication System (PACS), Physical Therapy and Respiratory Care, and Pharmacy.
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Patient Care
. Our patient care applications allow hospitals to create computerized "patient files" in place of the traditional paper file systems. This software enables physicians, nurses and other hospital staff to improve the quality of patient care through increased access to patient information, assistance with projected care requirements and feedback regarding patient needs. Our software also addresses current safety initiatives in the healthcare industry such as the transition from written prescriptions and physician orders to computerized physician order entry. Our patient care software applications include:
Order Entry/Results Reporting, Point-of-Care System, Patient Acuity, ChartLink®, Computerized Physician Order Entry (CPOE), Medication Verification, Resident Assessment Instruments, Thrive Provider EHR, Outreach Client Access, Electronic Forms, Physician Documentation, and Emergency Department System.
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Enterprise Applications
. We provide software applications that support the products described above and are useful to all areas of the hospital. These applications include: ad hoc reporting, automatic batch and real-time system backups, an integrated fax system, archival data repository, document scanning and Microsoft Office integration, and an Application Portal. The Application Portal allows clients to access our applications remotely via Microsoft Internet Explorer and the Internet without requiring the loading of any additional client software on the accessing PC. User information and data accessed is secured with HIPAA compliant 128 bit cipher strength Secure Socket Layer (SSL) encryption. Remote access using the Application Portal results in no discernible difference to the user in software functionality.
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Computerized Practitioner Order Entry ("CPOE")
. The cornerstone of inpatient EHR systems, CPOE promotes user adoption by including medication interaction alerts, access to relevant laboratory results, duplicate order checking, customizable order sets and protocols, and order templates containing pre-populated screens.
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Clinical Documentation
. This system securely enables a patient’s caregivers to view the vital signs, intake-output values, progress notes, and nursing tasks that are entered into the patient’s EHR.
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Emergency Department
. This system expedites and simplifies registration, patient tracking, order management, assessments, and other activities in a fast-paced environment.
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Laboratory
. This system automates routine tasks such as lab order processing and tracking, enabling the practitioner to focus on the results and ultimately better patient care.
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Radiology
. This application delivers faster turnaround times and enhanced communications among caregivers by automatically processing radiology orders, managing and tracking images, and generating reports.
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Pharmacy
. This application helps pharmacies manage all aspects of medication verification and dispensing, including order coordination, interaction checks, administration, and charging.
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Financial Accounting
. A hospital financial accounting management solution that helps community hospitals gain better insight and perspective on their costs.
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Patient Management
. An accounting system to better manage patient information and automate the hospital billing process.
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Ambulatory Software Solutions
. Enables clinicians to focus on providing high-quality patient care by streamlining the management of patient data. Each offers a broad set of features and functionalities that can help clinics reduce costs, increase revenue, and improve administrative and clinical staff efficiency, all while enhancing patient care and safety.
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Care Management
. This integrated offering helps manage the delivery of quality care, collect and report on resident information, and manage compliance risk. Core modules include:
Work Center, Clinical, Smart Charting Order Administration (Point of Care), Quality Assurance, Therapy Tracking, Supplies Tracking, and Disease State Management
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Financial and Enterprise Management
. This comprehensive set of financial solutions enables customers to improve cash flow and better manage costs. Core modules include:
Accounts Payable, General Ledger, Payroll, Financial Management, Trust Funds, and Enterprise Management.
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Total System Support
. We believe the quality of continuing customer support is one of the most critical considerations in the selection of an information system provider. We provide hardware, technical and software support for all aspects of our system, which gives us the flexibility to take the necessary course of action to resolve any issue. Unlike our competitors who use third-party services for hardware and software support, we provide a single, convenient and efficient resource for all of our customers’ system support needs. In order to minimize the impact of a system problem, we train our customer service personnel to be technically proficient, courteous and prompt. Because a properly functioning information system is crucial to a hospital’s operations, our support teams are available 24 hours per day to assist customers with any problem that may arise. Customers can also use the Internet to directly access our support system. This allows customers to communicate electronically with our support teams at any time.
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User Group
. All of our Thrive customers have the opportunity to be members of our user group from which we solicit feedback regarding our products. We host a national user group meeting annually. This group meets to discuss and recommend product modifications and improvements, which it then evaluates and prioritizes. Upon confirming that the desired improvements are technically feasible, we agree to allocate a significant amount of programming time each year to undertake the requested modification or improvement. The majority of our product enhancements originate from suggestions from our customers that we receive through the user group structure.
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Software Releases
. We are committed to providing our customers with software and technology solutions that will continue to meet their information system needs. To accomplish this purpose, we continually work to enhance and improve our application programs. As part of this effort, for each customer covered under our general support agreement, we provide software updates as they become available at no additional cost. We design these enhancements to be seamlessly integrated into each customer’s existing Thrive system. The benefit of these enhancements is that each customer, regardless of its original installation date, uses the most advanced Thrive software available. Through this process, we can keep our customers up-to-date with the latest operational innovations in the healthcare industry as well as with changing governmental regulatory requirements. Another benefit of this "one system" concept is that our customer service teams can be more effective in responding to customer needs because they maintain a complete understanding of and familiarity with the one system that all customers use.
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Hardware Replacement
. As part of our general support agreements, we are also committed to promptly replacing malfunctioning system hardware in order to minimize the effect of operational interruptions. By offering all hardware used in our system, we believe we are better able to meet and address all of the information technology needs of our customers.
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Cloud Electronic Health Record (Cloud EHR)
. In some circumstances, we offer Cloud EHR services to customers via remote access telecommunications. Cloud EHR is a "Software as a Service" (or "SaaS") configuration and is in essence a subscription to access and use application software maintained by CPSI in a cloud environment for a monthly fee. Under this configuration, a customer is able to obtain access to an advanced EHR without a significant initial capital outlay. We store and maintain all Cloud EHR customers’ critical patient and administrative data using TruBridge Cloud Computing Services. These customers access this information remotely through direct telecommunications connections.
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Forms and Supplies
. We offer our customers the forms that they need for their patient and financial records, as well as their general office supplies. Furnishing these forms and supplies helps us to achieve our objective of being a one-source solution for a hospital’s complete healthcare information system requirements.
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eLearning
. Engaging content that can be accessed anytime, anywhere with built-in assessments to measure content retention and comprehension.
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Virtual Classrooms
. Live, on-line training to promote interaction and collaboration with a team of product experts. Plus, a set quarterly training schedule to help providers balance training needs with their core job responsibilities.
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Campus Classrooms
. Live, instructor-led classes at the Healthland corporate office promoting hands-on training and interaction with peers from other client facilities.
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Online Learning Tools
. Easy access to a comprehensive set of training tools including product release notes and documentation, software guides, and key reference material related to all supported products.
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User Forum and Expert Exchange
. Annual user conference plus regional user group forums that allow clients to interact with peers and leverage Healthland experts to learn more about key industry issues and get their specific product questions answered.
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Experienced and Dedicated Support Representatives
. Seasoned experts assigned to each client site that not only understand the challenges in the post-acute care industry, but know how to best address them. This includes proactive education on the key regulatory changes and requirements before they impact business operations.
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Client Portal and Training
. Instant, on-line access to the most up-to-date industry information impacting long-term care, plus a vast array of product training opportunities.
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Client Enhancement Council
. Access to a community of peers along with a robust set of resources and knowledge to help clients get the most out of their AHT investment.
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Annual Client Symposium
. An opportunity for clients to share best practices, gain industry insight on key topics impacting post-acute care providers, network with peers, and learn more about current and future AHT product and service offerings.
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Business Management Services
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Consulting Services
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Managed Information Technology Services
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Business Management Services
. Our business management services span a healthcare enterprise’s revenue cycle and provide clients with a strong alternative to in-house operations. These services leverage our deep service and technology experience and are designed to allow clients to streamline their administrative staffing while improving operational efficiencies. Our business management services include the following service offerings:
Electronic Billing, Insurance Services, Statement Processing, Accounts Receivable Management, Payroll Processing, and Contract Management.
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Consulting Services
. Our consulting services are designed to help healthcare organizations by assessing their needs, setting goals, and creating an action plan to achieve those goals, and, if needed, implementing the action plan. Many of our professional consultants possess decades of experience and all are skilled in adopting new technologies, redesigning processes, educating staff, and providing interim or on-going management services. Our consulting services include the following service offerings:
Revenue Cycle Consulting, Clinical Consulting, Medical Coding, and Information Technology Consulting.
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Managed Information Technology ("IT") Services
. Our managed IT services provide a range of services designed to meet the IT needs of community healthcare enterprises. The pace of technological change can be overwhelming. Our services allow clients to affordably maintain an advanced IT infrastructure, meet regulatory requirements, and reduce risk. Our managed IT services include the following service offerings:
Cloud Computing, Internet Service Provider, Managed Network Services, Server and Storage Management, Desktop Support, Communications Solutions, Connectivity Solutions, Security Services, and Data Center Services.
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Patient Liability Estimates
. Improve patient satisfaction, maximize point-of-service collections, and equip staff with the ability to provide transparent pricing with the PLE module.
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Eligibility Verification
. Reduce claim denials and carrier rejections by performing on-demand eligibility look-ups, assuring the care provided is covered.
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Claim Scrubbing and Submission
. A powerful claim management solution for submitting, validating, and processing a healthcare facility’s claims with ease with a high quality of edits.
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Remittance Management
. Remittance advice can be effortlessly gathered and managed with the Electronic Remittance Advice ("ERA") Retrieval and Remittance Management modules, simplifying workflow and involvement.
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Denial/Audit Management
. Equips healthcare facilities with the tools necessary to combat denied and audited claims, assisting organizations in recovering lost revenue.
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Contract Management
. Allows healthcare facilities to take control over complex healthcare contracts by prospectively pricing every claim submitted to payers, retrospectively pricing every remittance to ensure proper payment was received, and modeling proposed contract terms during payer negotiations.
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Reporting and Data Mining
. Brings together a facility’s revenue cycle data to gain a better understanding of the facility's financial health by analyzing reports and utilizing interactive, drill-in graphs.
