Nightingale completes acquisition of VantageMed



    /NOT FOR DISTRIBUTION IN THE U.S. OR OVER U.S. WIRE SERVICES/

    - Acquisition provides platform to support Nightingale's EMR market
    strategy in the U.S. -

    MARKHAM, ON, April 19 /CNW/ - Nightingale Informatix Corporation
("Nightingale" or the "Company") (TSX-V: NGH) today announced that it has
completed its acquisition of all the outstanding shares of VantageMed
Corporation (OTCBB: VMDC.OB). The acquisition provides Nightingale with a
strong management team to lead its electronic medical record ("EMR") market
strategy in the U.S. and is expected to substantially increase its total
revenue and recurring revenue, enhance its earnings potential and expand its
U.S. customer base by more than 18,000 healthcare providers. All figures are
in U.S. dollars unless otherwise noted.
    "Our goal is to replicate the success we have achieved in Canada to
become a significant player in the rapidly growing U.S. EMR market, and we
believe this acquisition is a fundamental component that will help us to
achieve that objective," said Sam Chebib, President and CEO of Nightingale.
"Led by VantageMed's experienced management team, our strategy to expand and
accelerate our presence in the U.S. will initially be focused on cross-selling
our broad suite of EMR products and services to the dedicated customer base
currently using VantageMed's billing and practice management software. Over
the coming months, our greater scale and profile in the U.S. will help us to
capitalize on enterprise-level opportunities."
    Based in Rancho Cordova, California, with operations in Boston,
Pittsburgh and Kansas City, VantageMed has approximately 6,000 customer sites
with more than 18,000 healthcare providers using its practice management
software and services. For its fiscal 2006, VantageMed reported revenue of
$11.0 million, of which approximately $7.9 million, or 72%, was recurring
revenue(1).
    VantageMed has recently completed a restructuring whereby it divested
non-core assets and implemented cost cutting measures to drive improved
financial performance. Nightingale believes that approximately CDN$1.9 million
in cost saving synergies will be realized by eliminating costs associated with
VantageMed's public listing and by capitalizing on potential operational
efficiencies across the two organizations. A majority of these savings may be
realized immediately, with the remainder being realized within the next nine
months.
    "The billing and practice management industry is reaching maturity, so in
order to maintain our customer base and facilitate future growth, we require a
robust suite of EMR products," said Steve Curd, CEO of VantageMed. "By joining
forces with Nightingale, we now have access to a leading EMR product
portfolio, enabling us to further support our existing customer relationships,
while it also better positions us to capture new enterprise-sized
opportunities and to become a leader in the U.S. EMR market."
    Nightingale's U.S. operations will be run by Steve Curd and his
management team who have extensive executive-level experience with healthcare
IT industry leaders, including Healtheon/WebMD where they played integral
roles, contributing to its growth in the marketplace.
    The transaction is valued at $13.0 million, or $0.75 per share for all
outstanding shares of VantageMed. In connection with the acquisition,
Nightingale intends to draw CDN$12.0 million from a previously announced
subordinated credit facility and has raised CDN$10.0 million of equity through
the sale of 25,000,000 Subscription Receipts at an issue price of CDN$0.40 per
Subscription Receipt.
    Each Subscription Receipt issued entitled the holder to acquire one
Nightingale common share for no additional consideration. The gross proceeds
of the offering were deposited in escrow. With the completion of the
VantageMed acquisition, the gross proceeds will be released to the Company,
and the Subscription Receipts will automatically be exchanged for common
shares. The Subscription Receipts were listed for trading on the TSX Venture
Exchange under the symbol "NGH.R" and will commence trading as common shares
on the TSX Venture exchange under the symbol "NGH," effective immediately.

