Posted this morning:
TAMPA, Fla., Feb. 12 /PRNewswire/ -- Sykes HealthPlan Services, Inc. ("SHPS"), a joint
venture between Sykes Enterprises, Incorporated (Nasdaq: SYKE) and HealthPlan Services
Corporation (NYSE: HPS), announces the signing of a definitive agreement to acquire
Health International (OTC Bulletin Board: HTHN) ("HI") of Scottsdale, Arizona for $8.00 per
share. HI has approximately 2,826,867 outstanding shares. SHPS expects to close the
transaction on or before March 31, 1998.
Health International is a disease management company that provides a comprehensive
managed medical care program for employers and plan administrators to assist employees
and their dependents in improving the quality of their healthcare and reducing unnecessary
medical costs. Specifically, HI uses its integrated medical database to precisely target
patients with critical diseases who are consuming significant healthcare resources. Once
identified, HI develops a uniquely qualified staff of physicians and registered nurses to
develop and implement an individualized plan for managing the care of each patient.
SHPS has agreed to purchase all of the common stock of HI for approximately $22,614,936 in cash and will
use the purchase method to account for the transaction. As a result, SHPS expects to record a non-cash, non-
recurring charge of approximately $8.5 million relating to the acquisition of in-process research and
development, and also expects to incur non-recurring charges of approximately $500,000 for planned
integration costs associated with this acquisition over the next several quarters. Pursuant to the equity method
of accounting, HealthPlan Services Corporation ("HPS") and Sykes Enterprises, Incorporated ("Sykes") will
each record 50 percent of the SHPS' charges during their first fiscal quarters ending March 31, 1998.
Through the acquisition of HI, Optimed Medical Systems which closed on December 31, 1997, and other
outsourcing contracts SHPS has been awarded, SHPS will have an annualized business backlog of revenue
in excess of $30 million and approximately $1.8 million in after-tax earnings. Additionally, SHPS has received
an additional equity commitment from the joint venture partners bringing the total equity capitalization of
SHPS to $34 million; $17 million each by HPS and Sykes.
"The acquisition of HI will provide a very strategic piece of our operating plan," says David Garner, President
of SHPS. "With the additional equity provided by our parent companies and the acquisitions we have quickly
made, SHPS is poised to achieve significant growth and provide significant contributions to our parent
companies, Sykes and HPS."
Sykes is an information technology company that provides a full complement of outsourcing services to
companies worldwide. With more than 6,400 employees, Sykes provides information support services at all
stages in the life cycle of their products and services -- from initial development to documentation and training
to end-user support. Through recent acquisitions, Sykes also provides diagnostic capabilities and retail
software applications and support for back office and point-of-sale customers. Sykes, based in Tampa, now
operates nine domestic technical call centers, 11 European centers and 20 branch offices throughout the
U.S., Europe, Africa and The Philippines.
HealthPlan Services is a provider of marketing, administration, and risk management services and solutions
for benefit programs, serving approximately 125,000 small businesses and large, self-insured organizations.
With more than 3,300 employees, HPS' services include distribution, enrollment, billing and collection, claims
administration, care management, and information reports and analysis on behalf of health care payors and
providers of approximately 2.9 million members in the U.S. HealthPlan Services' clients include managed
care organizations, integrated health care delivery systems, insurance companies, self-funded benefit plans,
and health care purchasing alliances.
The statements contained in this press release that are not purely historical, including statements regarding
Sykes', HPS' and SHPS' objectives, expectations, hopes, intentions, beliefs or strategies regarding the
future, are "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1934. It is
important to note that Sykes', HPS' and SHPS' actual results could differ materially from those in such
forward-looking statements, and undue reliance should not be placed on such statements. Among the factors
that could cause such actual results to differ materially are: changes in legislation; fluctuations in business
conditions and the economy; Sykes', HPS' and SHPS' ability to attract and retain key management
personnel; and the risk factors listed from time to time in Sykes', HPS' and SHPS' registration statements and
reports as filed with the Securities and Exchange Commission. All forward-looking statements included in this
press release are made as of the date hereof, and Sykes, HPS and SHPS undertake no obligation to update
any such forward-looking statements. SOURCE Sykes HealthPlan Services, Inc.
(Copyright 1998) |