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Clinical quality measure reporting
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Business intelligence
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Interoperable clinical documentation review
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CommonWell Health Alliance patient management workflows
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Evident Thrive EHR
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Platform and infrastructure updates
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On-going localization activities for the Canadian market
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An on-going, focused effort on improving physician usability and workflow across the ambulatory and emergency departments and inpatient care settings
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Healthland Centriq EHR
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Development activities continued to support our long-term strategy to utilize the CPSI Interface Management System as a means of efficiently delivering new third-party integrations at scale
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AHT
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Software feature additions which enhanced the following:
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Ported functionality from legacy system to new system platform to enhance pre-admission workflows
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Use of new UI/UX process to improve Care Planning performance and workflow
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Introduced enterprise-level data concepts, including "Person profile" that included advanced directives, immunization tracking and history, preferences and goals, social history and special needs
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Supported value-based payment models adding "Bundled payment" support, convener and dashboard monitoring
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Provided Episodic care support, separation and identification of person, stay and episode contexts
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Provided Disease Management capabilities through integration with COMS
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Interact 4 v2 released
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Expanded interoperability framework to allow system level aggregation and simplification of certification process; introduced self-certification interoperability with vendors through use of mailbox; provided new integration and enhanced features
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Physician Adoption - We realize the importance of providing physicians with efficient workflows that provide more time for them to focus on managing patient care. To that end, we have been investing in product improvements to enhance the usability of our physician-targeted applications through user-centered design processes involving our client facilities.
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Continuum of Care - We find it critical to provide data expressing the past history and current state of a patient, regardless of setting and throughout their journey. To support this, our investment in product development has included the creation of more data liquidity and the facilitation of data exchange across the continuum.
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Financial Efficiencies - Our focus in this area has been two-fold: assisting our clients in managing their operations and financial resources as effectively as possible, and expending our effort internally to ensure we are creating and delivering products in a cost efficient manner.
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Population Health - As a provider of solutions which target healthcare delivery across individual communities, we are focused on facilitating more efficient and proactive management of the health of the population of those communities. Through projects such as our clients' ACOs, and products such as our eCQM platform and Business Intelligence dashboards, we are focused on how technology can support the community mission to improve the health of their populace.
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Global Market Expansion - We have continued to focus on development to provide more capabilities to the Thrive platform, as well as add infrastructure to support more widespread deployments at scale.
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Year ended December 31,
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(In thousands)
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2017
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2016
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2015
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Sales revenues:
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Domestic
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$
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276,510
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$
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267,081
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$
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181,716
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International
(1)
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417
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191
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458
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$
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276,927
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$
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267,272
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$
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182,174
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(1)
International sales revenues for all periods presented are related to a single foreign country, the Caribbean nation of St. Maarten.
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product features, functionality and performance;
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range of services offered;
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level of client service and satisfaction;
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ease of integration and speed of implementation;
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product price;
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cost of services offered;
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results of services engagements;
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knowledge of the healthcare industry;
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training provided;
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sales and marketing efforts; and
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company reputation.
|
|
ITEM 1A.
|
RISK FACTORS
|
|
•
|
make it more difficult for us to satisfy our obligations with respect to our indebtedness, and any failure to comply with the obligations under any of our debt instruments, including restrictive covenants, could result in an event of default under such instruments;
|
|
•
|
make us more vulnerable to adverse changes in general economic, industry and competitive conditions and adverse changes in government regulation;
|
|
•
|
require us to dedicate a substantial portion of our cash flow from operations to payments on our indebtedness, thereby reducing the availability of our cash flow to fund working capital, capital expenditures, acquisitions and other general corporate purposes;
|
|
•
|
limit our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate;
|
|
•
|
place us at a competitive disadvantage compared to our competitors that are less highly leveraged and therefore able to take advantage of opportunities that our indebtedness prevents us from exploiting; and
|
|
•
|
limit our ability to borrow additional amounts for working capital, capital expenditures, acquisitions, debt service requirements, execution of our business strategy or other purposes.
|
|
•
|
significant acquisition and integration costs;
|
|
•
|
failure to achieve projected synergies and performance targets;
|
|
•
|
potentially dilutive issuances of our securities, the incurrence of debt and contingent liabilities and amortization expenses related to intangible assets with indefinite useful lives, which could adversely affect our results of operations and financial condition;
|
|
•
|
using cash as acquisition currency may adversely affect interest or investment income, which may in turn adversely affect our earnings and/or earnings per share;
|
|
•
|
difficulty in fully or effectively integrating the acquired technologies, software products, services, business practices or personnel, which would prevent us from realizing the intended benefits of the acquisition;
|
|
•
|
failure to maintain uniform standard controls, policies and procedures across acquired businesses;
|
|
•
|
difficulty in predicting and responding to issues related to product transition such as development, distribution and client support;
|
|
•
|
the possible adverse effect of such acquisitions on existing relationships with third party partners and suppliers of technologies and services;
|
|
•
|
the possibility that staff or clients of the acquired companies might not accept new ownership and may transition to different technologies or attempt to renegotiate contract terms or relationships, including maintenance or support agreements;
|
|
•
|
the assumption of known and unknown liabilities;
|
|
•
|
the possibility that the due diligence process in any such acquisition may not completely identify material issues associated with product quality, product architecture, product development, intellectual property issues, key personnel issues or legal and financial contingencies, including any deficiencies in internal controls and procedures and the costs associated with remedying such deficiencies;
|
|
•
|
difficulty in entering geographic and/or business markets in which we have no or limited prior experience;
|
|
•
|
diversion of management’s attention from other business concerns; and
|
|
•
|
the possibility that acquired assets become impaired, requiring us to take a charge to earnings which could be significant.
|
|
•
|
changes in client budgets and purchasing priorities;
|
|
•
|
the ability of our clients to obtain financing for the purchase of our products;
|
|
•
|
the financial stability of our clients;
|
|
•
|
the specific mix of software, hardware and services in orders from clients;
|
|
•
|
the timing of new product announcements and product introductions by us and our competitors;
|
|
•
|
market acceptance of new products, product enhancements and services from us and our competitors;
|
|
•
|
product and price competition;
|
|
•
|
our success in expanding our sales and marketing programs;
|
|
•
|
the availability and cost of system components;
|
|
•
|
delay of revenue recognition to future quarters due to an increase in the sales of our remote access SaaS services;
|
|
•
|
the length of sales cycles and installation processes;
|
|
•
|
changes in revenue recognition or other accounting guidelines employed by us and/or established by the Financial Accounting Standards Board or other rulemaking bodies;
|
|
•
|
accounting policies concerning the timing of recognition of revenue;
|
|
•
|
personnel changes; and
|
|
•
|
general market and economic factors.
|
|
•
|
actual or anticipated quarterly variations in operating results;
|
|
•
|
rumors about our performance, software solutions, or merger and acquisition activity;
|
|
•
|
changes in expectations of future financial performance or changes in estimates of securities analysts;
|
|
•
|
governmental regulatory action;
|
|
•
|
healthcare reform measures;
|
|
•
|
client relationship developments;
|
|
•
|
purchases or sales of Company stock;
|
|
•
|
changes occurring in the markets in general;
|
|
•
|
macroeconomic conditions, both nationally and internationally; and
|
|
•
|
other factors, many of which are beyond our control.
|
|
ITEM 1B.
|
UNRESOLVED STAFF COMMENTS
|
|
ITEM 2.
|
PROPERTIES
|
|
ITEM 3.
|
LEGAL PROCEEDINGS
|
|
ITEM 4.
|
MINE SAFETY DISCLOSURES
|
|
ITEM 5.
|
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
|
|
High
|
|
Low
|
|
Dividends
Declared
Per Share
|
|
||||||
|
2017
|
|
|
|
|
|
|
||||||
|
First Quarter
|
$
|
29.00
|
|
|
$
|
21.60
|
|
|
$
|
0.25
|
|
|
|
Second Quarter
|
36.15
|
|
|
26.05
|
|
|
0.20
|
|
|
|||
|
Third Quarter
|
32.85
|
|
|
27.60
|
|
|
0.30
|
|
|
|||
|
Fourth Quarter
|
31.70
|
|
|
27.75
|
|
|
0.10
|
|
|
|||
|
2016
|
|
|
|
|
|
|
||||||
|
First Quarter
|
$
|
59.16
|
|
|
$
|
47.14
|
|
|
$
|
0.64
|
|
|
|
Second Quarter
|
54.09
|
|
|
37.10
|
|
|
0.64
|
|
|
|||
|
Third Quarter
|
42.02
|
|
|
24.18
|
|
|
0.34
|
|
|
|||
|
Fourth Quarter
|
26.71
|
|
|
18.25
|
|
|
0.24
|
|
|
|||
|
ITEM 6.
|
SELECTED FINANCIAL DATA
|
|
|
Year Ended December 31,
|
||||||||||||||||||
|
(In thousands, except for per share data)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
INCOME DATA:
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Total sales revenues
|
$
|
276,927
|
|
|
$
|
267,272
|
|
|
$
|
182,174
|
|
|
$
|
204,742
|
|
|
$
|
200,863
|
|
|
Total costs of sales
|
125,630
|
|
|
130,012
|
|
|
87,716
|
|
|
90,795
|
|
|
89,534
|
|
|||||
|
Gross profit
|
151,297
|
|
|
137,260
|
|
|
94,458
|
|
|
113,947
|
|
|
111,329
|
|
|||||
|
Total operating expenses*
|
156,111
|
|
|
122,885
|
|
|
69,372
|
|
|
64,360
|
|
|
61,085
|
|
|||||
|
Operating income (loss)*
|
(4,814
|
)
|
|
14,375
|
|
|
25,086
|
|
|
49,587
|
|
|
50,244
|
|
|||||
|
Total other income (expense)
|
(8,669
|
)
|
|
(6,389
|
)
|
|
405
|
|
|
152
|
|
|
466
|
|
|||||
|
Income (loss) before taxes*
|
(13,483
|
)
|
|
7,986
|
|
|
25,491
|
|
|
49,739
|
|
|
50,710
|
|
|||||
|
Provision for income taxes
|
3,933
|
|
|
4,053
|
|
|
7,148
|
|
|
16,819
|
|
|
17,967
|
|
|||||
|
Net Income (loss)*
|
$
|
(17,416
|
)
|
|
$
|
3,933
|
|
|
$
|
18,343
|
|
|
$
|
32,920
|
|
|
$
|
32,743
|
|
|
Net income (loss) per share - basic*
|
$
|
(1.27
|
)
|
|
$
|
0.29
|
|
|
$
|
1.62
|
|
|
$
|
2.94
|
|
|
$
|
2.95
|
|
|
Net income (loss) per share - diluted*
|
$
|
(1.27
|
)
|
|
$
|
0.29
|
|
|
$
|
1.62
|
|
|
$
|
2.94
|
|
|
$
|
2.95
|
|
|
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Basic
|
13,419
|
|
|
13,255
|
|
|
11,083
|
|
|
11,026
|
|
|
10,998
|
|
|||||
|
Diluted
|
13,419
|
|
|
13,255
|
|
|
11,083
|
|
|
11,026
|
|
|
10,998
|
|
|||||
|
Cash dividends declared per common share
|
$
|
0.85
|
|
|
$
|
1.86
|
|
|
$
|
2.56
|
|
|
$
|
2.28
|
|
|
$
|
2.04
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
As of December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
BALANCE SHEET DATA
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Cash and cash equivalents
|
$
|
520
|
|
|
$
|
2,220
|
|
|
$
|
24,951
|
|
|
$
|
23,792
|
|
|
$
|
11,729
|
|
|
Working capital
|
17,028
|
|
|
13,604
|
|
|
57,136
|
|
|
63,355
|
|
|
51,301
|
|
|||||
|
Total assets
|
318,216
|
|
|
339,150
|
|
|
92,788
|
|
|
99,325
|
|
|
92,535
|
|
|||||
|
Total current liabilities
|
40,849
|
|
|
30,945
|
|
|
17,421
|
|
|
18,161
|
|
|
21,451
|
|
|||||
|
Total stockholders’ equity
|
136,086
|
|
|
157,970
|
|
|
75,366
|
|
|
80,781
|
|
|
69,083
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
* Year ended December 31, 2017 is inclusive of a $28.0 million ($2.09 per share) non-cash goodwill impairment expense.
