
CBaySystems Holdings Ltd.
(“CBay Holdings” or the “Company”)
CBAYSYSTEMS ACQUIRES SPHERIS
CBay Holdings (AIM: CBAY), a leading provider of technology-enabled clinical documentation and related healthcare revenue cycle solutions, is pleased to announce that the United States Bankruptcy Court for the District of Delaware has approved the sale of select operating assets and liabilities of Spheris Holdings II, Inc., Spheris Inc., Spheris Operations LLC, Vianeta Communications, Spheris Leasing LLC and Spheris Canada Inc. (together, “Spheris” or the “Spheris Assets”), following Spheris’ filing for Chapter 11 bankruptcy protection on February 3, 2010, to two of the Company’s subsidiaries, MedQuist Inc. (“MedQuist”) and CBay Inc. (“CBay”) (together, the “CBay Holdings Subsidiaries”), as per the announcements of February 4, 2010 and February 26, 2010 (the “Acquisition”).
Under the terms of the Acquisition, MedQuist will acquire Spheris’ North American assets and CBay will acquire the entire stock of Spheris India Private Limited. The total consideration for the Acquisition is US$116,333,901, to be satisfied by US$98,833,901 in cash and US$17,500,000 via an unsecured subordinated promissory note issued by MedQuist Transcription, Ltd. The Company anticipates that the Acquisition will close during April.
Spheris is a global provider of clinical documentation technology and services and is based in Franklin, Tennessee, with operations in North America and India. Spheris had consolidated revenues of US$182.8 million and a net loss of US$19.2 million for the year ended 31 December 2008. Gross assets were US$275 million as at 31 December 2008, of which US$219 million is goodwill.
The Acquisition is expected to allow Spheris’ customers to benefit from an industry-leading healthcare information management platform (DocQment Enterprise Platform), which serves as the foundation for CBay and MedQuist’s transcription service offerings and includes workflow management, core measures reporting, structured documentation, data analytics, and key customer reporting. In addition, Spheris’ customers will be able to leverage all MedQuist solutions including SpeechQ real-time interactive speech recognition technology for radiology and general medicine, DocQvoice for capturing dictation, and computer-assisted coding and abstracting. This blend of solutions drives document quality and accuracy and advances the adoption of electronic health records - resulting in improved patient care and higher levels of efficiency.
Raman Kumar, Vice Chairman of CBay Holdings, said: “We are very pleased to welcome Spheris to the CBay family of companies and we are confident that this acquisition will be highly complementary to the existing CBay operations including MedQuist, CBay Systems and Services, CBay India, and Mirrus Systems”.
Peter Masanotti, MedQuist’s CEO, said: “MedQuist is a natural partner for Spheris. Spheris’ customers can look forward to receiving the same great service and outstanding quality from a company with a strong financial position, which will allow for increased investment in the business. We believe that Spheris’ customers will also benefit from MedQuist’s extensive suite of services and technologies, experience, knowledge, and culture of best-in-class service.”
Access to Court documents and other general information about Chapter 11 cases is available at www.gardencitygroup.com/cases/spheris.
Unless the context otherwise requires, the defined terms used in this announcement have the meanings given to them in the announcements made on February 4, 2010 and February 26, 2010.
Enquiries:
CBaySystems Holdings |
Tel: +91 22 6641 7575 |
Strand Hanson Limited – Nominated Adviser |
Tel: +44 (0) 20 7409 3494 |
Buchanan Communications |
Tel: +44 (0) 20 7466 5000 |
About CBay Holdings
CBay Holdings, together with its subsidiaries and equity investees, is a leading provider of technology-enabled medical transcription services and related revenue cycle solutions. CBay Holdings partners with healthcare providers to deliver outsourced transcription solutions designed to improve the quality and timeliness of clinical data and information, reduce operational costs, increase physician satisfaction, and enhance revenue cycle performance. The Company serves more than 2,400 health systems, hospitals, and physician groups in the U.S. CBay Holdings is composed of a portfolio of businesses, including CBay Systems & Services Inc, CBay Systems (India) Private Ltd, Mirrus Systems Inc. and a majority shareholding of approximately 69.5 per cent. in MedQuist Inc. CBay Holdings trades under the CBAY symbol on the AIM market of the London Stock Exchange.
Statements made in this press release that are forward-looking in nature may involve risks and uncertainties. These statements include, without limitation, statements regarding the effects or benefits of the transaction, and any other statements that are not historical facts. These risks and uncertainties include the ability of CBay Holdings and its subsidiaries to achieve the benefits currently expected from the proposed transaction and the timing, receipt of approvals and satisfaction of conditions for the transaction. Other risks and uncertainties, which are more fully described in publicly filed documents of CBay Holdings, including its annual reports, could cause actual results to differ from those contained in the forward-looking statements.