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Computer Programs and Systems

cpsi · NASDAQ Healthcare
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Ticker cpsi
Exchange NASDAQ
Sector Healthcare
Industry Medical - Healthcare Information Services
Employees 1001-5000
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FY2005 Annual Report · Computer Programs and Systems
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clear direction
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CPSI

2 0 0 5   A N N U A L   R E P O R T

Company Profile

CPSI is a leading provider of healthcare information solutions for community hospitals with over 580

client hospitals in 46 states. Founded in 1979, the Company is a single-source vendor providing

comprehensive software and hardware products, complemented by complete installation services and

extensive support. Its fully integrated, enterprise-wide system automates clinical and financial data

management in each of the primary functional areas of a hospital. CPSI’s staff of over 800 technical,

healthcare and medical professionals provides system implementation and continuing support services as

part of a comprehensive program designed to respond to clients’ information needs in a constantly

changing healthcare environment. For more information, visit www.cpsinet.com.

Annual Meeting

The annual meeting of stockholders will be held on May 11, 2006, at 9:00 a.m. Central Time at the

Mobile Convention Center, One South Water Street, Mobile, Alabama.

 
Financial Highlights

Total sales revenues
Total cost of sales
Gross profit

Total operating expenses

Operating income

Interest income, net
Other income

Net income before taxes

Provision for income taxes
Net income

Basic earnings per share
Diluted earnings per share

Weighted average shares outstanding:

Basic
Diluted

Year Ended 
December 31,

2005
$ 108,826
60,707
48,119

2004
$ 82,664
49,576
33,088

24,827

21,886

23,292
653
5
23,950
9,381
$ 14,569

$
$

1.38
1.37

10,560
10,646

11,202
258
243
11,703
4,639
7,064

0.67
0.67

10,490
10,536

$

$
$

Revenues

Net Income (1)

Hospital Clients

9
6
5
,
4
1

$

0
8
5

4
3
5

0
9
4

4
4
4

0
0
4

6
2
8
,
8
0
1

$

4
6
6
,
2
8

$

3
0
3
,
1
8

$

4
4
7
,
3
7

$

6
6
6
,
9
5

$

4
4
0
,
8

$

6
6
8
,
7

$

4
6
0
,
7

$

9
4
4
,
5

$

01 02 03 04 05

01 02 03 04 05

01 02 03 04 05

(1) Net income for years 2001 & 2002 are pro forma for comparative purposes.

1

 
 
 
 
 
 
 
 
 
 
To Our Shareholders:

CPSI enjoyed a record-setting year in 2005. Our company set new highs with sales of $108.8 million and net

income of $14.6 million, the latter an increase of 106.3% over the prior year. Importantly, especially in light of

our growth, we also continued to enjoy strong free cash flow. In fact, for the second consecutive year, our free

cash flow surpassed net income. We remain debt free and continue to reward our shareholders by paying a

quarterly dividend. CPSI’s customer base now numbers 580 hospitals located in 46 states across the country.

Our performance in 2005 was positively impacted by two external factors that we have discussed a great deal

with our shareholders in years past. First, the financial health of community hospitals remained stable to

slightly improved, enabling them to consider larger investments in information technology. Medicare

reimbursement, which represents more than 50% of net revenue for the vast majority of our community

hospital clients, continued to benefit from the reimbursement changes contained in the Medicare

Modernization Act of 2003.

Second, the demand for healthcare information technology, notably clinical software solutions, continued to

increase throughout the year. The use of clinical information technology in community hospitals to improve

patient safety and enhance operational efficiency has progressed from being a novelty just a few years ago to

becoming necessary for quality hospital operations. In concert with this trend, the most notable change in

2005 was the number of physicians who continue to traverse the technology spectrum from reluctance to

acceptance, with many now reaching the point of demanding access to their patients’ clinical information

electronically as opposed to via the paper chart.

While CPSI certainly benefited from the two factors mentioned above, we are particularly pleased with the

strong competitive performance we enjoyed within this vibrant marketplace in 2005. We continue to believe

that the primary reason behind this competitive success is high quality support to our current hospital clients.

Over 25 years in this business has taught us that if we do not lose sight of our primary goal of taking care of

our customers, everything that we strive for as a company in the future, notably long-term growth, will take
care of itself.

Additionally, our competitive position is enhanced because CPSI remains the only hospital information
technology vendor that provides a single source solution that includes software, hardware, data conversion,

installation and training and outsourcing services. This approach offers a clear advantage for the hospital
customer, because they have just one number to call for all of their IT service and support needs.

We also remain the only healthcare IT provider to offer an end-to-end financial and clinical information
system solution that is entirely internally developed. As a result, our hospital clients enjoy the advantages of a
complete electronic medical record, populated solely by input into the CPSI system and accessible via the

CPSI system by doctors, nurses and other clinical professionals. This is done without the costly, clumsy
interfaces between disparate systems that are necessary with other vendors.

The best example of CPSI’s commitment to in-house development is our PACS module, ImageLink™. This

digital imaging application, developed over the last four years, is now installed in over 40 CPSI client hospitals.