|
|||||||||||||||||||
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
|
•
|
Evident, formed in April 2015, provides a comprehensive acute care electronic health record ("EHR") solution, Thrive, and related services for community hospitals and their physician clinics.
|
|
•
|
Healthland provides a comprehensive acute care EHR solution, Centriq, and related services for community hospitals and their physician clinics.
|
|
•
|
TruBridge focuses on providing business management, consulting, and managed IT services along with its complete revenue cycle management ("RCM") solution for all care settings, regardless of their primary healthcare information solutions provider.
|
|
•
|
AHT provides a comprehensive post-acute care EHR solution and related services for skilled nursing and assisted living facilities.
|
|
|
Year ended December 31,
|
|||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|||||||||||||||
|
(In thousands)
|
Amount
|
|
% Sales
|
|
Amount
|
|
% Sales
|
|
Amount
|
|
% Sales
|
|||||||||
|
INCOME DATA:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
Sales revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
System sales and support:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
Acute Care EHR
|
$
|
164,228
|
|
|
59.3
|
%
|
|
$
|
159,146
|
|
|
59.5
|
%
|
|
$
|
118,385
|
|
|
65.0
|
%
|
|
Post-acute Care EHR
|
24,033
|
|
|
8.7
|
%
|
|
26,519
|
|
|
9.9
|
%
|
|
—
|
|
|
—
|
%
|
|||
|
Total system sales and support
|
188,261
|
|
|
68.0
|
%
|
|
185,665
|
|
|
69.5
|
%
|
|
118,385
|
|
|
65.0
|
%
|
|||
|
TruBridge
|
88,666
|
|
|
32.0
|
%
|
|
81,607
|
|
|
30.5
|
%
|
|
63,789
|
|
|
35.0
|
%
|
|||
|
Total sales revenues
|
276,927
|
|
|
100.0
|
%
|
|
267,272
|
|
|
100.0
|
%
|
|
182,174
|
|
|
100.0
|
%
|
|||
|
Costs of sales:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
System sales and support:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
Acute Care EHR
|
68,513
|
|
|
24.7
|
%
|
|
74,746
|
|
|
28.0
|
%
|
|
52,500
|
|
|
28.8
|
%
|
|||
|
Post-acute Care EHR
|
7,481
|
|
|
2.7
|
%
|
|
9,610
|
|
|
3.6
|
%
|
|
—
|
|
|
—
|
%
|
|||
|
Total system sales and support
|
75,994
|
|
|
27.4
|
%
|
|
84,356
|
|
|
31.6
|
%
|
|
52,500
|
|
|
28.8
|
%
|
|||
|
TruBridge
|
49,636
|
|
|
17.9
|
%
|
|
45,656
|
|
|
17.1
|
%
|
|
35,216
|
|
|
19.3
|
%
|
|||
|
Total costs of sales
|
125,630
|
|
|
45.4
|
%
|
|
130,012
|
|
|
48.6
|
%
|
|
87,716
|
|
|
48.1
|
%
|
|||
|
Gross profit
|
151,297
|
|
|
54.6
|
%
|
|
137,260
|
|
|
51.4
|
%
|
|
94,458
|
|
|
51.9
|
%
|
|||
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
Product development
|
37,761
|
|
|
13.6
|
%
|
|
32,621
|
|
|
12.2
|
%
|
|
14,229
|
|
|
7.8
|
%
|
|||
|
Sales and marketing
|
33,021
|
|
|
11.9
|
%
|
|
27,194
|
|
|
10.2
|
%
|
|
18,333
|
|
|
10.1
|
%
|
|||
|
General and administrative
|
46,923
|
|
|
16.9
|
%
|
|
52,888
|
|
|
19.8
|
%
|
|
36,810
|
|
|
20.2
|
%
|
|||
|
Amortization of acquisition-related intangibles
|
10,406
|
|
|
3.8
|
%
|
|
10,182
|
|
|
3.8
|
%
|
|
—
|
|
|
—
|
%
|
|||
|
Goodwill impairment
|
28,000
|
|
|
10.1
|
%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|||
|
Total operating expenses
|
156,111
|
|
|
56.4
|
%
|
|
122,885
|
|
|
46.0
|
%
|
|
69,372
|
|
|
38.1
|
%
|
|||
|
Operating income (loss)
|
(4,814
|
)
|
|
(1.7
|
)%
|
|
14,375
|
|
|
5.4
|
%
|
|
25,086
|
|
|
13.8
|
%
|
|||
|
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
Other income
|
407
|
|
|
0.1
|
%
|
|
220
|
|
|
0.1
|
%
|
|
405
|
|
|
0.2
|
%
|
|||
|
Loss on extinguishment of debt
|
(1,340
|
)
|
|
(0.5
|
)%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|||
|
Interest expense
|
(7,736
|
)
|
|
(2.8
|
)%
|
|
(6,609
|
)
|
|
(2.5
|
)%
|
|
—
|
|
|
—
|
%
|
|||
|
Total other income (expense)
|
(8,669
|
)
|
|
(3.1
|
)%
|
|
(6,389
|
)
|
|
(2.4
|
)%
|
|
405
|
|
|
0.2
|
%
|
|||
|
Income (loss) before taxes
|
(13,483
|
)
|
|
(4.9
|
)%
|
|
7,986
|
|
|
3.0
|
%
|
|
25,491
|
|
|
14.0
|
%
|
|||
|
Provision for income taxes
|
3,933
|
|
|
1.4
|
%
|
|
4,053
|
|
|
1.5
|
%
|
|
7,148
|
|
|
3.9
|
%
|
|||
|
Net income (loss)
|
$
|
(17,416
|
)
|
|
(6.3
|
)%
|
|
$
|
3,933
|
|
|
1.5
|
%
|
|
$
|
18,343
|
|
|
10.1
|
%
|
|
|
Year ended December 31,
|
||||||
|
(In thousands)
|
2017
|
|
2016
|
||||
|
Recurring system sales and support revenues
(1)
|
|
|
|
||||
|
Acute Care EHR
|
$
|
113,056
|
|
|
$
|
117,482
|
|
|
Post-acute Care EHR
|
20,122
|
|
|
20,082
|
|
||
|
Total recurring system sales and support revenues
|
133,178
|
|
|
137,564
|
|
||
|
Non-recurring system sales and support revenues
(2)
|
|
|
|
||||
|
Acute Care EHR
|
51,172
|
|
|
41,665
|
|
||
|
Post-acute Care EHR
|
3,911
|
|
|
6,436
|
|
||
|
Total non-recurring system sales and support revenues
|
55,083
|
|
|
48,101
|
|
||
|
Total system sales and support revenue
|
$
|
188,261
|
|
|
$
|
185,665
|
|
|
|
|
|
|
||||
|
(1)
Mostly comprised of support and maintenance, third-party subscriptions, and SaaS revenues.
|
|
|
|
||||
|
|
|
|
|
||||
|
(2)
Mostly comprised of installation revenues from the sale of our acute and post-acute care EHR solutions and related applications under a perpetual (non-subscription) licensing model.
|
|
|
|
||||
|
|
Year ended December 31,
|
||||||
|
(In thousands)
|
2016
|
|
2015
|
||||
|
Recurring system sales and support revenues
(1)
|
|
|
|
||||
|
Acute Care EHR
|
$
|
117,482
|
|
|
$
|
79,477
|
|
|
Post-acute Care EHR
|
20,082
|
|
|
—
|
|
||
|
Total recurring system sales and support revenues
|
137,564
|
|
|
79,477
|
|
||
|
Non-recurring system sales and support revenues
(2)
|
|
|
|
||||
|
Acute Care EHR
|
41,665
|
|
|
38,908
|
|
||
|
Post-acute Care EHR
|
6,436
|
|
|
—
|
|
||
|
Total non-recurring system sales and support revenues
|
48,101
|
|
|
38,908
|
|
||
|
Total system sales and support revenue
|
$
|
185,665
|
|
|
$
|
118,385
|
|
|
|
|
|
|
||||
|
(1)
Mostly comprised of support and maintenance, third-party subscriptions, and SaaS revenues.
|
|
|
|
||||
|
|
|
|
|
||||
|
(2)
Mostly comprised of installation revenues from the sale of our acute and post-acute care EHR solutions and related applications under a perpetual (non-subscription) licensing model.
|
|
|
|
||||
|
•
|
temporarily increased the percentage of excess cash flow (minus certain specified other payments) that must be used to prepay the credit facilities.
|
|
(in thousands)
|
2017
|
2016
|
||||
|
System sales and support
(1)
|
|
|
||||
|
Acute Care EHR
|
$
|
72,673
|
|
$
|
66,222
|
|
|
Post-acute Care EHR
|
4,809
|
|
10,084
|
|
||
|
Total system sales and support
|
77,482
|
|
76,306
|
|
||
|
|
|
|
||||
|
TruBridge
(2)
|
31,435
|
|
22,299
|
|
||
|
|
|
|
||||
|
Total bookings
|
$
|
108,917
|
|
$
|
98,605
|
|
|
|
||||||
|
(1)
Generally calculated as the total contract price (for system sales) and annualized contract value (for support).
|
||||||
|
(2)
Generally calculated as the total contract price (for non-recurring, project-related amounts) and annualized contract value (for recurring amounts).
