MTBC Selected as Acquisition ‘Stalking Horse’, Sale Hearing Scheduled for June
June 06 2018 - 9:00AM
MTBC (NASDAQ: MTBC) (NASDAQ: MTBCP), a leading provider of
cloud-based revenue cycle management and healthcare IT solutions,
today announced that it has been officially selected as the primary
bidder (also known as “stalking horse” under Section 363 of the
U.S. Bankruptcy Code) by the United States Bankruptcy Court for the
Eastern District of New York (the “Court”), to acquire
substantially all of the revenue cycle, practice management, and
group purchasing organization assets of Orion Healthcorp, Inc. and
13 of its affiliated companies (together "Orion"). MTBC’s
management expects that the transaction would increase MTBC's
annualized revenues by at least 50%, subject to its successful
closing of Orion under the terms contemplated in the parties’ asset
purchase agreement (the “APA”).
In addition to selecting MTBC as the primary
bidder for Orion’s assets, the Court’s order dated June 5, 2018
established certain bid protections for MTBC, bidding procedures,
notice requirements, and a timeline. The Court’s order also
scheduled a final sale hearing for June 28, 2018 with regard to the
Orion assets.
Under the APA, MTBC would acquire most of
Orion's assets, including customer contracts, accounts receivable,
certain equipment, and goodwill, free and clear of all liabilities
except for those that are expressly assumed. The acquisition would
also expand MTBC’s service offerings to include long-term practice
management services, niche hospital offerings, and a pharmaceutical
group purchasing organization that provides discounts to its
physician customers.
The sale process will be administered by the
Court and governed by the U.S. Bankruptcy Code. Other interested
parties will be provided the opportunity to submit bids prior to
the deadline set by the Court; however, such bids cannot contain
due diligence or financing contingencies and must otherwise comply
with the bid protections and bidding procedures. If other qualified
bids are submitted, an auction will be conducted, in which case the
terms of the APA would set the floor value for the auction.
Approval of a final sale to either MTBC or a competing bidder is
expected to take place shortly after completion of an auction. The
transaction is expected to close by early July, subject to
customary closing conditions and court approval.
About MTBCMTBC is a healthcare
information technology company that provides a fully integrated
suite of proprietary web-based solutions, together with related
business services including revenue cycle and practice management,
to healthcare providers. Its integrated Software-as-a-Service (or
SaaS) platform helps its customers increase revenues, streamline
workflows and make better business and clinical decisions, while
reducing administrative burdens and operating costs. MTBC's common
stock trades on the NASDAQ Capital Market under the ticker symbol
"MTBC," and its Series A Preferred Stock trades on the NASDAQ
Capital Market under the ticker symbol "MTBCP."
For additional information, please visit our
website at www.mtbc.com.
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Forward Looking Statement This
press release contains various forward-looking statements within
the meaning of the federal securities laws. These statements relate
to anticipated future events, future results of operations or
future financial performance. In some cases, you can identify
forward-looking statements by terminology such as "may," "might,"
"will," "should," "intends," "expects," "plans," "goals,"
"projects," "anticipates," "believes," "estimates," "predicts,"
"potential," or "continue" or the negative of these terms or other
comparable terminology.
We cannot provide any assurances that the
transaction described in this press release will be consummated, or
that if consummated, it will be consummated on the terms as
described in this press release.
Our operations involve risks and uncertainties,
many of which are outside our control, and any one of which, or a
combination of which, could materially affect our results of
operations and whether the forward-looking statements ultimately
prove to be correct. Forward-looking statements in this press
release include, without limitation, statements reflecting
management's expectations for future financial performance and
operating expenditures, expected growth, profitability and business
outlook, increased sales and marketing expenses, and the expected
results from the integration of our acquisitions.
These forward-looking statements are only
predictions, are uncertain and involve substantial known and
unknown risks, uncertainties and other factors which may cause our
(or our industry's) actual results, levels of activity or
performance to be materially different from any future results,
levels of activity or performance expressed or implied by these
forward-looking statements. New risks and uncertainties emerge from
time to time, and it is not possible for us to predict all of the
risks and uncertainties that could have an impact on the
forward-looking statements, including without limitation, risks and
uncertainties relating to the Company's ability to manage growth,
migrate newly acquired customers and retain new and existing
customers, maintain cost-effective global operations, increase
operational efficiency and reduce operating costs, predict and
properly adjust to changes in reimbursement and other industry
regulations and trends, retain the services of key personnel, and
other important risks and uncertainties referenced and discussed
under the heading titled "Risk Factors" in the Company's filings
with the Securities and Exchange Commission.
The statements in this press release are made as
of the date of this press release, even if subsequently made
available by the Company on its website or otherwise. The Company
does not assume any obligations to update the forward-looking
statements provided to reflect events that occur or circumstances
that exist after the date on which they were made.
SOURCE MTBC
Company and Investor Contact:Bill KornChief
Financial OfficerMedical Transcription Billing,
Corp.bkorn@mtbc.com732-873-5133
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