2

Radiologists use ImageLink to read such image types as X-ray, MRI, CT and Ultrasound. And most
importantly, because of the integration with the rest of the CPSI system, patient images are available for
viewing by all other physicians involved in the patient’s care, such as family physicians, consultative physicians
and surgeons.

Our popular physician electronic medical record portal, ChartLink®, delivers real time clinical information, such

as vital signs, lab results, medication information and previous patient clinical history. More than 2,000 doctors

at over 150 CPSI client hospitals use ChartLink® every day from the hospital floor, their clinic offices, their

homes and anywhere else they have access to the Internet. As our country moves toward nationwide electronic

patient record interoperability over the next several years, CPSI client hospitals are assured of being at the

forefront of this effort as a result of the integrated clinical platform that populates the ChartLink® virtual chart.

On the outsourcing services front, we continue to be pleased with the growth in this segment of our business.

More than half of our hospital customers now choose to outsource their statement and electronic claims

processing to CPSI, while the number of facilities outsourcing their business office operations to us continues

to grow as well. Outsourcing revenue in 2005 accounted for more than 13% of total sales and increased 55%

over 2004.

O U R   G O A L S   F O R   2 0 0 6   A N D   B E Y O N D   I N C L U D E :

1) To continue to provide the best customer support in the industry to our current hospital clients.

2) To continue to internally develop application software that meets the needs of community hospitals in

their quest to use technology to improve the quality of patient care.

3) To increase add-on sales volume, particularly of our clinical modules, to our current customer base as they

move toward an electronic medical record.

4) To continue to increase CPSI’s market share by demonstrating to prospective client hospitals that CPSI is

the clear choice for their long-term information technology partner.

5) To continue to expand our outsourcing division by convincing more and more of our existing hospital

clients that CPSI is best suited to provide their business office services, therefore enabling hospital
leadership to concentrate fully on their mission of providing high quality patient care.

We have spent the past quarter century building a solid foundation, one constructed upon a sound model, the
most conservative revenue recognition policies in our industry and an unwavering commitment to our
customers. As we move from a successful past into what we believe will be an even more exciting future, we

remain grateful for your support and your investment in our company.

Sincerely,

David A. Dye

President and Chief Executive Officer

3

DIRECTORS AND OFFICERS

Board of Directors

Officers

David A. Dye
President and Chief Executive Officer
Computer Programs and Systems, Inc.

J. Boyd Douglas, Jr.
Executive Vice President and 
Chief Operating Officer

Computer Programs and Systems, Inc.

Ernest F. Ladd, III
Retired Executive Vice President
and Chief Financial Officer

Dravo Corporation

John W. Morrissey
Retired Vice President, Sales and Marketing
Computer Programs and Systems, Inc.

W. Austin Mulherin, III
Attorney
Frazer, Greene, Upchurch & Baker, LLC

M. Kenny Muscat
Reitred Executive Vice President
and Chief Operating Officer

Computer Programs and Systems, Inc.

William R. Seifert, II
Executive Vice President
AmSouth Bank

Dennis P. Wilkins
Retired President and Chief Executive Officer
Computer Programs and Systems, Inc.

Hal L. Daugherty
Chief Executive Officer
The Heart Group, P.C.

John C. Johnson
Real Estate Appraiser
Courtney & Morris Appraisals, Inc.

David A. Dye
President and Chief Executive Officer

J. Boyd Douglas, Jr.
Executive Vice President and 
Chief Operating Officer 

M. Stephen Walker
Vice President of Finance and
Chief Financial Officer

CORPORATE DATA

Independent Registered Public Accounting Firm
Grant Thornton LLP
Marquis One
Suite 300 
245 Peachtree Center Avenue, NE
Atlanta, GA  30303 

Transfer Agent
American Stock Transfer & Trust Company
59 Maiden Lane
Plaza Level
New York, NY  10038
(866) 668-6550

Legal Counsel
Maynard, Cooper & Gale, P.C.
1901 Sixth Avenue North
Suite 2400, AmSouth/Harbert Plaza
Birmingham, AL 35203-2618

Corporate Headquarters
Computer Programs and Systems, Inc.
6600 Wall Street
Mobile, AL  36695
(251) 639-8100
www.cpsinet.com

Charles P. Huffman
Senior Vice President and Chief Financial Officer
EnergySouth, Inc.

Common Stock
Computer Programs and Systems, Inc.’s common stock
is traded on The NASDAQ Stock Market’s National
Market under the symbol “CPSI.”

4

UNITED STATES  
SECURITIES AND EXCHANGE COMMISSION  
WASHINGTON, D.C. 20549  

FORM 10-K  

⌧ 

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE 
ACT OF 1934  

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2005  

OR  

(cid:133) 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES 
EXCHANGE ACT OF 1934  

FOR THE TRANSITION PERIOD FROM              TO            .  

Commission file number: 000-49796  

COMPUTER PROGRAMS AND SYSTEMS, INC.  
(Exact Name of Registrant as Specified in Its Charter)  

Delaware 
(State or Other Jurisdiction of 
Incorporation or Organization) 

6600 Wall Street, Mobile, Alabama 
(Address of Principal Executive Offices) 

74-3032373 
(I.R.S. Employer 
Identification No.) 

