UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT
TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): February 23, 2015
Navigant Consulting, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction
of Incorporation)
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1-12173 |
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36-4094854 |
(Commission
File Number) |
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(IRS Employer
Identification No.) |
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30 South Wacker Drive, Suite 3550
Chicago, Illinois |
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60606 |
(Address of Principal Executive Offices) |
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(Zip Code) |
(312) 573-5600
(Registrants Telephone Number, Including Area Code)
Not Applicable
(Former
Name or Former Address, if Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
On February 23, 2015, Navigant Consulting, Inc., a Delaware
corporation (Navigant), acquired RevenueMed, Inc., an Atlanta-based provider of coding, revenue cycle management, and business process management services for the healthcare sector (RevenueMed). RevenueMed has developed
several proprietary software and process tools to support financial and back-office operations of healthcare providers and leverages a wholly-owned delivery network in India to operate as an extension of the clients business office. RevenueMed
has a global outsourcing delivery network of over 1,500 professional resources. Day-to-day operations will continue to be managed by RevenueMeds Chief Executive Officer Michael von Grey and his current leadership team, and will be part of the
Navigant Cymetrix business.
Navigant acquired substantially all of the assets of RevenueMed, including the stock of its Indian
subsidiary, for an aggregate purchase price of approximately $22 million in cash paid at closing, subject to a post-closing working capital adjustment, and a contingent payment of up to $4 million in cash based on the business achieving certain
performance targets.
A copy of the press release dated February 23, 2015 announcing the transaction is attached hereto as Exhibit
99.1 and is incorporated by reference herein.
Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
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99.1 |
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Press Release dated February 23, 2015 |
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.
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NAVIGANT CONSULTING, INC. |
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Date: February 23, 2015 |
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By: |
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/s/ Monica M. Weed |
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Name: |
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Monica M. Weed |
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Title: |
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Executive Vice President, Secretary and General Counsel |
EXHIBIT INDEX
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Exhibit No. |
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Description of Exhibit |
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99.1 |
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Press Release dated February 23, 2015 |
Exhibit 99.1
FOR IMMEDIATE RELEASE
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For more information contact: |
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Carrie Grapenthin |
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Aaron Miles |
Navigant Communications |
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Navigant Investor Relations |
312.573.5636 |
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312.583.5820 |
NAVIGANT ACQUIRES REVENUEMED
Strengthens Navigants End-to-End Healthcare Offering &Platform, Creating Additional Opportunities for Scale
CHICAGO Feb. 23, 2015 Navigant (NYSE: NCI) announced today that it has acquired RevenueMed, an Atlanta-based provider of coding, revenue
cycle management, and business process management services for the healthcare sector. The acquisition further strengthens Navigants position as a leading provider of end-to-end revenue cycle business process management services and expands the
Companys platform to include global, offshore capabilities for its clients.
RevenueMed has developed several proprietary software and process tools
to support financial and back-office operations of healthcare providers and leverages a wholly-owned delivery network in India to operate as an extension of the clients business office. The company appeared for six consecutive years on Inc.
Magazines list of Fastest Growing Private Companies in the United States.
We are delighted to announce the addition of RevenueMed, which
augments our business process management client offerings and further positions Navigant for long-term, sustainable growth, stated Julie Howard, Navigant Chairman and Chief Executive Officer. Our continued investment in business process
management services builds on and complements our deep consulting expertise. The addition of RevenueMed provides greater scalability in a fast growing sector to support our revenue and profitability growth goals. We welcome the RevenueMed team to
Navigant.
RevenueMed was founded in 2002 by Chief Executive Officer, Michael von Grey. RevenueMeds medical coding capabilities are delivered
by professionals that include physicians and nurses whose knowledge provides a strong foundation for the markets evolution to complex ICD-10 coding. Day-to-day operations will continue to be managed by von Grey and his current leadership team,
and will be part of the Navigant Cymetrix business.
The Healthcare sector is facing unprecedented pressure as it navigates growing complexities
while delivering better outcomes and value to patients, said David Zito, Managing Director and Navigant Healthcare segment leader. As we assist health systems to position themselves
for the future amidst market and regulatory changes, we expect continued high demand for business process solutions. Our clients are focused on optimizing operational efficiencies and we look
forward to working with them to develop solutions that focus on delivering quality care and better patient outcomes in an environment of declining reimbursement.
We are joining Navigant at such an important time for our firm, for Navigant and for the Healthcare sector overall, said RevenueMed Chief
Executive Officer, Michael von Grey. The convergence of our capabilities and resources with the robust business process management offering already in place at Navigant will create more options and solutions for a broader client base.
About Navigant Healthcare
Navigant Healthcare, a
business segment of Navigant, works collaboratively across a spectrum of clients in the payer, provider and life sciences space. Its professionals consist of industry thought leaders, healthcare executives, clinicians, physicians and seasoned
consultants who assist health systems, physician organizations, payers and life sciences companies in designing, developing and implementing integrated, technology-enabled solutions that create high-performing healthcare organizations. Through a
unique interdisciplinary approach leveraging the depth and breadth of experience, Navigant Healthcare enables clients to build their capabilities and achieve sustainable peak performance around quality of care, cost, leadership, and culture in
todays changing healthcare environment.
About Navigant
Navigant (NYSE: NCI) is a specialized, global professional services firm dedicated to assisting clients in creating and protecting value in the face of
critical business risks and opportunities. Through senior level engagement with clients, Navigant professionals deliver expert and advisory work through implementation and business process management services. The firm combines deep technical
expertise in Disputes and Investigations, Economics, Financial Advisory and Management Consulting, with business pragmatism to address clients needs in highly regulated industries, including Construction, Energy, Financial Services and
Healthcare. More information about Navigant can be found at navigant.com.
Statements included in this press release which are not historical in
nature are forward-looking statements as defined within the Private Securities Litigation Reform Act of 1995. Forward-looking statements may generally be identified by words such as anticipate, believe, intend,
estimate, expect, plan, outlook and similar expressions. These statements are based upon managements current expectations and speak only as of the date of this press release. The Company cautions
readers that there may be events in the future that the Company is not able to accurately predict or control and the information contained in the forward-looking statements is inherently uncertain and subject to a number of risks that could cause
actual results to differ materially from those contained in or implied by the forward-looking statements including, without limitation: the success of the Companys organizational changes and margin improvement initiatives; risks inherent in
international operations, including foreign currency fluctuations; ability to make acquisitions and divestitures; pace, timing and integration of acquisitions and separation of divestitures; impairment charges; management of professional staff,
including
dependence on key personnel, recruiting, attrition and the ability to successfully integrate new consultants into the Companys practices; utilization rates; conflicts of interest; potential
loss of clients or large engagements; clients financial condition and their ability to make payments to the Company; risks inherent with litigation; higher risk client assignments; professional liability; potential legislative and regulatory
changes; continued access to capital; and market and general economic conditions. Further information on these and other potential factors that could affect the Companys financial results are included under the Risk Factors section
and elsewhere in the Companys filings with the Securities and Exchange Commission ( SEC ), which are available on the SECs website or at www.navigant.com/investor_relations. The Company cannot guarantee any future results, levels
of activity, performance or achievement and undertakes no obligation to update any of its forward-looking statements.
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