Quality Systems, Inc., announced an agreement to acquire HealthFusion Holdings, Inc. (HealthFusion) for $165 million plus potential additional contingent consideration of up to $25 million.
Based in San Diego, Calif., HealthFusion is a privately held developer of web-based, cloud computing software for physicians, hospitals and medical billing services. HealthFusion’s 100 percent cloud-based MediTouch® platform is currently used by over 3,000 physician practices, hospital ambulatory centers and medical billing services (totaling more than 6,000 subscribers). The company has historically achieved meaningful double-digit annual revenue growth rates, with a recent annualized revenue pace exceeding $30 million. The contingency for full payment of the earn-out is based on the generation of $43 million of HealthFusion product revenues during calendar 2016.
The transaction is subject to customary closing conditions and is expected to be completed during the Company’s current fiscal year, which ends March 31, 2016. Quality Systems expects this transaction to be accretive to its non-GAAP earnings in the first full year following the acquisition.
The Company has secured $200 million in fully committed financing from J.P. Morgan and U.S. Bank. At closing of the transaction, the Company expects to fund approximately $115 million of the consideration via this credit facility and the remainder through excess cash on hand.
“The acquisition of HealthFusion is another example of our strategy to expand both client base and solution capabilities in our ambulatory market. We look forward to sharing this acquisition as a part of our broader strategy with our client base at our annual User Group Meeting in Las Vegas starting this Sunday, November 1,” said Rusty Frantz, president and chief executive officer at Quality Systems, Inc.
“HealthFusion brings an extremely intuitive, fully mobile, cloud-based solution that affords smaller groups of physicians and other providers a clean EHR experience within a fully integrated suite of solutions for their practice. Over time, we will focus on expanding the platform to satisfy the needs of practices of increasing size and complexity. We will also look to provide some of our broader service capabilities to the HealthFusion client base,” Frantz explained.
Dr. Sol Lizerbram, HealthFusion chairman, added: “We believe our SaaS-based healthcare technology products will prove beneficial to Quality Systems’ NextGen Healthcare service offering as the Company advances its cloud solutions capabilities. This acquisition presents significant opportunity to capitalize on the joint successes both companies have achieved to date in the ambulatory market segment.”
J.P. Morgan Securities LLC is acting as financial advisor and Latham & Watkins LLP is serving as legal counsel to Quality Systems. TripleTree is acting as exclusive financial advisor and Wilson Sonsini Goodrich & Rosati is serving as legal counsel to HealthFusion.