36695 
(Zip Code) 

(251) 639-8100  
(Registrant’s telephone number, including area code)  

Securities registered pursuant to Section 12(b) of the Act: None  
Securities registered pursuant to Section 12(g) of the Act: Common Stock, $.001 par value  

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  (cid:133)    No  ⌧  

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes  (cid:133)    No  ⌧  

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange 
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been 
subject to such filing requirements for the past 90 days.    Yes  ⌧    No  (cid:133)  

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be 
contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this 
Form 10-K or any amendment to this Form 10-K.  ⌧  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of 
“accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.  

Large accelerated filer  (cid:133)        Accelerated filer  ⌧        Non-accelerated filer  (cid:133)  

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes  (cid:133)    No  ⌧  

The aggregate market value of common stock held by non-affiliates of the registrant at June 30, 2005 was $310,607,882.  

As of March 10, 2006 the registrant had outstanding 10,746,914 shares of its common stock.  

DOCUMENTS INCORPORATED BY REFERENCE IN THIS FORM 10-K:  

Portions of the definitive Proxy Statement for the Annual Meeting of Stockholders to be held on May 11, 2006 are incorporated by reference 
into Part III of this report.  

 
 
  
  
  
 
 
  
  
 
 
 
 
  
 
 
  
Item No. 

Page No.  

TABLE OF CONTENTS  

SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS 

PART I 

1.  Business .............................................................................................................................................
Overview .......................................................................................................................................
Industry Dynamics.........................................................................................................................
Our Solution ..................................................................................................................................
Strategy..........................................................................................................................................
Our Products and Services.............................................................................................................
System Implementation and Training............................................................................................
Technology....................................................................................................................................
Research and Development ...........................................................................................................
Customers, Sales and Marketing ...................................................................................................
Competition ...................................................................................................................................
Internal Management Control System ...........................................................................................
Intellectual Property ......................................................................................................................
Employees .....................................................................................................................................
Executive Officers .........................................................................................................................
Company Website .........................................................................................................................
1A. Risk Factors .......................................................................................................................................
1B. Unresolved Staff Comments ..............................................................................................................
2.  Properties ...........................................................................................................................................
3.  Legal Proceedings..............................................................................................................................
4.  Submission of Matters to a Vote of Security Holders........................................................................

PART II 

5. 

Market for Registrant’s Common Equity, Related Stockholder Matters  
   and Issuer Purchases of Securities ..................................................................................................
6.  Selected Financial Data .....................................................................................................................
7.  Management’s Discussion and Analysis of Financial Condition and Results of Operations ............
7A. Quantitative and Qualitative Disclosures about Market Risk ............................................................
8.  Financial Statements and Supplementary Data..................................................................................
9.  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure ............
9A. Controls and Procedures ....................................................................................................................
9B. Other Information ..............................................................................................................................

PART III 

10.  Directors and Executive Officers of the Registrant ...........................................................................
11.  Executive Compensation ...................................................................................................................
12.  Security Ownership of Certain Beneficial Owners and Management ...............................................
13.  Certain Relationships and Related Transactions................................................................................
14.  Principal Accountant Fees and Services ............................................................................................

PART IV 

15.  Exhibits, Financial Statement Schedules  ..........................................................................................

SIGNATURES ...........................................................................................................................................................

*  Portions of the definitive Proxy Statement for the Annual Meeting of Stockholders to be held on May 11, 2006 are 

incorporated by reference in Part III of this Form 10-K.  

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SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS  

This Annual Report on Form 10-K contains forward-looking statements within the meaning of the “safe harbor” 
provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified 
generally by the use of forward-looking terminology and words such as “expects,” “anticipates,” “estimates,” “believes,” 
“predicts,” “intends,” “plans,” “potential,” “may,” “continue,” “should,” “will” and words of comparable meaning. Without 
limiting the generality of the preceding statement, all statements in this Annual Report relating to estimated and projected 
earnings, margins, costs, expenditures, cash flows, growth rates and future financial results are forward-looking statements. We 
caution investors that any such forward-looking statements are only predictions and are not guarantees of future performance. 
Certain risks, uncertainties and other factors may cause actual results to differ materially from those projected in the forward-
looking statements. Such factors may include:  

• 

• 

• 

• 

• 

• 

• 

• 

• 

overall business and economic conditions affecting the healthcare industry;  

saturation of our target market and hospital consolidations;  

changes in customer purchasing priorities and demand for information technology systems;  

competition with companies that have greater financial, technical and marketing resources than we have;  

failure to develop new technology and products in response to market demands;  

fluctuations in quarterly financial performance due to, among other factors, timing of customer installations;  

failure of our products to function properly resulting in claims for medical losses;  

government regulation of our products and customers, including changes in healthcare policy affecting Medicare 
reimbursement rates; and  

interruptions in our power supply and/or telecommunications capabilities.  

For more information about the risks described above and other risks affecting us, see “Risk Factors” beginning on page 

13 of this Annual Report. We also caution investors that the forward-looking information described herein represents our 
outlook only as of this date, and we undertake no obligation to update or revise any forward-looking statements to reflect 
events or developments after the date of this Annual Report.  

