CPSI Files 8-K on Material Agreement & Financials
Ticker: TBRG · Form: 8-K · Filed: Feb 29, 2024 · CIK: 1169445
| Field | Detail |
|---|---|
| Company | Computer Programs & Systems Inc (TBRG) |
| Form Type | 8-K |
| Filed Date | Feb 29, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $7,250,000, $6,600,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, financial-condition, 8-K
TL;DR
**CPSI just dropped an 8-K about a new material agreement and their latest financials, so keep an eye out for details!**
AI Summary
COMPUTER PROGRAMS AND SYSTEMS, INC. (CPSI) filed an 8-K on February 29, 2024, reporting an entry into a material definitive agreement and results of operations and financial condition. The filing indicates the company's business address is 54 St. Emanuel Street, Mobile, Alabama 36602, and its telephone number is (251) 639-8100. This report was filed pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
Why It Matters
This filing signals that COMPUTER PROGRAMS AND SYSTEMS, INC. has entered into a significant agreement and is disclosing its financial performance, which could impact its future operations and stock value.
Risk Assessment
Risk Level: medium — The filing mentions a 'material definitive agreement' and 'results of operations and financial condition' without specific details, which could introduce uncertainty regarding the nature and impact of these events.
Key Players & Entities
- COMPUTER PROGRAMS AND SYSTEMS, INC. (company) — Registrant
- CPSI (company) — Registrant ticker
- February 29, 2024 (date) — Date of earliest event reported
- Delaware (company) — State of Incorporation
- 000-49796 (company) — Commission File Number
- 74-3032373 (company) — IRS Employer Identification No.
- 54 St. Emanuel Street , Mobile , Alabama 36602 (company) — Address of Principal Executive Offices
- (251) 639-8100 (company) — Registrant’s telephone number
FAQ
What is the exact name of the registrant as specified in its charter?
The exact name of the registrant as specified in its charter is COMPUTER PROGRAMS AND SYSTEMS, INC.
What was the date of the earliest event reported in this 8-K filing?
The date of the earliest event reported in this 8-K filing was February 29, 2024.
What items of information were reported in this 8-K filing?
The items of information reported were "Entry into a Material Definitive Agreement," "Results of Operations and Financial Condition," and "Financial Statements and Exhibits."
What is the business address of COMPUTER PROGRAMS AND SYSTEMS, INC.?
The business address of COMPUTER PROGRAMS AND SYSTEMS, INC. is 54 St. Emanuel Street, Mobile, Alabama 36602.
Under which section of the Securities Exchange Act of 1934 was this report filed?
This report was filed pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
Filing Stats: 1,182 words · 5 min read · ~4 pages · Grade level 13.8 · Accepted 2024-02-29 16:18:30
Key Financial Figures
- $7,250,000 — 4, in an aggregate amount not to exceed $7,250,000. Additionally, the modified definition
- $6,600,000 — me to an aggregate amount not to exceed $6,600,000; however, Savings related to the Viewgo
Filing Documents
- cpsi20240229_8k.htm (8-K) — 32KB
- ex_632862.htm (EX-10.1) — 61KB
- ex_633024.htm (EX-99.1) — 489KB
- logo.jpg (GRAPHIC) — 5KB
- 0001437749-24-006100.txt ( ) — 763KB
- cpsi-20240229.xsd (EX-101.SCH) — 3KB
- cpsi-20240229_def.xml (EX-101.DEF) — 11KB
- cpsi-20240229_lab.xml (EX-101.LAB) — 15KB
- cpsi-20240229_pre.xml (EX-101.PRE) — 11KB
- cpsi20240229_8k_htm.xml (XML) — 3KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On February 29, 2024, Computer Programs and Systems, Inc. (the "Company") entered into a Fourth Amendment (the "Fourth Amendment") to the Amended and Restated Credit Agreement, dated as of June 16, 2020 (as amended, the "Credit Agreement"), by and among the Company; certain subsidiaries of the Company, as guarantors (collectively, the "Subsidiary Guarantors"); Regions Bank, as administrative agent and collateral agent (the "Administrative Agent"); and various other lenders. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Credit Agreement. The Fourth Amendment modified the term "Consolidated EBITDA" to provide that the additional following amounts will be added back to Consolidated Net Income: (i) costs and expenses related to the voluntary early retirement program during the fiscal year ending December 31, 2023; and (ii) fees, costs and expenses in categories identified to the Administrative Agent to the extent incurred during the fiscal year ending December 31, 2024, in an aggregate amount not to exceed $7,250,000. Additionally, the modified definition of "Consolidated EBITDA" limits the amount of pro forma "run rate" cost savings, operating expense reductions and synergies (collectively, "Savings") related to the Viewgol Acquisition that can be added back to Consolidated Net Income to an aggregate amount not to exceed $6,600,000; however, Savings related to the Viewgol Acquisition are not subject to the cap of 15% of Consolidated EBITDA that otherwise applies to Savings related to Permitted Acquisitions, restructurings or cost savings initiatives. Finally, the Consolidated Fixed Charge Coverage Ratio covenant was decreased from 1.25:1.00 to 1.15:1.00 for each fiscal quarter ending March 31, 2024 through and including December 31, 2024. As of December 31, 2023, the Company was not in compliance with the Consolidated Fixed Charge Coverage Ratio required by the Cre
02 Results of Operations and Financial Condition
Item 2.02 Results of Operations and Financial Condition. On February 29, 2024, CPSI issued a press release announcing financial information for its fiscal fourth quarter and full year ended December 31, 2023. The press release is attached as Exhibit 99.1 to this Form 8-K and is furnished to, but not filed with, the Commission. 2
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits The following exhibits are filed herewith: Exhibit Number Description 10.1 Fourth Amendment, dated as of February 29, 2024, to the Amended and Restated Credit Agreement, dated as of June 16, 2020, by and among Computer Programs and Systems, Inc., certain of its subsidiaries, as guarantors, certain lenders named therein, and Regions Bank, as administrative agent and collateral agent. 99.1 Press Release dated February 29, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. COMPUTER PROGRAMS AND SYSTEMS, INC. Date: February 29, 2024 By: /s/ Christopher L. Fowler Christopher L. Fowler President and Chief Executive Officer 4