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Nightingale Informatix Corp
Symbol NGH
Shares Issued 94,758,915
Close 2015-09-30 C$ 0.055
Market Cap C$ 5,211,740
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Nightingale to sell practice management unit for $11M

2015-10-05 23:36 ET - News Release

Mr. David Toews reports

NIGHTINGALE ANNOUNCES THE SALE OF ITS U.S. BUSINESS

Nightingale Informatix Corp. plans to sell its practice management business, based in the United States, to Pulse Systems Inc., a leading provider of practice management and EHR software and revenue cycle management services in the United States. Gross proceeds from the sale are $11-million, less working capital adjustments. The sale includes the assets of Nightingale's Medrium, RidgeMark, SecureConnect and Northern Health product lines. The business represented approximately 35 per cent of Nightingale's revenue for its fiscal year 2015. Nightingale will maintain the rights to develop, sell and deploy its clearinghouse and claims hub technology (known as SecureConnect) in Canada and all international markets outside of the United States. Similarly, Pulse, under a licence agreement, will have the right to enhance and further develop, sublicense and sell Nightingale V10 in the United States. (All figures are in Canadian dollars unless otherwise specified.)

This transaction was the result of the company's previously announced initiative to evaluate its alternatives.

"This transaction strengthens our balance sheet and allows us to focus on deploying our suite of leading-edge technologies, including V10 and the SecureConnect clearinghouse, into the Canadian market and international markets. We are sharpening our focus on the markets where we see substantial opportunity and where we want to continue to lead," said Sam Chebib, president and chief executive officer of Nightingale. "We will be using a portion of the proceeds to pay down certain debt and the balance for working capital and operations. Nightingale is now well positioned to focus its energy on capitalizing on multiple large opportunities in the Canadian and international markets."

Under the terms of the sale, Nightingale will receive gross proceeds of $11.0-million, less $3.0-million of holdbacks. In addition, if the business meets certain financial targets within the first six months postclosing, Nightingale would also receive a one-time additional payment of $1.75-million.

In conjunction with the sale, Nightingale entered into a mutual non-competition agreement with Pulse for a period of three years, whereby Nightingale would not compete in the U.S. market, while Pulse would not compete in Canada.

Jeff Burton, Pulse Systems president and chief executive officer, stated, "We are excited about this acquisition and the strength of the health care IT professionals that will be joining the Pulse team upon closing, along with the clients that they serve."

Following the closing, the Pulse focus with its new U.S. clients will be to upgrade and advance each medical organization into the growing Pulse offering of state-of-the-art technology and service solutions. These solutions enable each medical organization to leverage the power and simplicity of Pulse's suite of fully integrated proprietary products offered in both client server and cloud environments.

This transaction is subject to TSX Venture Exchange approval and other customary closing conditions.

About Pulse

Pulse provides certified, integrated, electronic health care management systems to thousands of providers across more than 40 specialties nationwide. Pulse's award-winning, interoperable technology platform includes easy-to-use, cost-efficient complete EHR, practice management, e-prescribing, billing and collections, and other revenue cycle management solutions. Pulse is committed to helping its physician partners gain greater workflow efficiencies, reduce costs and achieve meaningful use incentives -- all supported by its best-in-class client support, training and implementation services.

Pulse is part of the Cegedim health care software division, owned and operated by Cegedim, a global health care technology company. To learn more or to request a demonstration of Pulse's solutions, please visit Pulse's website or call 1-800-444-0882.

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