 
 
ITEM 1. BUSINESS  
Overview  

PART I  

We are a healthcare information technology company that designs, develops, markets, installs and supports 

computerized information technology systems to meet the unique demands of small and midsize hospitals. Our target market 
includes acute care community hospitals with 300 or fewer beds and small specialty hospitals. We are a single-source vendor 
providing comprehensive software and hardware products, complemented by data conversion, complete installation and 
extensive support. Our fully integrated, enterprise-wide system automates the management of clinical and financial data 
across the primary functional areas of a hospital. In addition, we provide services that enable our customers to outsource 
certain data-related business processes which we can perform more efficiently. We believe our products and services enhance 
hospital performance in the critical areas of clinical care, revenue cycle management, cost control and regulatory compliance. 
From our initial hospital installation in 1981, we have grown to serve 580 hospital customers across 46 states and the District 
of Columbia. In 2005, we generated revenues of $108.8 million from the sale of our products and services.  

Industry Dynamics  

The healthcare industry is the largest industry in the United States economy. The Centers for Medicare and Medicaid 

Services, or “CMS,” has calculated that fiscal 2005 total healthcare expenditures in the United States were approximately 
$1.9 trillion, or approximately 15.6% of the U.S. gross domestic product. CMS estimates that by fiscal 2014 total U.S. 
healthcare spending will reach $3.4 trillion, or 18.7% of the estimated U.S. gross domestic product.  

Hospital services represents one of the largest categories of total healthcare expenditures. According to CMS, in fiscal 
2006, spending on hospital services will amount to approximately $623.5 billion, or 30.0% of total healthcare expenditures. 
According to the American Hospital Association, there are approximately 5,100 community hospitals in the United States 
that are in our target market of hospitals with 300 or fewer acute care beds. In addition, there is a market of small specialty 
hospitals that focus on discrete medical areas such as surgery, rehabilitation and psychiatry.  

Notwithstanding the size and importance of the healthcare industry within the United States economy, the industry is 

constantly challenged by changing economic dynamics, increased regulation and pressure to improve the quality of 
healthcare. These challenges are particularly significant for the hospitals in our target market due to their more limited 
financial and human resources. However, we believe healthcare providers can successfully address these issues with the help 
of advanced medical information systems. Specific examples of the challenges facing healthcare providers include the 
following.  

Changing Economic Dynamics. Community hospitals typically generate a significant portion of their revenues from 

beneficiaries of the Medicare program. Consequently, even small changes in this federal program have a disproportionately 
larger impact on community hospitals as compared to larger facilities where greater portions of their revenues are typically 
generated from beneficiaries of private insurance programs. For 2006, CMS reports that rural hospitals, the largest segment 
of the community hospital market, will receive an average increase in Medicare reimbursements of 3.3% per inpatient case 
and 3.9% for outpatient services. Conversely, the Medicaid program, which is a federal/state program managed by the 
individual states and dependent in part on funding from the states, continues to struggle due to the increasing cost of 
healthcare and the detrimental effect of the lagging economy on state revenues. In addition to issues in state funding, a 
recently passed federal budget reconciliation bill, the Deficit Reduction Act of 2005, which includes cuts of $6.4 billion and 
$4.7 billion from Medicare and Medicaid, respectively, over the next five years, will cut deeper into Medicaid 
reimbursements, and the gains made in Medicare reimbursements may be adversely affected in the future.  

Continued Push for Improved Patient Care. With pressure mounting to reduce medical errors and improve patient 

safety, hospitals are actively seeking information technology solutions for clinical decision support. This point is illustrated 
by the results of the 17th Annual HIMSS Leadership Survey sponsored by Superior Consulting Company, which reflects that 
patient safety is expected to continue to be the top information technology priority in 2006. Down only slightly from 2005’s 
results, approximately 50% of respondents to this survey identified the reduction in medical errors and increased patient 
safety as their number one priority. We believe hospitals utilizing fully integrated enterprise-wide medical information 
systems that allow professionals real-time access to information such as electronic charts, treatment protocols and pathways, 
pharmaceutical records and treatment schedules will be favored by large employers and government payers.  

Emergence of Electronic Medical Records/Electronic Health Records. In his January 31, 2006 State of the Union 
address, President of the United States George W. Bush reiterated his administration’s commitment to making electronic 
health records available to most Americans. The President’s fiscal 2007 budget proposal provides for an increase of 35.2% in 
health information technology funding with an emphasis on interoperability between vendor systems. The stated goal of the 

1

 
national electronic health record is to bring together patient information from across the disparate healthcare vendor systems 
used in all of the individual hospitals, clinics and physician offices where a patient may receive healthcare services. 
Achievement of this ambitious goal will revolutionize the healthcare industry. Data sharing of this magnitude will increase 
the efficiency of healthcare delivery, support better clinical decision making, and reduce clinical errors in all participating 
facilities. However, the first requirement for participation in national or regional initiatives is the implementation of an 
electronic medical record in the individual healthcare facilities. To share patient information electronically, the information 
must first be captured and stored electronically. Hospitals understand this fact, and, according to the 17th Annual HIMSS 
Leadership Survey referenced above, 45% of respondents identified the implementation of an electronic medical record as 
their top information technology priority in 2006. The increase from 29% in the 2005 survey to 45% in the 2006 survey 
represents the greatest shift in respondent priorities reported in the 2006 survey. We believe hospitals utilizing fully 
integrated enterprise-wide medical information systems, and consequently the vendors that supply such systems, will be best 
positioned to participate in and benefit from national and regional initiatives.  