|
||||||
|
|
Payment due by period
|
||||||||||||||||||
|
(In thousands)
|
Total
|
|
Less than 1 year
|
|
1-3 Years
|
|
3-5 Years
|
|
More than 5 Years
|
||||||||||
|
Operating lease obligations
|
$
|
7,506
|
|
|
$
|
1,959
|
|
|
$
|
2,136
|
|
|
$
|
1,489
|
|
|
$
|
1,922
|
|
|
Capital lease obligations
|
565
|
|
|
315
|
|
|
250
|
|
|
—
|
|
|
—
|
|
|||||
|
Debt obligations
|
143,521
|
|
|
5,850
|
|
|
15,356
|
|
|
122,315
|
|
|
—
|
|
|||||
|
Interest on debt obligations
|
29,762
|
|
|
7,007
|
|
|
13,009
|
|
|
9,746
|
|
|
—
|
|
|||||
|
Total contractual obligations
|
$
|
181,354
|
|
|
$
|
15,131
|
|
|
$
|
30,751
|
|
|
$
|
133,550
|
|
|
$
|
1,922
|
|
|
•
|
The sale of information systems and the provision of related support services, including perpetual software licenses, conversion, installation and training services, hardware and peripherals, SaaS services, forms and supplies, software application support, hardware maintenance, and continuing education.
|
|
•
|
The provision of business management services, which includes electronic billing, statement processing, payroll processing, accounts receivable management, contract management and insurance services, as well as Internet service provider ("ISP") services and consulting and managed IT services (collectively, "other professional IT services").
|
|
1)
|
The allocation of total arrangement consideration to the various elements of our multiple-element arrangements, including, for certain elements, estimates and judgments regarding vendor-specific objective evidence ("VSOE") of fair value, which we base on either the price charged when the same element is sold separately or the price established by management having the relevant authority to do so, for an element not yet sold separately. VSOE calculations are updated and reviewed regularly depending on the nature of the product or service. We base VSOE for the related undelivered elements on either renewals or stand-alone sales as appropriate.
|
|
2)
|
Our determination that total fees for our products and services are fixed or determinable, which we base on signed contracts and orders.
|
|
3)
|
Our assessment that collection of amounts due is reasonably assured, which we base on our standard payment terms and collection history.
|
|
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
|
|
|
|
|
Page
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Index to Financial Statement Schedules
|
|
|
|
|
|
|
|
|
All other schedules to the financial statements required by Article 9 of Regulation S-X are not applicable and therefore have been omitted.
|
|
|
/s/ GRANT THORNTON LLP
|
|
|
|
Atlanta, Georgia
|
|
March 14, 2018
|
|
/s/ GRANT THORNTON LLP
|
|
|
|
We have served as the Company’s auditor since 2004.
|
|
|
|
Atlanta, Georgia
|
|
March 14, 2018
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||
|
Assets
|
|
|
|
||||
|
Current assets:
|
|
|
|
||||
|
Cash and cash equivalents
|
$
|
520
|
|
|
$
|
2,220
|
|
|
Accounts receivable, net of allowance for doubtful accounts of $2,654 and $2,370, respectively
|
38,061
|
|
|
31,812
|
|
||
|
Financing receivables, current portion, net
|
15,055
|
|
|
5,459
|
|
||
|
Inventories
|
1,417
|
|
|
1,697
|
|
||
|
Prepaid income taxes
|
—
|
|
|
567
|
|
||
|
Prepaid expenses and other
|
2,824
|
|
|
2,794
|
|
||
|
Total current assets
|
57,877
|
|
|
44,549
|
|
||
|
Property and equipment, net
|
11,692
|
|
|
13,439
|
|
||
|
Financing receivables, net of current portion
|
11,485
|
|
|
5,595
|
|
||
|
Intangible assets, net
|
96,713
|
|
|
107,118
|
|
||
|
Goodwill
|
140,449
|
|
|
168,449
|
|
||
|
Total assets
|
$
|
318,216
|
|
|
$
|
339,150
|
|
|
Liabilities and Stockholders’ Equity
|
|
|
|
||||
|
Current liabilities:
|
|
|
|
||||
|
Accounts payable
|
$
|
7,620
|
|
|
$
|
6,841
|
|
|
Current portion of long-term debt
|
5,820
|
|
|
5,817
|
|
||
|
Deferred revenue
|
8,707
|
|
|
5,840
|
|
||
|
Accrued vacation
|
3,794
|
|
|
3,650
|
|
||
|
Income taxes payable
|
810
|
|
|
—
|
|
||
|
Other accrued liabilities
|
14,098
|
|
|
8,797
|
|
||
|
Total current liabilities
|
40,849
|
|
|
30,945
|
|
||
|
Long-term debt, less current portion
|
136,614
|
|
|
146,989
|
|
||
|
Deferred tax liabilities
|
4,667
|
|
|
3,246
|
|
||
|
Total liabilities
|
182,130
|
|
|
181,180
|
|
||
|
Stockholders’ equity:
|
|
|
|
||||
|
Common stock, $0.001 par value; 30,000 shares authorized; 13,760 and 13,533 shares issued and outstanding
|
14
|
|
|
13
|
|
||
|
Additional paid-in capital
|
155,078
|
|
|
147,911
|
|
||
|
Retained earnings (accumulated deficit)
|
(19,006
|
)
|
|
10,046
|
|
||
|
Total stockholders’ equity
|
136,086
|
|
|
157,970
|
|
||
|
Total liabilities and stockholders’ equity
|
$
|
318,216
|
|
|
$
|
339,150
|
|
|
|
Year ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
Sales revenues:
|
|
|
|
|
|
||||||
|
System sales and support
|
$
|
188,261
|
|
|
$
|
185,665
|
|
|
$
|
118,385
|
|
|
TruBridge
|
88,666
|
|
|
81,607
|
|
|
63,789
|
|
|||
|
Total sales revenues
|
276,927
|
|
|
267,272
|
|
|
182,174
|
|
|||
|
Costs of sales (exclusive of amortization shown separately below):
|
|
|
|
|
|
||||||
|
System sales and support
|
75,994
|
|
|
84,356
|
|
|
52,500
|
|
|||
|
TruBridge
|
49,636
|
|
|
45,656
|
|
|
35,216
|
|
|||
|
Total costs of sales
|
125,630
|
|
|
130,012
|
|
|
87,716
|
|
|||
|
Gross profit
|
151,297
|
|
|
137,260
|
|
|
94,458
|
|
|||
|
Operating expenses:
|
|
|
|
|
|
||||||
|
Product development
|
37,761
|
|
|
32,621
|
|
|
14,229
|
|
|||
|
Sales and marketing
|
33,021
|
|
|
27,194
|
|
|
18,333
|
|
|||
|
General and administrative
|
46,923
|
|
|
52,888
|
|
|
36,810
|
|
|||
|
Amortization of acquisition-related intangibles
|
10,406
|
|
|
10,182
|
|
|
—
|
|
|||
|
Goodwill impairment
|
28,000
|
|
|
—
|
|
|
—
|
|
|||
|
Total operating expenses
|
156,111
|
|
|
122,885
|
|
|
69,372
|
|
|||
|
Operating income (loss)
|
(4,814
|
)
|
|
14,375
|
|
|
25,086
|
|
|||
|
Other income (expense):
|
|
|
|
|
|
||||||
|
Other income
|
407
|
|
|
220
|
|
|
405
|
|
|||
|
Loss on extinguishment of debt
|
(1,340
|
)
|
|
—
|
|
|
—
|
|
|||
|
Interest expense
|
(7,736
|
)
|
|
(6,609
|
)
|
|
—
|
|
|||
|
Total other income (expense)
|
(8,669
|
)
|
|
(6,389
|
)
|
|
405
|
|
|||
|
Income (loss) before taxes
|
(13,483
|
)
|
|
7,986
|
|
|
25,491
|
|
|||
|
Provision for income taxes
|
3,933
|
|
|
4,053
|
|
|
7,148
|
|
|||
|
Net income (loss)
|
$
|
(17,416
|
)
|
|
$
|
3,933
|
|
|
$
|
18,343
|
|
|
Net income (loss) per share - basic
|
$
|
(1.27
|
)
|
|
$
|
0.29
|
|
|
$
|
1.62
|
|
|
Net income (loss) per share - diluted
|
$
|
(1.27
|
)
|
|
$
|
0.29
|
|
|
$
|
1.62
|
|
|
Weighted average shares outstanding used in per common share computations:
|
|
|
|
|
|
||||||
|
Basic
|
13,419
|
|
|
13,255
|
|
|
11,083
|
|
|||
|
Diluted
|
13,419
|
|
|
13,255
|
|
|
11,083
|
|
|||
|
|
Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
Net income (loss)
|
$
|
(17,416
|
)
|
|
$
|
3,933
|
|
|
$
|
18,343
|
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
||||||
|
Change in unrealized income with realized income on the Statements of Operations
|
—
|
|
|
38
|
|
|
(18
|
)
|
|||
|
Total other comprehensive income (loss), net of tax
|
—
|
|
|
38
|
|
|
(18
|
)
|
|||
|
Comprehensive income (loss)
|
$
|
(17,416
|
)
|
|
$
|
3,971
|
|
|
$
|
18,325
|
|
|
|
Common
Shares
|
|
Common
Stock
|
|
Additional
Paid-in
Capital
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Retained
Earnings (Accumulated Deficit)
|
|
Total
Stockholders’
Equity
|
|||||||||||
|
Balance at December 31, 2014
|
11,209
|
|
|
$
|
11
|
|
|
$
|
38,983
|
|
|
$
|
(20
|
)
|
|
$
|
41,806
|
|
|
$
|
80,780
|
|
|
Net income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
18,343
|
|
|
18,343
|
|
|||||
|
Unrealized loss on investments held for sale, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
(18
|
)
|
|
—
|
|
|
(18
|
)
|
|||||
|
Issuance of restricted stock
|
107
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Forfeiture of common stock
|
(13
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Stock-based compensation
|
—
|
|
|
—
|
|
|
5,380
|
|
|
—
|
|
|
—
|
|
|
5,380
|
|
|||||
|
Dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(28,943
|
)
|
|
(28,943
|
)
|
|||||
|
Excess (deficit) tax benefit from share-based compensation
|
—
|
|
|
—
|
|
|
(176
|
)
|
|
—
|
|
|
—
|
|
|
(176
|
)
|
|||||
|
Balance at December 31, 2015
|
11,303
|
|
|
$
|
11
|
|
|
$
|
44,187
|
|
|
$
|
(38
|
)
|
|
$
|
31,206
|
|
|
$
|
75,366
|
|
|
Net income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,933
|
|
|
3,933
|
|
|||||
|
Change in unrealized income with realized income on the Statements of Operations
|
—
|
|
|
—
|
|
|
—
|
|
|
38
|
|
|
—
|
|
|
38
|
|
|||||
