CompuGroup Medical AG has today entered into an agreement for the purchase of 100% of the shares in American Healthcare Holdings, Inc., Visionary Medical Systems, INC. and Visionary RCM, INC. ("Visionary Healthware Group"). Visionary Healthware Group is a provider of practice management software and electronic health records to approximately 10,000 officebased doctors in USA, and also a vendor of laboratory information systems and revenue cycle management services. Total sales in 2009 were about $28.0 million and EBITDA was about $6.2 million, with 55% recurring revenues plus additional 20% predictable and repeat revenues.
With a headquarter in Tampa, Florida, Visionary Healthware Group serves an impressive customer base that spans the United States, covering healthcare organizations, physicians' offices and laboratories. The company was ranked #71 in the 2009 Healthcare Informatics Top 100 Healthcare Information Technology Companies list and has 200 employees, led by an experienced management team with significant domain knowledge.
This acquisition comes at a particularly exciting time in USA with the Healthcare Information Technology Economic and Clinical Health Act (HITECH) providing almost $20 billion to healthcare information technology aimed at Visionary's customer group. With 10,000 closely served doctors and a total network of doctors estimated at up to 60,000 (including the LIS, managed care consulting and RCM business), there are significant and untapped crossselling opportunities in Visionary Healthware Group based on the HITECH stimulus.
With this acquisition, CompuGroup Medical AG continues its strategy and growth based on the greatest coverage among healthcare providers (physicians, dentists, hospitals etc.) worldwide. The company, one of the leading global providers of eHealth solutions, has this year placed particular emphasis on increasing its presence in the United States and Frank Gotthardt, Chairman of the Board of CompuGroup Medical AG, stated: "The US is a core market for CompuGroup Medical. With the network of doctors now served through Noteworthy and Visionary we are quickly moving up the ranks of healthcare IT companies in USA. I am particularly excited about this accelerating development and l repeat our commitment to do everything in our power to make the United States a key future market for CompuGroup Medical."
The payment for all debt and equity in the entities acquired is expected to total $44 million in cash plus an additional variable consideration over the next 2 years of up to $21 million depending primarily on the continued growth in number of users. The initial purchase price will be financed through cash at hand and new longterm debt. The shares of the acquired entities will be held by CompuGroup Holding USA, Inc., a whollyowned subsidiary of CompuGroup Medical AG. The closing of the transaction is scheduled for September 1st 2010.
Visionary Healthware Group will be consolidated in the Group accounts of CompuGroup Medical AG beginning September 1st 2010. For the remainder of 2010, the transaction is expected to increase Group revenue by approximately EUR 8 million with no significant effect on EBITDA net of transaction expenses.
Novahill Partners and its WestEnd Alliance affiliate, Wellness Business Partners, served as financial advisors to CompuGroup Medical AG in this transaction.
Conference Call for Journalists, Investors and Analysts:
The management board of CompuGroup Medical AG will go through the Visionary Healthware Group acquisition at a conference for analysts and investors on Tuesday, August 31st at 15:00 hours CEST. The conference will be broadcast live via telephone (see the following list of telephone numbers). Its recording can be replayed later.
You can participate in this conference call by dialing one of the following phone numbers:
+49 (69) 210869703 (Germany)
+44 (16) 16018902 (UK)
+1 2153054495 (USA)
Participant code: 18561270
At the beginning of the conference call, a presentation will be made available for download on the CompuGroup Medical website at www.cgm.com.
With a headquarter in Tampa, Florida, Visionary Healthware Group serves an impressive customer base that spans the United States, covering healthcare organizations, physicians' offices and laboratories. The company was ranked #71 in the 2009 Healthcare Informatics Top 100 Healthcare Information Technology Companies list and has 200 employees, led by an experienced management team with significant domain knowledge.
This acquisition comes at a particularly exciting time in USA with the Healthcare Information Technology Economic and Clinical Health Act (HITECH) providing almost $20 billion to healthcare information technology aimed at Visionary's customer group. With 10,000 closely served doctors and a total network of doctors estimated at up to 60,000 (including the LIS, managed care consulting and RCM business), there are significant and untapped crossselling opportunities in Visionary Healthware Group based on the HITECH stimulus.
With this acquisition, CompuGroup Medical AG continues its strategy and growth based on the greatest coverage among healthcare providers (physicians, dentists, hospitals etc.) worldwide. The company, one of the leading global providers of eHealth solutions, has this year placed particular emphasis on increasing its presence in the United States and Frank Gotthardt, Chairman of the Board of CompuGroup Medical AG, stated: "The US is a core market for CompuGroup Medical. With the network of doctors now served through Noteworthy and Visionary we are quickly moving up the ranks of healthcare IT companies in USA. I am particularly excited about this accelerating development and l repeat our commitment to do everything in our power to make the United States a key future market for CompuGroup Medical."
The payment for all debt and equity in the entities acquired is expected to total $44 million in cash plus an additional variable consideration over the next 2 years of up to $21 million depending primarily on the continued growth in number of users. The initial purchase price will be financed through cash at hand and new longterm debt. The shares of the acquired entities will be held by CompuGroup Holding USA, Inc., a whollyowned subsidiary of CompuGroup Medical AG. The closing of the transaction is scheduled for September 1st 2010.
Visionary Healthware Group will be consolidated in the Group accounts of CompuGroup Medical AG beginning September 1st 2010. For the remainder of 2010, the transaction is expected to increase Group revenue by approximately EUR 8 million with no significant effect on EBITDA net of transaction expenses.
Novahill Partners and its WestEnd Alliance affiliate, Wellness Business Partners, served as financial advisors to CompuGroup Medical AG in this transaction.
Conference Call for Journalists, Investors and Analysts:
The management board of CompuGroup Medical AG will go through the Visionary Healthware Group acquisition at a conference for analysts and investors on Tuesday, August 31st at 15:00 hours CEST. The conference will be broadcast live via telephone (see the following list of telephone numbers). Its recording can be replayed later.
You can participate in this conference call by dialing one of the following phone numbers:
+49 (69) 210869703 (Germany)
+44 (16) 16018902 (UK)
+1 2153054495 (USA)
Participant code: 18561270
At the beginning of the conference call, a presentation will be made available for download on the CompuGroup Medical website at www.cgm.com.