While economic, regulatory and consumer pressures such as those described above have increased rapidly over the last 

several years, we believe healthcare organizations have historically underinvested in information technology and services 
compared to other industries. This underinvestment has caused healthcare providers to rely on non-integrated, complex and 
inefficient information systems. A hospital’s failure to adequately invest in modern medical information systems could result 
in fewer patient referrals, cost inefficiencies, lower than expected reimbursement, increased malpractice risk and possible 
regulatory infractions.  

In the face of decreasing revenue and increasing pressure to improve patient care, healthcare providers are in need of 

management tools that (1) increase efficiency in the delivery of healthcare services, (2) reduce medical errors, (3) effectively 
track the cost of delivering services so those costs can be properly managed and (4) increase the speed and rate of 
reimbursement. We believe the industry has begun to embrace information technology as a management tool, evidenced by 
the fact that approximately 45% of the respondents to the 17th Annual HIMSS Leadership Survey referenced above predicted 
a definite increase in their organizations’ information technology operating budgets during 2006, with an additional 27% of 
the respondents predicting a probable increase in their organizations’ information technology operating budgets during 2006. 
We believe these dynamics will allow for future revenue growth.  

Our Solution  

We have tailored an information technology solution that effectively addresses the specific needs of small and midsize 
hospitals. Due to their smaller operating budgets, community hospitals have limited financial and human resources to operate 
manual or inefficient information systems. However, these hospitals are expected to achieve the same quality of care and 
regulatory compliance as larger hospitals, placing them in a particularly difficult operating environment.  

We believe that the CPSI solution meets this challenge. We provide fully integrated, enterprise-wide, HIPAA 
compliant medical information systems and services that collect, process, retain and report data in the primary functional 
areas of a hospital, from patient care to clinical processing to administration and accounting. As a key element of our 
complete solution, we provide ongoing customer service through regular interaction with customers, customer user groups 
and extensive customer support. Further, we offer outsourcing services that allow customers to avoid some of the fixed costs 
of a business office. We are capable of providing a single-source solution for small and midsize hospitals, making us a 
partner in their initiatives to improve operations and medical care.  

Our customers continuously communicate with us through our support teams and through organized user groups, 
allowing us to continue to provide a state-of-the-art solution that meets their specific needs. By remaining sensitive and 
responsive to the ever-changing demands of our customers and regularly updating our products, we believe we provide an 
information technology solution that meets the needs of community hospitals. Our business has continued to grow because 
we have successfully addressed the needs of community hospitals for fully integrated enterprise-wide information systems 
that allow them to improve operating effectiveness, reduce costs and improve the quality of patient care.  

Strategy  

Our objective is to continue to grow as a leading provider of healthcare information technology systems and services to 
small and midsize hospitals by following the same strategy that we have successfully pursued for over twenty-five years, the 
key elements of which are described below.  

Deliver a Single-Source Solution. When a customer purchases the CPSI system, we provide everything necessary for 
the customer to implement and use our system. We deliver the application software, computer hardware, peripherals, forms 
and supplies used in the comprehensive information network. Our installation teams work extensively with each customer to 
convert existing data to the new system, to install all of the necessary equipment and to train hospital personnel to use our 

2

 
system. After installation, our support teams answer and address customer questions and issues related to any aspect of the 
system. We also offer customers additional services such as business office outsourcing, electronic billing outsourcing and 
ISP services. We believe our single-source approach to delivering a complete information system makes our system easier 
and more convenient for customers to understand and manage, which results in greater customer satisfaction and retention.  

Provide Enterprise-Wide, Fully Integrated Software Applications. We have developed all of our software products 
internally as part of our fully integrated system architecture. Our experience has taught us that using a fully integrated system 
in the primary functional areas of a hospital ensures compatibility among applications and avoids pitfalls associated with 
interfacing disparate systems. Our system utilizes one central database where information is stored and used by all of our 
software applications. With our single database model, our systems provide secure, real-time access to all information across 
multiple applications for all those needing such access, including physicians, nurses, laboratory technicians, pharmacists, 
clinicians and other users. The enterprise-wide, fully integrated nature of our system also allows customers to monitor user 
access to information for purposes of compliance with new federal and state privacy regulations.  

Maintain Commitment to Customer Oriented Operating Philosophy. A key factor in our success has been our focus on 

customer service and support. We make available to our customers experienced support teams that can assist with any 
question or problem. We currently have a greater than one to one support staff to customer ratio. Our support teams are 
extensively trained, and our employees are generally promoted from within so that they have a thorough knowledge of our 
system and a commitment to our culture. Because all of our customers use the same version of our system, our support teams 
can be more effective by maintaining a complete understanding of a single system. As part of our commitment to system 
support, we actively solicit customer feedback regarding ways in which we can improve the effectiveness and efficiency of 
our systems. To further this goal, we have organized our customers into a national user group to promote the exchange of 
information regarding our system and to identify product enhancements based on our customers’ operational experiences. We 
believe our user group concept is a key component of our success by positively impacting customer satisfaction and retention 
and by enhancing product development and system functionality. We will continue to focus on our national user group as a 
key component to our goal of maintaining and growing our customer base and market share.  