|
Common stock issued as consideration for acquisition of HHI
|
1,974
|
|
|
2
|
|
|
89,801
|
|
|
—
|
|
|
—
|
|
|
89,803
|
|
|||||
|
Fair value of options issued as consideration for acquisition of HHI
|
—
|
|
|
—
|
|
|
7,213
|
|
|
—
|
|
|
—
|
|
|
7,213
|
|
|||||
|
Common stock issued upon exercise of stock options
|
169
|
|
|
—
|
|
|
1,134
|
|
|
—
|
|
|
—
|
|
|
1,134
|
|
|||||
|
Issuance of restricted stock
|
87
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Stock-based compensation
|
—
|
|
|
—
|
|
|
5,366
|
|
|
—
|
|
|
—
|
|
|
5,366
|
|
|||||
|
Dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25,093
|
)
|
|
(25,093
|
)
|
|||||
|
Excess (deficit) tax benefit from share-based compensation
|
—
|
|
|
—
|
|
|
210
|
|
|
—
|
|
|
—
|
|
|
210
|
|
|||||
|
Balance at December 31, 2016
|
13,533
|
|
|
$
|
13
|
|
|
$
|
147,911
|
|
|
$
|
—
|
|
|
$
|
10,046
|
|
|
$
|
157,970
|
|
|
Net income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17,416
|
)
|
|
(17,416
|
)
|
|||||
|
Common stock issued upon exercise of stock options
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|||||
|
Issuance of restricted stock
|
226
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|||||
|
Stock-based compensation
|
—
|
|
|
—
|
|
|
7,166
|
|
|
—
|
|
|
—
|
|
|
7,166
|
|
|||||
|
Dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,636
|
)
|
|
(11,636
|
)
|
|||||
|
Balance at December 31, 2017
|
13,760
|
|
|
14
|
|
|
155,078
|
|
|
—
|
|
|
(19,006
|
)
|
|
136,086
|
|
|||||
|
|
Year ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
Operating Activities
|
|
|
|
|
|
||||||
|
Net income (loss)
|
$
|
(17,416
|
)
|
|
$
|
3,933
|
|
|
$
|
18,343
|
|
|
Adjustments to net income (loss):
|
|
|
|
|
|
||||||
|
Provision for bad debt
|
3,421
|
|
|
2,259
|
|
|
910
|
|
|||
|
Deferred taxes
|
1,421
|
|
|
3,672
|
|
|
(2,698
|
)
|
|||
|
Stock based compensation
|
7,166
|
|
|
5,366
|
|
|
5,380
|
|
|||
|
(Excess) deficit tax benefit from shared-based compensation
|
—
|
|
|
(210
|
)
|
|
176
|
|
|||
|
Depreciation
|
2,473
|
|
|
3,062
|
|
|
3,174
|
|
|||
|
Amortization of acquisition-related intangibles
|
10,406
|
|
|
10,182
|
|
|
—
|
|
|||
|
Amortization of deferred finance costs
|
645
|
|
|
673
|
|
|
—
|
|
|||
|
Goodwill impairment
|
28,000
|
|
|
—
|
|
|
—
|
|
|||
|
Loss on extinguishment of debt
|
1,340
|
|
|
—
|
|
|
—
|
|
|||
|
Changes in operating assets and liabilities (net of acquired assets and liabilities):
|
|
|
|
|
|
||||||
|
Accounts receivable
|
(7,847
|
)
|
|
(3,927
|
)
|
|
(166
|
)
|
|||
|
Financing receivables
|
(17,308
|
)
|
|
1,514
|
|
|
6,500
|
|
|||
|
Inventories
|
280
|
|
|
14
|
|
|
(102
|
)
|
|||
|
Prepaid expenses and other
|
(30
|
)
|
|
1,787
|
|
|
(419
|
)
|
|||
|
Accounts payable
|
779
|
|
|
(5,588
|
)
|
|
600
|
|
|||
|
Deferred revenue
|
2,867
|
|
|
(13,662
|
)
|
|
(2,070
|
)
|
|||
|
Other liabilities
|
6,069
|
|
|
(7,250
|
)
|
|
730
|
|
|||
|
Prepaid income taxes/income taxes payable
|
1,377
|
|
|
280
|
|
|
518
|
|
|||
|
Net cash provided by operating activities
|
23,643
|
|
|
2,105
|
|
|
30,876
|
|
|||
|
Investing Activities
|
|
|
|
|
|
||||||
|
Purchases of property and equipment
|
(726
|
)
|
|
(39
|
)
|
|
(448
|
)
|
|||
|
Purchase of business, net of cash received
|
—
|
|
|
(162,611
|
)
|
|
—
|
|
|||
|
Purchases of investments
|
—
|
|
|
—
|
|
|
(150
|
)
|
|||
|
Sale of investments
|
—
|
|
|
10,861
|
|
|
—
|
|
|||
|
Net cash used in investing activities
|
(726
|
)
|
|
(151,789
|
)
|
|
(598
|
)
|
|||
|
Financing Activities
|
|
|
|
|
|
||||||
|
Dividends paid
|
(11,636
|
)
|
|
(25,092
|
)
|
|
(28,943
|
)
|
|||
|
Proceeds from long-term debt
|
777
|
|
|
156,397
|
|
|
—
|
|
|||
|
Payments of long-term debt principal
|
(12,838
|
)
|
|
(5,196
|
)
|
|
—
|
|
|||
|
Payments on capital lease
|
(296
|
)
|
|
—
|
|
|
—
|
|
|||
|
Payments of contingent consideration
|
(625
|
)
|
|
(500
|
)
|
|
—
|
|
|||
|
Proceeds from exercise of stock options
|
1
|
|
|
1,134
|
|
|
—
|
|
|||
|
Excess (deficit) tax benefit from stock-based compensation
|
—
|
|
|
210
|
|
|
(176
|
)
|
|||
|
Net cash provided by (used in) financing activities
|
(24,617
|
)
|
|
126,953
|
|
|
(29,119
|
)
|
|||
|
Increase (decrease) in cash and cash equivalents
|
(1,700
|
)
|
|
(22,731
|
)
|
|
1,159
|
|
|||
|
Cash and cash equivalents at beginning of year
|
2,220
|
|
|
24,951
|
|
|
23,792
|
|
|||
|
Cash and cash equivalents at end of year
|
$
|
520
|
|
|
$
|
2,220
|
|
|
$
|
24,951
|
|
|
|
Year ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
Supplemental disclosure of cash flow information
|
|
|
|
|
|
||||||
|
Cash paid for interest
|
$
|
6,953
|
|
|
$
|
5,876
|
|
|
$
|
—
|
|
|
Cash paid for income taxes, net of refund
|
$
|
1,134
|
|
|
$
|
110
|
|
|
$
|
9,231
|
|
|
Supplemental disclosure of non-cash flow information:
|
|
|
|
|
|
||||||
|
Fair value of common stock and options issued as consideration for acquisition of HHI
|
$
|
—
|
|
|
$
|
97,017
|
|
|
$
|
—
|
|
|
Reclassification of inventory to property and equipment
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
39
|
|
|
Write-off of fully depreciated assets
|
$
|
6,049
|
|
|
$
|
2,769
|
|
|
$
|
—
|
|
|
Capital lease obligation
|
$
|
—
|
|
|
$
|
933
|
|
|
$
|
—
|
|
|
•
|
The Company's sales revenues and costs of sales amounts formerly included within the caption "Business management, consulting, and managed IT services" are now included within the caption "TruBridge" within the consolidated statements of operations;
|
|
•
|
Rycan's sales revenues and costs of sales amounts formerly included within the caption "Systems sales and support" are now included within the caption "TruBridge" within the consolidated statements of operations;
|
|
•
|
Healthland's and AHT's sales revenues and costs of sales related to hosting services formerly included within the caption "Systems sales and support" are now included within the caption "TruBridge" within the consolidated statements of operations; and
|
|
•
|
Certain Rycan expenses formerly included within the caption "General and administrative" are now included within the caption "TruBridge" within the "Costs of sales" section of the consolidated statements of operations.
|
|
(In thousands)
|
As previously reported
|
|
Reclassifications
|
|
As reclassified
|
||||||
|
Sales revenues:
|
|
|
|
|
|
||||||
|
System sales
|
$
|
197,874
|
|
|
$
|
(12,209
|
)
|
|
$
|
185,665
|
|
|
TruBridge
|
69,398
|
|
|
12,209
|
|
|
81,607
|
|
|||
|
Costs of sales:
|
|
|
|
|
|
||||||
|
System sales
|
89,543
|
|
|
(5,187
|
)
|
|
84,356
|
|
|||
|
TruBridge
|
39,715
|
|
|
5,941
|
|
|
45,656
|
|
|||
|
Operating expenses:
|
|
|
|
|
|
||||||
|
General and administrative
|
53,642
|
|
|
(754
|
)
|
|
52,888
|
|
|||
|
•
|
System Sales
and Support
– the sale of information systems and the provision of system support services. The sale of information systems includes perpetual software licenses, conversion, installation and training services, hardware and peripherals, "Software as a Service" (or "SaaS") services, and forms and supplies. System support services include software application support, hardware maintenance, and continuing education.
|
|
•
|
TruBridge
– the provision of business management services, which includes electronic billing, statement processing, payroll processing, accounts receivable management, contract management, and insurance services, as well as Internet service provider ("ISP") services and consulting and managed IT services (collectively, "other professional IT services").
|
|
•
|
Perpetual software licenses and conversion, installation and training services – The selling price of perpetual software licenses and conversion, installation and training services is based on management’s best estimate of selling price. In determining management’s best estimate of selling price, we consider the following: (1) competitor pricing, (2) supply and demand of installation staff, (3) overall economic conditions, and (4) our pricing practices as they relate to discounts. The method of recognizing revenue for the perpetual licenses of the associated modules included in the arrangement, and the related conversion, installation and training services over the term the services are performed, is on a module-by-module basis as the related perpetual licenses are delivered and the respective conversion, installation and training services for each specific module are completed, as this is representative of the pattern of provision of these services.
|
|
•
|
Hardware – We recognize revenue for hardware upon shipment. The selling price of hardware is based on management’s best estimate of selling price, which consists of cost plus a targeted margin.