    
    (1) VantageMed defines recurring revenues as revenues derived from sales
        of software and hardware maintenance contracts and electronic
        transactions. Recurring revenue is not a measurement defined by
        Canadian or US GAAP and should not be considered an alternative to,
        or more meaningful than, revenues as defined by Canadian or US GAAP.
        Not all companies calculate recurring revenues in the same manner as
        VantageMed or at all. Accordingly, VantageMed's recurring revenue
        data may not be comparable with that of other companies. VantageMed
        has included the information concerning recurring revenues because
        its management believes recurring revenues provide useful information
        regarding overall revenue mix.
    

    About Nightingale

    Nightingale Informatix Corporation is one of North America's fastest
growing healthcare application service providers (ASP) for outpatient clinics.
Nightingale's Internet-based Electronic Health Record (EHR), Electronic
Medical Record (EMR) and practice management solutions are designed to help
physicians, clinics, hospitals and other healthcare organizations more
efficiently manage their operations and patient records.
    Nightingale's products and services offer physicians in United States and
Canada leading-edge functionality for clinical documentation, patient
scheduling, resource scheduling, billing, transcription, end-to-end coding and
claims processing, data management, work flow tools, laboratory interfaces,
documentation management and patient portals, along with other real-time
services. The company's proprietary offerings of software include Nightingale
On-Demand, Entity and Physician WorkStation, providing physicians with a fully
integrated, simple-to-use system that automates daily tasks and creates a
single, accessible source of patient data.

    About VantageMed

    VantageMed is a trusted provider of healthcare software products and
services to more than 18,000 physicians, anesthesiologists and behavioral
health providers nationwide. These providers use VantageMed's core products
including ChartKeeper Computerized Medical Records software as well as
RidgeMark, Northern Health Anesthesia and Helper family of Practice Management
products which are all supported by SecureConnect electronic transaction
services. VantageMed is dedicated to providing these cost effective, easy to
use solutions that empower healthcare providers and their staff with the tools
and data they need to improve productivity and reimbursements. For more
information about VantageMed and our products, please call 877-879-8633, or
visit our website at www.vantagemed.com.

    Forward Looking Statement

    This press release contains "forward-looking statements" within the
meaning of applicable Canadian securities legislation. Generally,
forward-looking statements can be identified by the use of forward-looking
terminology such as "plans", "expects" or "does not expect", "is expected",
"budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or
"does not anticipate", or "believes", or variations of such words and phrases
or state that certain actions, events or results "may" ,"could", "would",
"might" or "will be taken", "occur" or "be achieved". Forward-looking
statements are subject to known and unknown risks, uncertainties and other
factors that may cause the actual results, level of activity, performance or
achievements of Nightingale to be materially different from those expressed or
implied by such forward-looking statements, including but not limited to:
risks related to the speculative nature of the medical software industry,
which is affected by numerous factors beyond Nightingale's control; the
ability of Nightingale to successfully integrate its acquisitions and any
liabilities arising as a result of such acquisitions; the existence of present
and possible future government regulation; the significant and increasing
competition that exists in the medical software industry; the early stage of
Nightingale's business; and therefore it is subject to the risks associated
with early stage companies, including uncertainty of revenues, markets and
profitability and the need to raise additional funding.
    Although Nightingale has attempted to identify important factors that
could cause actual results to differ materially from those contained in
forward-looking statements, there may be other factors that cause results not
to be as anticipated, estimated or intended. There can be no assurance that
such statements will prove to be accurate, as actual results and future events
could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on forward-looking
statements. Nightingale does not undertake to update any forward-looking
statements that are incorporated by reference herein, except in accordance
with applicable securities laws. Further information on Nightingale Informatix
Corporation is available at www.sedar.com

    The TSX Venture Exchange Inc. has not reviewed and does not accept
    responsibility for the adequacy or accuracy of this release




For further information:

For further information: Dave Mason, Investor Relations, The Equicom
Group, Tel: (416) 815-0700 x237, Email: dmason@equicomgroup.com; Crystal
Quast, Media Contact, The Equicom Group, Tel: (416) 815-0700 x240, Email:
cquast@equicomgroup.com

Organization Profile

Nightingale Informatix Corporation

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