Expand Presence in Target Market. We will continue to target small to midsize domestic hospitals of 300 or fewer 

acute care beds. We believe this market of approximately 5,100 community hospitals nationwide has been traditionally 
overlooked and underserved by other healthcare technology companies. In addition, a number of our customers are small 
specialty hospitals that focus on discrete medical areas such as surgery, rehabilitation and psychiatry. We intend to continue 
gaining customers from this market segment. Our system can help these smaller hospitals reduce costs and increase their 
operating efficiencies. We believe our personalized marketing approach and emphasis on customer relationships are attractive 
to the management of these hospitals. We also believe our system is well-suited to hospitals of this size because they 
typically demonstrate a greater commitment than larger hospitals to the concept of an enterprise-wide, fully integrated 
system. In addition, we will continue to sell additional services and software products to our existing customers who have not 
purchased our complete package of services and software applications.  

Emphasize Recurring Revenue Opportunities. In addition to revenues from new system installations, we have 
developed and will continue to develop sources of recurring revenues. Our current principal source of recurring revenues is 
our support and maintenance fees paid by existing customers. As our customer base grows, our recurring revenues from 
support and maintenance fees should also grow. We believe growth in recurring revenues will also continue to come from our 
outsourcing services, which we market to our existing customers as well as new customers. These services include electronic 
billing, patient statement processing, business office outsourcing, ISP services and web site hosting. We also provide our 
software products on an ASP basis. When we provide ASP services, we maintain a customer’s computer server in our facility 
and provide our system to the customer through remote access. Instead of the one-time system purchase price, these 
customers pay a monthly fee for the term of the ASP customer agreement, generating recurring revenues.  

Our Products and Services  
New Products  
Ambulatory Clinical Documentation. During 2005, we completed the development of our Ambulatory Clinical 
Documentation module, which is a complete and flexible medical practice patient tracking and documentation solution that 
improves clinical decision support and expands the patient’s electronic medical record (“EMR”) to include ambulatory care. 
We completed initial installations of this module in customer facilities during the fourth quarter of 2005.  

The module automates medical practice workflow with an interactive white board, template driven documentation, 

image capture/document scanning, and an integrated Superbill. The result is a comprehensive real-time EMR that virtually 
eliminates paper records. Through integration with CPSI’s ChartLink® EMR portal, the module provides the physician 
practice with immediate and secure access to the patient’s complete ambulatory and inpatient history.  

3

 
  
  
Systems  
We offer a full array of software applications designed to streamline the flow of information to the primary functional 

areas of community hospitals in one fully integrated system. We intend to continue to enhance our existing software 
applications and develop new applications as required by evolving industry standards and the changing needs of our 
customers. Pursuant to our customer support agreements, we provide all of our customers with software enhancements and 
upgrades typically twice each year. See “—Support and Maintenance Services.” These enhancements enable each customer, 
regardless of its original installation date, to have the benefit of the most advanced CPSI products available. Our software 
applications:  
• 

provide automated processes that improve clinical workflow and support clinical decision-making;  
allow healthcare providers to efficiently input and easily access the most current patient medical data in order to 
improve the quality of care and patient safety;  
integrate clinical, financial and patient information to promote efficient use of time and resources, while 
eliminating dependence on paper medical records;  
provide tools that permit healthcare organizations to analyze past performance, model new plans for the future and 
measure and monitor the effectiveness of those plans;  
provide for rapid and cost-effective implementation, whether through the installation of an in-house system or 
through our ASP services; and  
increase the flow of information by replacing centralized and limited control over information with broad-based, 
secure access by clinical and administrative personnel to data relevant to their functional areas.  

• 

• 

• 

• 

• 

Our software applications are grouped for support purposes according to the following functional categories:  
• 

Patient Management  

Financial Accounting  

• 
•  Clinical  
• 

Patient Care  
Enterprise Applications  

• 

Due to the integrated nature of the CPSI system, our software applications are not marketed as distinct products, and 
our sales force attempts to sell all applications to each customer as a single product. New customers must purchase from us 
and install the core applications of patient management and financial accounting and all hardware necessary to run these 
applications. In addition to the core applications, customers may also acquire one or more of our clinical, patient care and 
enterprise applications. Approximately one-third of our customers have purchased a combination of applications that meet 
their enterprise-wide information technology needs.  

The general functional categories, as well as the software applications in each of these categories, are described below.  