|
|
•
|
Software application support and hardware maintenance – We have established vendor-specific objective evidence ("VSOE") of the fair value of our software application support and hardware maintenance services by reference to the price our customers are required to pay for the services when sold separately via renewals. Support and
|
|
•
|
SaaS services – The Company accounts for SaaS arrangements in accordance with the requirements of the
Hosting Arrangement
section under the
Software
topic and
Revenue Recognition
subtopic of the FASB Codification. The FASB Codification states that the software elements of SaaS services should not be accounted for as a hosting arrangement "if the customer has the contractual right to take possession of the software at any time during the hosting period without significant penalty and it is feasible for the customer to either run the software on its own hardware or contract with another party unrelated to the vendor to host the software." Each SaaS contract entered into by the Company includes a system purchase and buyout clause, and this clause specifies the total amount of the system buyout. In addition, a clause is included in the contract which states that should the system be bought out by the customer, the customer would be required to enter into a general support agreement (for post-contract support services) for the remainder of the original SaaS term. Accordingly, the Company has concluded that SaaS customers do not have the right to take possession of the system without significant penalty (i.e., the purchase price of the system), resulting in the determination that these contracts are service contracts for which revenue is recognized when the services are performed.
|
|
•
|
strengthened our position in providing healthcare information systems to community healthcare organizations by combining hospital customers;
|
|
•
|
introduced CPSI to the post-acute care market; and
|
|
•
|
expanded the products offered by and capabilities of TruBridge with the addition of Rycan and its suite of revenue cycle management software products.
|
|
(In thousands)
|
Purchase Price
|
||
|
Cash consideration, net of acquired cash received
|
$
|
162,611
|
|
|
Fair value of common stock and options issued as consideration
|
97,017
|
|
|
|
Total consideration
|
$
|
259,628
|
|
|
(In thousands)
|
Purchase Price Allocation
|
||
|
Acquired cash
|
$
|
5,371
|
|
|
Accounts receivable
|
5,789
|
|
|
|
Financing receivables
|
2,184
|
|
|
|
Inventories
|
216
|
|
|
|
Prepaid expenses
|
3,228
|
|
|
|
Property and equipment
|
1,263
|
|
|
|
Intangible assets
|
117,300
|
|
|
|
Goodwill
|
168,449
|
|
|
|
Accounts payable and accrued liabilities
|
(17,490
|
)
|
|
|
Deferred taxes, net
|
(4,010
|
)
|
|
|
Contingent consideration
|
(1,620
|
)
|
|
|
Deferred revenue
|
(15,681
|
)
|
|
|
Net assets acquired
|
$
|
264,999
|
|
|
|
Years Ended December 31,
|
||||||
|
(In thousands, except per share data, unaudited)
|
2016
|
|
2015
|
||||
|
Pro forma revenues
|
$
|
270,974
|
|
|
$
|
290,071
|
|
|
Pro forma net income
|
$
|
8,538
|
|
|
$
|
3,484
|
|
|
Pro forma diluted earnings per share
|
$
|
0.64
|
|
|
$
|
0.26
|
|
|
(In thousands)
|
2017
|
|
2016
|
||||
|
Land
|
$
|
2,848
|
|
|
$
|
2,848
|
|
|
Buildings and improvements
|
8,240
|
|
|
9,432
|
|
||
|
Maintenance equipment
|
—
|
|
|
802
|
|
||
|
Computer equipment
|
3,245
|
|
|
5,174
|
|
||
|
Leasehold improvements
|
5,001
|
|
|
5,007
|
|
||
|
Office furniture and fixtures
|
2,462
|
|
|
3,591
|
|
||
|
Automobiles
|
70
|
|
|
335
|
|
||
|
|
21,866
|
|
|
27,189
|
|
||
|
Less: accumulated depreciation
|
(10,174
|
)
|
|
(13,750
|
)
|
||
|
Property and equipment, net
|
$
|
11,692
|
|
|
$
|
13,439
|
|
|
(In thousands)
|
2017
|
|
2016
|
||||
|
Salaries and benefits
|
$
|
8,432
|
|
|
$
|
5,397
|
|
|
Severance
|
1,139
|
|
|
337
|
|
||
|
Commissions
|
2,416
|
|
|
518
|
|
||
|
Self-insurance reserves
|
1,024
|
|
|
887
|
|
||
|
Contingent consideration
|
586
|
|
|
1,120
|
|
||
|
Other
|
501
|
|
|
538
|
|
||
|
|
$
|
14,098
|
|
|
$
|
8,797
|
|
|
(In thousands, except for per share data)
|
2017
|
|
2016
|
|
2015
|
||||||
|
Basic EPS
|
|
|
|
|
|
||||||
|
Numerator
|
|
|
|
|
|
||||||
|
Net income (loss)
|
$
|
(17,416
|
)
|
|
$
|
3,933
|
|
|
$
|
18,343
|
|
|
Less: Net (income) loss attributable to participating securities
|
316
|
|
|
(38
|
)
|
|
(373
|
)
|
|||
|
Net income (loss) attributable to common stockholders
|
$
|
(17,100
|
)
|
|
$
|
3,895
|
|
|
$
|
17,970
|
|
|
|
|
|
|
|
|
||||||
|
Denominator
|
|
|
|
|
|
||||||
|
Weighted average shares outstanding used in basic per common share computations
|
13,419
|
|
|
13,255
|
|
|
11,083
|
|
|||
|
|
|
|
|
|
|
||||||
|
Basic EPS
|
$
|
(1.27
|
)
|
|
$
|
0.29
|
|
|
$
|
1.62
|
|
|
|
|
|
|
|
|
||||||
|
Diluted EPS
|
|
|
|
|
|
||||||
|
Numerator
|
|
|
|
|
|
||||||
|
Net income (loss) attributable to common stockholders
|
$
|
(17,100
|
)
|
|
$
|
3,895
|
|
|
$
|
17,970
|
|
|
Reallocation of net income (loss) attributable to participating securities
|
—
|
|
|
—
|
|
|
—
|
|
|||
|
Net income (loss) attributable to common stockholders for diluted EPS
|
$
|
(17,100
|
)
|
|
$
|
3,895
|
|
|
$
|
17,970
|
|
|
|
|
|
|
|
|
||||||
|
Denominator
|
|
|
|
|
|
||||||
|
Weighted average shares outstanding used in basic per common share computations
|
13,419
|
|
|
13,255
|
|
|
11,083
|
|
|||
|
Weighted average effect of dilutive securities:
|
|
|
|
|
|
||||||
|
Performance share awards
|
—
|
|
|
—
|
|
|
—
|
|
|||
|
Weighted average shares outstanding used in diluted per common share computations
|
13,419
|
|
|
13,255
|
|
|
11,083
|
|
|||
|
|
|
|
|
|
|
||||||
|
Diluted EPS
|
$
|
(1.27
|
)
|
|
$
|
0.29
|
|
|
$
|
1.62
|
|
|
(In thousands)
|
2017
|
|
2016
|
||||
|
Deferred tax assets:
|
|
|
|
||||
|
Accounts receivable and financing receivables
|
$
|
1,395
|
|
|
$
|
1,392
|
|
|
Accrued vacation
|
519
|
|
|
1,022
|
|
||
|
Stock-based compensation
|
1,416
|
|
|
1,678
|
|
||
|
Deferred revenue
|
132
|
|
|
894
|
|
||
|
Accrued severance
|
207
|
|
|
75
|
|
||
|
Accrued liabilities and other
|
884
|
|
|
1,025
|
|
||
|
Fixed assets
|
172
|
|
|
—
|
|
||
|
Credits
|
—
|
|
|
349
|
|
||
|
Net operating loss
|
13,261
|
|
|
26,689
|
|
||
|
Deferred tax assets
|
17,986
|
|
|
33,124
|
|
||
|
Less: Valuation allowance
|
1,605
|
|
|
1,624
|
|
||
|
Total deferred tax assets
|
$
|
16,381
|
|
|
$
|
31,500
|
|
|
Deferred tax liabilities:
|
|
|
|
||||
|
Intangible assets
|
21,048
|
|
|
$
|
34,696
|
|
|
|
Fixed assets
|
—
|
|
|
50
|
|
||
|
Total deferred tax liabilities
|
$
|
21,048
|
|
|
$
|
34,746
|
|
|
Total net deferred tax liability
|
$
|
(4,667
|
)
|
|
$
|
(3,246
|
)
|
|
(In thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
|
Current provision:
|
|
|
|
|
|
||||||
|
Federal
|
$
|
1,535
|
|
|
$
|
(72
|
)
|
|
$
|
8,576
|
|
|
State
|
977
|
|
|
453
|
|
|
1,270
|
|
|||
|
Deferred provision:
|
|
|
|
|
|
||||||
|
Federal
|
1,070
|
|
|
4,144
|
|
|
(2,421
|
)
|
|||
|
State
|
351
|
|
|
(472
|
)
|
|
(277
|
)
|
|||
|
Total income tax provision
|
$
|
3,933
|
|
|
$
|
4,053
|
|
|
$
|
7,148
|
|
|
(In thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
|
Income taxes at U.S. federal statutory rate
|
$
|
(4,584
|
)
|
|
$
|
2,795
|
|
|
$
|
8,922
|
|
|
Provision-to-return adjustments
|
433
|
|
|
325
|
|
|
(293
|
)
|
|||
|
State income tax, net of federal tax effect
|
458
|
|
|
5
|
|
|
944
|
|
|||
|
Domestic production activities deduction
|
(280
|
)
|
|
—
|
|
|
(670