Patient Management. Our patient management software enables a hospital to identify a patient at any point in the 
healthcare delivery system and to collect and maintain patient information throughout the entire process of patient care on an 
enterprise-wide basis. The single database structure of our software permits authorized hospital personnel to simultaneously 
access appropriate portions of a patient’s record from any point on the system. The patient management software performs 
the following functions:  
Registration 

records patient admissions, discharges and transfers 

• 
•  manages patient status, room assignments and recurring charges 

Patient Accounting 

Health Information
Management 

• 

• 

• 

• 

• 

keeps information available to all hospital personnel in formats designed for their 
particular requirements 

records patient charges and maintains accounts receivable information including 
aging, service charges and cash receipts 
generates and processes insurance claims 

supports the operational needs of the modern medical records department including 
transcription, case indexing/abstracting and statistical reporting 
tracks deficiencies in a patient’s chart and provides chart location information 

4

 
  
  
 
 
  
  
 
 
  
 
 
  
 
 
Patient Index 

•  maintains a master index of hospital patients and provides immediate online access to 

patient financial and medical data associated with a patient stay 

Electronic Claims 
Processing 

Medical Practice 
Management 

• 

• 

provides a computer-to-computer link with intermediaries for Medicare and 
other payers for the submission of claims 

supports patient account management and insurance processing for single 
and multiple practices/clinics 

• 

supports both hospital-based and remote practices/clinics 

We also offer the following optional products that may be purchased as part of our core patient management suite: 

Enterprise Wide 
Scheduling 

Contract 
Management 

Quality Improvement

• 

• 

• 

maintains all patient scheduling information 

tracks patients enrolled in managed care plans and conforms billing 
functions to such plans 

automates hospital-wide total quality management and reporting 
requirements for utilization activity, risk management, infection 
surveillance and all accreditation review functions 

Financial Accounting. Our financial accounting software provides a variety of business office applications designed to 

efficiently track and coordinate information needed for managerial decision-making. Our financial accounting software:  

Executive Information
System 

General Ledger 

Accounts Payable 

Payroll/Personnel 

Time and Attendance 

Electronic Direct 
Deposits 

Human Resources 

Budgeting 

Fixed Assets 

• 

• 

• 

• 

• 

• 

• 

• 

summarizes daily financial transactions regarding patient revenues, receipts, census 
statistics and billing information for ready access by hospital administrators 

provides timely, accurate, financial information generated from daily hospital 
operations 

formats financial statements to the specifications of each user and is able to 
generate up to 999 different user-defined reports 

processes vendor invoices and payments and their related general ledger entries 

calculates all employee wages and benefits for an unlimited number of salaried and 
hourly employees 
allocates employee time to user-defined cost centers 

uses touch screen time clocks to eliminate manual time entry 

reduces effort of gathering employee time data and increases access of managers to 
such data 

•  makes time records more accurate by identifying employees through bar-coding 

and optional biometric fingerprint technology 

• 

• 

• 

• 

• 

• 

provides for computerized bank deposits to meet payroll and accounts payable 
needs 

provides for computerized employee files through document/image scanning and 
data entry 

allows for complete tracking of benefits and other employee data through a variety 
of user-defined reports 

tracks job applicant information to assist in the employee recruiting and hiring 
process 

allows for complete on-line budget preparation through computerized access to 
historical data 

allows access to information regarding hospital assets including locations and 
depreciation scheduling 

5

 
  
 
 
 
 
  
 
 
 
 
 
 
  
 
 
 
 
  
 
 
 
 
  
 
 
  
  
 
 
  
 
 
 
 
  
  
 
 
 
 
Materials Management

• 

• 

tracks the flow of materials throughout the hospital 

automates the process of inventory control, materials purchasing, stock requisitions 
and patient charging 

Clinical. Our clinical software automates record keeping and reporting for many clinical functions including laboratory, 

radiology, physical therapy, respiratory care, and pharmacy. These products eliminate tedious paperwork, calculations and 
written documentation while allowing for easy retrieval of patient data and statistics. Our clinical software:  

Laboratory Information 
Systems 

• 

provides an interface to laboratory analytical instruments in order to transfer 
results to nurse stations, mobile point-of-care systems and remote physician 
offices 

Laboratory Instrument 
Interfaces 

Radiology Information 
Systems 

ImageLinkTM 

Physical Therapy and 
Respiratory Care 

Pharmacy 

• 

• 

• 

• 

• 

• 

• 

• 

• 

• 

• 

• 

• 

• 

• 

• 

• 

allows users to receive orders from any designated location, process orders and 
report results and maintain technical, statistical and account information 

provides an automated solution for reviewing test results and completing patient 
orders 

reduces the amount of required manual data entry thereby reducing the 
likelihood of human error 
reduces time to process laboratory specimens 

includes flash card printing, patient scheduling, transcription, patient indexing 
by X-Ray film number, film tracking and location 

receives patient data, patient locations and other interdepartmental 
communications support 

provides a complete picture archiving and communications system (PACS) with 
comprehensive functionality designed to fit seamlessly with our other 
applications 

allows the realization of an electronic medical record complete with diagnostic 
images 

provides physicians real time access to diagnostic images via the internet 
through ChartLink®. 

communicates to nursing the appropriate procedures and patient preparation 
instructions from orders entered into the CPSI system 
keeps a journal of the orders received and processed 
handles a variety of processing tasks after a patient order is reviewed 
allows a department to customize its results to be sent back to nursing 

allows the hospital pharmacist to enter and fill physician orders 

performs all of the functions related to patient charging, general ledger 
upgrading, re-supply scheduling and inventory reduction/statistics maintenance 

improves patient care by monitoring drug/drug and food/drug interactions, 
allergy contraindications, dosage ranges and duplicate therapy 
produces drug education information for each patient in an easy-to-read format 