|
)
|
|||
|
Tax credits
|
(393
|
)
|
|
(349
|
)
|
|
(414
|
)
|
|||
|
Uncertain tax positions
|
—
|
|
|
—
|
|
|
(1,219
|
)
|
|||
|
Transaction costs
|
—
|
|
|
1,312
|
|
|
—
|
|
|||
|
Goodwill impairment
|
9,520
|
|
|
—
|
|
|
—
|
|
|||
|
Stock-based compensation
|
1,155
|
|
|
—
|
|
|
—
|
|
|||
|
Deferred impact of tax reform
|
(1,890
|
)
|
|
—
|
|
|
—
|
|
|||
|
Change in valuation allowance
|
(304
|
)
|
|
—
|
|
|
—
|
|
|||
|
Other
|
(182
|
)
|
|
(35
|
)
|
|
(122
|
)
|
|||
|
Total income tax provision
|
$
|
3,933
|
|
|
$
|
4,053
|
|
|
$
|
7,148
|
|
|
(In thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
|
Costs of sales
|
$
|
1,750
|
|
|
$
|
1,396
|
|
|
$
|
1,447
|
|
|
Operating expenses
|
5,416
|
|
|
3,970
|
|
|
3,933
|
|
|||
|
Pre-tax stock-based compensation expense
|
7,166
|
|
|
5,366
|
|
|
5,380
|
|
|||
|
Less: income tax effect
|
(2,795
|
)
|
|
(2,093
|
)
|
|
(2,098
|
)
|
|||
|
Net (after tax) stock-based compensation expense
|
$
|
4,371
|
|
|
$
|
3,273
|
|
|
$
|
3,282
|
|
|
|
Shares
|
|
Weighted-Average
Grant-Date
Fair Value
|
|||
|
Nonvested stock outstanding at January 1, 2015
|
160,216
|
|
|
$
|
59.14
|
|
|
Granted
|
60,850
|
|
|
51.85
|
|
|
|
Performance share awards converted to restricted stock
|
45,844
|
|
|
60.28
|
|
|
|
Vested
|
(62,628
|
)
|
|
59.30
|
|
|
|
Forfeited
|
(12,885
|
)
|
|
58.06
|
|
|
|
Nonvested stock outstanding at December 31, 2015
|
191,397
|
|
|
$
|
57.12
|
|
|
Granted
|
86,984
|
|
|
52.21
|
|
|
|
Vested
|
(93,496
|
)
|
|
57.48
|
|
|
|
Nonvested stock outstanding at December 31, 2016
|
184,885
|
|
|
$
|
54.63
|
|
|
Granted
|
225,954
|
|
|
32.79
|
|
|
|
Vested
|
(101,644
|
)
|
|
55.58
|
|
|
|
Nonvested stock outstanding at December 31, 2017
|
309,195
|
|
|
$
|
38.36
|
|
|
|
Shares
|
|
Weighted-Average
Grant-Date
Fair Value
|
|||
|
Performance share awards outstanding at January 1, 2015
|
46,541
|
|
|
$
|
60.28
|
|
|
Granted
|
52,364
|
|
|
49.29
|
|
|
|
Forfeited or unearned
|
(3,590
|
)
|
|
51.42
|
|
|
|
Performance share awards converted to restricted stock
|
(45,844
|
)
|
|
60.28
|
|
|
|
Performance share awards outstanding at December 31, 2015
|
49,471
|
|
|
$
|
49.29
|
|
|
Granted
|
77,594
|
|
|
49.64
|
|
|
|
Forfeited or unearned
|
(49,471
|
)
|
|
49.29
|
|
|
|
Performance share awards converted to restricted stock
|
—
|
|
|
—
|
|
|
|
Performance share awards outstanding at December 31, 2016
|
77,594
|
|
|
$
|
49.64
|
|
|
Granted
|
189,325
|
|
|
29.94
|
|
|
|
Forfeited or unearned
|
(77,594
|
)
|
|
49.64
|
|
|
|
Performance share awards converted to restricted stock
|
—
|
|
|
—
|
|
|
|
Performance share awards outstanding at December 31, 2017
|
189,325
|
|
|
$
|
29.94
|
|
|
(In thousands)
|
2017
|
|
2016
|
||||
|
Second Generation Meaningful Use Installment Plans, gross
|
$
|
96
|
|
|
$
|
3,080
|
|
|
Fixed Periodic Payment Plans, gross
|
8,985
|
|
|
1,988
|
|
||
|
Short-term payment plans, gross
|
9,081
|
|
|
5,068
|
|
||
|
|
|
|
|
||||
|
Less: allowance for losses
|
(638
|
)
|
|
(1,796
|
)
|
||
|
Less: unearned income
|
—
|
|
|
—
|
|
||
|
Short-term payment plans, net
|
$
|
8,443
|
|
|
$
|
3,272
|
|
|
(In thousands)
|
2017
|
|
2016
|
||||
|
Sales-type leases, gross
|
$
|
22,968
|
|
|
$
|
8,981
|
|
|
Less: allowance for losses
|
(2,606
|
)
|
|
(402
|
)
|
||
|
Less: unearned income
|
(2,265
|
)
|
|
(797
|
)
|
||
|
Sales-type leases, net
|
$
|
18,097
|
|
|
$
|
7,782
|
|
|
(In thousands)
|
|
||
|
2018
|
$
|
6,905
|
|
|
2019
|
5,619
|
|
|
|
2020
|
4,540
|
|
|
|
2021
|
3,337
|
|
|
|
2022
|
1,770
|
|
|
|
Thereafter
|
797
|
|
|
|
Total minimum lease payments to be received
|
22,968
|
|
|
|
Less allowance for losses
|
(2,606
|
)
|
|
|
Less unearned income
|
(2,265
|
)
|
|
|
Net lease receivables
|
$
|
18,097
|
|
|
(In thousands)
|
Beginning
Balance
|
|
Provision
|
|
Charge-offs
|
|
Recoveries
|
|
Ending
Balance
|
||||||||||
|
December 31, 2017
|
$
|
2,198
|
|
|
$
|
1,823
|
|
|
$
|
(777
|
)
|
|
$
|
—
|
|
|
$
|
3,244
|
|
|
December 31, 2016
|
$
|
654
|
|
|
$
|
1,762
|
|
|
$
|
(218
|
)
|
|
$
|
—
|
|
|
$
|
2,198
|
|
|
(In thousands)
|
1 to 90 Days
Past Due
|
|
91 to 180 Days
Past Due
|
|
181 + Days
Past Due
|
|
Total
Past Due
|
||||||||
|
December 31, 2017
|
$
|
980
|
|
|
$
|
171
|
|
|
$
|
—
|
|
|
$
|
1,151
|
|
|
December 31, 2016
|
$
|
228
|
|
|
$
|
31
|
|
|
$
|
34
|
|
|
$
|
293
|
|
|
(In thousands)
|
December 31, 2017
|
|
December 31, 2016
|
||||
|
Stratification of uninvoiced customer financing receivables based on aging of related trade accounts receivable:
|
|
|
|
||||
|
1 to 90 Days Past Due
|
$
|
11,300
|
|
|
$
|
6,167
|
|
|
91 to 180 Days Past Due
|
3,727
|
|
|
550
|
|
||
|
181+ Days Past Due
|
967
|
|
|
273
|
|
||
|
Total uninvoiced customer financing receivables balances of customers with a trade accounts receivable
|
$
|
15,994
|
|
|
$
|
6,990
|
|
|
Total uninvoiced customer financing receivables of customers with no related trade accounts receivable
|
4,709
|
|
|
1,194
|
|
||
|
Total financing receivables with contractual maturities of one year or less
|
9,081
|
|
|
5,068
|
|
||
|
Less allowance for losses
|
(3,244
|
)
|
|
(2,198
|
)
|
||
|
Total financing receivables
|
$
|
26,540
|
|
|
$
|
11,054
|
|
|
(In thousands)
|
Customer Relationships
|
|
Trademark
|
|
Developed Technology
|
|
Total
|
||||||||
|
Gross carrying amount
|
$
|
82,300
|
|
|
$
|
10,900
|
|
|
$
|
24,100
|
|
|
$
|
117,300
|
|
|
Accumulated amortization for year ended December 31, 2016
|
(6,398
|
)
|
|
(832
|
)
|
|
(2,952
|
)
|
|
(10,182
|
)
|
||||
|
Net intangible assets as of December 31, 2016
|
75,902
|
|
|
10,068
|
|
|
21,148
|
|
|
107,118
|
|
||||
|
Accumulated amortization for year ended December 31, 2017
|
(6,539
|
)
|
|
(850
|
)
|
|
(3,016
|
)
|
|
(10,405
|
)
|
||||
|
Net intangible assets as of December 31, 2017
|
$
|
69,363
|
|
|
$
|
9,218
|
|
|
$
|
18,132
|
|
|
$
|
96,713
|
|
|
Weighted average remaining years of useful life
|
11
|
|
13
|
|
6
|
|
11
|
||||||||
|
(In thousands)
|
|
||
|
For the year ended December 31,
|
|
||
|
2018
|
$
|
10,406
|
|
|
2019
|
10,112
|
|
|
|
2020
|
10,106
|
|
|
|
2021
|
10,066
|
|
|
|
2022
|
10,066
|
|
|
|
Due thereafter
|
45,957
|
|
|
|
Total
|
$
|
96,713
|
|
|
(In thousands)
|
Acute Care EHR
|
Post-acute Care EHR
|
TruBridge
|
Total
|
||||||||
|
Balance as of December 31, 2015
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
Goodwill acquired
|
97,095
|
|
57,570
|
|
13,784
|
|
168,449
|
|
||||
|
Balance as of December 31, 2016
|
$
|
97,095
|
|
$
|
57,570
|
|
$
|
13,784
|
|
$
|
168,449
|
|
|
Goodwill impairment
|
—
|
|
(28,000
|
)
|
—
|
|
(28,000
|
)
|
||||
|
Balance as of December 31, 2017
|
$
|
97,095
|
|
$
|
29,570
|
|
$
|
13,784
|
|
$
|
140,449
|
|
|
(In thousands)
|
December 31, 2017
|
|
December 31, 2016
|
||||
|
Term loan facility
|
$
|
115,538
|
|
|
121,875
|
|
|
|
Revolving credit facility
|
27,983
|
|
|
33,000
|
|
||
|
Capital lease obligation
|
565
|
|
|
861
|
|
||
|
Debt obligations
|
144,086
|
|
|
155,736
|
|
||
|
Less: debt issuance costs
|
(1,652
|
)
|
|
(2,930
|
)
|
||
|
Debt obligation, net
|
142,434
|
|
|
152,806
|
|
||
|
Less: current portion
|
(5,820
|
)
|
|
(5,817
|
)
|
||
|
Long-term debt
|
$
|
136,614
|
|
|
$
|
146,989
|
|
|
(In thousands)
|
|
||
|
2018
|
$
|
6,166
|
|
|
2019
|
6,831
|
|
|
|
2020
|
8,775
|
|
|
|
2021
|
9,506
|
|
|
|
2022
|
112,808
|
|
|
|
Thereafter
|
—
|
|
|
|
|
$
|
144,086
|
|
|
(In thousands)
|
|
||
|
2018
|
$
|
1,959
|
|
|
2019
|
1,288
|
|
|
|
2020
|
847
|
|
|
|
2021
|
784
|
|
|
|
2022
|
706
|
|
|
|
Thereafter
|
1,922
|
|
|
|
|
$
|
7,506
|
|
|
|
|
|
Fair Value at December 31, 2017 Using
|
||||||||||||
|
|
|
|
Quoted Prices in
|
|
|
|
|
||||||||
|
|
Carrying
|
|
Active Markets for
|
|
Significant Other
|
|
Significant
|
||||||||
|
|
Amount at
|
|
Identical Assets
|
|
Observable Inputs
|
|
Unobservable Inputs
|
||||||||
|
(In thousands)
|
12/31/2017
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
||||||||
|
Description
|
|
|
|
|
|
|
|
||||||||
|
Contingent consideration
|
$
|
586
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
586
|
|
|
Total
|
$
|
586
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
586
|
|
|
|
|
|
Fair Value at December 31, 2016 Using
|
||||||||||||
|
|
|
|
Quoted Prices in
|
|
|
|
|
||||||||
|
|
Carrying
|
|
Active Markets for
|
|
Significant Other
|
|
Significant
|
||||||||
|
|
Amount at
|
|
Identical Assets
|
|
Observable Inputs
|
|
Unobservable Inputs
|
||||||||
|
(In thousands)
|
12/31/2016
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
||||||||
|
Description
|
|
|
|
|
|
|
|
||||||||
|
Contingent consideration
|
$
|
1,120
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,120
|
|
|
Total
|
$
|
1,120
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,120
|
|
|
|
Year Ended December 31,
|
||||||||||
|
(In thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
|
Revenues:
|
|
|
|
|
|
||||||
|
Acute Care EHR
|
$
|
164,228
|
|
|
$
|
159,146
|
|
|
$
|
118,385
|
|
|
Post-acute Care EHR
|
24,033
|
|
|
26,519
|
|
|
—
|
|
|||
|
TruBridge
|
88,666
|
|
|
81,607
|
|
|
63,789
|
|
|||
|
Total revenues
|
276,927
|
|
|
267,272
|
|
|
182,174
|
|
|||
|
|
|
|
|
|
|
||||||
|
Cost of sales:
|
|
|
|
|
|
||||||
|
Acute Care EHR
|
68,513
|
|
|
74,746
|
|
|
52,500
|
|
|||
|
Post-acute Care EHR
|
7,481
|
|
|
9,610
|
|
|
—
|
|
|||
|
TruBridge
|
49,636
|
|
|
45,656
|
|
|
35,216
|
|
|||
|
Total cost of sales
|
125,630
|
|
|
130,012
|
|
|
87,716
|
|
|||
|
|
|
|
|
|
|
||||||
|
Gross profit:
|
|
|
|
|
|
||||||
|
Acute Care EHR
|
95,715
|
|
|
84,400
|
|
|
65,885
|
|
|||
|
Post-acute Care EHR
|
16,552
|
|
|
16,909
|
|
|
—
|
|
|||
|
TruBridge
|
39,030
|
|
|
35,951
|
|
|
28,573
|
|
|||
|
Total gross profit
|
151,297
|
|
|
137,260
|
|
|
94,458
|
|
|||
|
|
|
|
|
|
|
||||||
|
Corporate operating expenses
|
(156,111
|
)
|
|
(122,885
|
)
|
|
(69,372
|
)
|
|||
|
Other income
|
407
|
|
|
220
|
|
|
405
|
|
|||
|
Loss on extinguishment of debt
|
(1,340
|
)
|
|
—
|
|
|
—
|
|
|||
|
Interest expense
|
(7,736
|
)
|
|
(6,609
|
)
|
|
—
|
|
|||
|
Income (loss) before taxes
|
$
|
(13,483
|
)
|
|
$
|
7,986
|
|
|
$
|
25,491
|
|
|
(In thousands, except for per share data)
|
1st Quarter
|
|
2nd Quarter
|
|
3rd Quarter
|
|
4th Quarter
|
||||||||
|
Year Ended December 31, 2017
|
|
|
|
|
|
|
|
||||||||
|
Sales revenues
|
$
|
64,075
|
|
|
$
|
67,677
|
|
|
$
|
67,113
|
|
|
$
|
78,062
|
|
|
Gross profit
|
33,557
|
|
|
36,885
|
|
|
35,475
|
|
|
45,380
|
|
||||
|
Operating income (loss)
|
3,234
|
|
|
4,448
|
|
|
5,622
|
|
|
(18,118
|
)
|
||||
|
Net income (loss)
|
246
|
|
|
1,587
|
|
|
2,288
|
|
|
(21,537
|
)
|
||||
|
Net income (loss) per share
|
|
|
|
|
|
|
|
||||||||
|
Basic
|
$
|
0.02
|
|
|
$
|
0.11
|
|
|
$
|
0.17
|
|
|
$
|
(1.57
|
)
|
|
Diluted
|
0.02
|
|
|
0.11
|
|
|
0.17
|
|
|
(1.57
|
)
|
||||
|
Year Ended December 31, 2016
|
|
|
|
|
|
|
|
||||||||
|
Sales revenues
|
$
|
69,643
|
|
|
$
|
68,415
|
|
|
$
|
64,663
|
|
|
$
|
64,551
|
|
|
Gross profit
|
36,089
|
|
|
34,913
|
|
|
32,767
|
|
|
33,491
|
|
||||
|
Operating income
|
776
|
|
|
5,263
|
|
|
4,244
|
|
|
4,092
|
|
||||
|
Net income (loss)
|
(1,663
|
)
|
|
1,996
|
|
|
1,599
|
|
|
2,001
|
|
||||
|
Net income (loss) per share
|
|
|
|
|
|
|
|
||||||||
|
Basic
|
$
|
(0.13
|
)
|
|
$
|
0.15
|
|
|
$
|
0.12
|
|
|
$
|
0.15
|
|
|
Diluted
|
(0.13
|
)
|
|
0.15
|
|
|
0.12
|
|
|
0.15
|
|
||||
|
Description
|
|
|
Balance at
beginning of
period
|
|
Additions
charged to cost
and expenses (1)
|
|
Deductions (2)
|
|
Balance at end
of period
|
||||||||
|
Allowance for doubtful accounts deducted from accounts receivable in the balance sheet
|
2015
|
|
$
|
1,253
|
|
|
$
|
674
|
|
|
$
|
(711
|
)
|
|
$
|
1,216
|
|
|
|
2016
|
|
$
|
1,216
|
|
|
$
|
497
|
|
|
$
|
657
|
|
|
$
|
2,370
|
|
|
|
2017
|
|
$
|
2,370
|
|
|
$
|
1,598
|
|
|
$
|
(1,314
|
)
|
|
$
|
2,654
|
|
|
(1)
|
Adjustments to allowance for change in estimates.
|
|
(2)
|
Uncollectible accounts written off, net of recoveries.
|
|
Description
|
|
|
Balance at
beginning of
period
|
|
Additions
charged to cost
and expenses (1)
|
|
Deductions (2)
|
|
Balance at end
of period
|
||||||||
|
Allowance for credit losses deducted from financing receivables in the balance sheet
|
2015
|
|
$
|
1,001
|
|
|
$
|
236
|
|
|
$
|
(583
|
)
|
|
$
|
654
|
|
|
|
2016
|
|
$
|
654
|
|
|
$
|
1,762
|
|
|
$
|
(218
|
)
|
|
$
|
2,198
|
|
|
|
2017
|
|
$
|
2,198
|
|
|
$
|
1,823
|
|
|
$
|
(777
|
)
|
|
$
|
3,244
|
|
|
(1)
|
Adjustments to allowance for change in estimates.
|
|
(2)
|
Uncollectible accounts written off, net of recoveries.
|
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
|
ITEM 9A.
|
CONTROLS AND PROCEDURES.
|
|
ITEM 9B.
|
OTHER INFORMATION.
|
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
|
ITEM 11.
|
EXECUTIVE COMPENSATION
|
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
|
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
|
ITEM 14.
|
PRINCIPAL ACCOUNTANT FEES AND SERVICES
|
|
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
|
|
|
|
|
|
COMPUTER PROGRAMS AND SYSTEMS, INC.
|
||
|
|
|
|
|
By:
|
|
/s/ J. Boyd Douglas
|
|
|
|
J. Boyd Douglas
|
|
|
|
President and Chief Executive Officer
|
|
Name
|
|
Title
|
|
Date
|
|
|
|
|
||
|
/s/ J. Boyd Douglas
|
|
President, Chief Executive Officer and Director (principal executive officer)
|
|
March 14, 2018
|
|
J. Boyd Douglas
|
|
|
|
|
|
|
|
|
||
|
/s/ Matt J. Chambless
|
|
Chief Financial Officer
(principal financial officer) |
|
March 14, 2018
|
|
Matt J. Chambless
|
|
|
|
|
|
|
|
|
||
|
/s/ David A. Dye
|
|
Chairman of the Board and Director,
Chief Growth Officer |
|
March 14, 2018
|
|
David A. Dye
|
|
|
|
|
|
|
|
|
||
|
/s/ James B. Britain
|
|
Vice President – Finance and Controller (principal accounting officer)
|
|
March 14, 2018
|
|
James B. Britain
|
|
|
|
|
|
|
|
|
||
|
/s/ Charles P. Huffman
|
|
Lead Director
|
|
March 14, 2018
|
|
Charles P. Huffman
|
|
|
|
|
|
|
|
|
||
|
/s/ William R. Seifert, II
|
|
Director
|
|
March 14, 2018
|
|
William R. Seifert, II
|
|
|
|
|
|
|
|
|
||
|
/s/ John C. Johnson
|
|
Director
|
|
March 14, 2018
|
|
John C. Johnson
|
|
|
|
|
|
|
|
|
||
|
/s/ W. Austin Mulherin, III
|
|
Director
|
|
March 14, 2018
|
|
W. Austin Mulherin, III
|
|
|
|
|
|
|
|
|
||
|
/s/ A. Robert Outlaw, Jr.
|
|
Director
|
|
March 14, 2018
|
|
A. Robert Outlaw, Jr.
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Regina M. Benjamin
|
|
Director
|
|
March 14, 2018
|
|
Regina M. Benjamin
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Denise W. Warren
|
|
Director
|
|
March 14, 2018
|
|
Denise W. Warren
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Glenn P. Tobin
|
|
Director
|
|
March 14, 2018
|
|
Glenn P. Tobin
|
|
|
|
|
|
Exhibit
Number
|
|
Description
|
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
101
|
|
Interactive Data Files for CPSI’s Annual Report on Form 10-K for the period ended December 31, 2017
|
|
*
|
Management compensation plan or arrangement
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|