Patient Care. Our patient care applications allow hospitals to create computerized “patient files” in place of the 

traditional paper file systems. This software enables physicians, nurses and other hospital staff to improve the quality of 
patient care through increased access to patient information, assistance with projected care requirements and feedback 
regarding patient needs. Our software also addresses current safety initiatives in the healthcare industry such as the transition 
from written prescriptions and physician orders to computerized physician order entry. Our patient care software:  

Order Entry / Results
Reporting 

• 

• 

provides efficient order and result communication 
automates the entry of patient charges 

6

 
 
 
  
  
 
 
 
 
  
  
 
 
  
  
  
 
 
  
  
 
 
  
  
 
 
  
  
  
 
 
  
  
  
  
 
 
  
  
Point-of-Care System 

Patient Acuity 

ChartLink® 

Medication Verification 

Resident Assessment 
Instruments 

Medical Practice Access

Electronic Forms 

• 

• 

• 

• 

• 

reduces “lost” charges and mistakes due to legibility 

increases efficiency of nursing stations 
provides interactive, real time status reports for orders 

allows nurses to enter patient data into the network at the patient’s bedside 
thereby eliminating the duplicate entry of information 
utilizes touch-screen and wireless technology 

•  makes patient information instantly available throughout the entire hospital 

system 

• 

• 

• 

• 

• 

• 

• 

• 

• 

• 

• 

categorizes patients according to an assessment of the acuity of the illness, 
severity of the symptoms, and projected nursing dependency 

allows nurses to project the total character and amount of care that should be 
provided to each patient 

provides physicians with secure and interactive portal to patient information 
through a hospital’s website 

optional computerized physician order entry, including the ability to enter 
medication, ancillary test and treatment orders 

verifies the accuracy of patient medication orders at a patient’s bedside by 
comparing scans of patient and medication bar codes against the medication 
orders and history for that patient 

screens medication orders for possible patient allergies and/or drug interactions

allows nursing staff to complete time consuming resident reporting 
requirements in an expeditious and efficient manner 
generates nursing care plans based on deficiencies in the resident reports 

provides physicians and their office administrators with remote access to online, 
real time, secure patient data such as insurance and billing information, 
diagnosis and procedure coding, discharge summaries, pharmacy profiles and 
other clinical and administrative information 

electronic form templates replace paper based records and care forms 

completed forms become a permanent part of the patient’s electronic medical 
record 

Enterprise Applications. We provide software applications that support the products described above and are useful to 

all areas of the hospital. These applications include: ad hoc reporting, automatic batch and real-time system backups, an 
integrated fax system, archival data repository, document scanning and Microsoft Office integration and an Application 
Portal. The Application Portal allows clients to access our applications remotely via Microsoft Internet Explorer and the 
Internet without requiring the loading of any additional client software on the accessing PC. User information and data 
accessed is secured with HIPAA compliant 128 bit cipher strength Secure Socket Layer (SSL) encryption. Remote access 
using the Application Portal results in no discernable difference to the user in software functionality.  

Home Health Information System. We offer a comprehensive information system for use in home healthcare, which 

system incorporates certain of the applications described above. This system is used primarily by hospitals with a CPSI 
information system that also have home health departments. Our home health system provides an advanced solution that 
includes both home care patient accounting/billing and remote home care documentation and care tracking. The system is 
designed, developed and regularly enhanced to meet the needs and regulatory requirements that challenge home healthcare.  

Support and Maintenance Services  
After a customer installs a CPSI system, we provide software application support, hardware maintenance, continuing 

education and related services pursuant to a support agreement. The following describes services provided to customers using 
CPSI systems.  

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Total System Support. We believe the quality of continuing customer support is one of the most critical considerations 
in the selection of an information system provider. We provide hardware, technical and software support for all aspects of our 
system which gives us the flexibility to take the necessary course of action to resolve any issue. Unlike our competitors who 
use third-party services for hardware and software support, we provide a single, convenient and efficient resource for all of 
our customers’ system support needs. In order to minimize the impact of a system problem, we train our customer service 
personnel to be technically proficient, courteous and prompt. Because a properly functioning information system is crucial to 
a hospital’s operations, our support teams are available 24 hours a day to assist customers with any problem that may arise. 
Customers can also use the Internet to directly access our support system. This allows customers to communicate 
electronically with our support teams at any time. With approximately 553 employees who provide customer service and 
support, we currently have a greater than one to one support staff to customer ratio.  

User Group. All of our customers are members of our user group from which we solicit feedback regarding our 
products. We host a national user group meeting annually. We have also organized several active regional user groups which 
meet on a semi-annual basis. These groups meet to discuss and recommend product modifications and improvements which 
they then evaluate and prioritize. Upon confirming that the desired improvements are technically feasible, we agree to 
allocate a significant amount of programming time each year to undertake the requested modification or improvement. The 
majority of our product enhancements originate from suggestions from our customers through the user group structure.  

Software Releases. We are committed to providing our customers with software and technology solutions that will 

continue to meet their information system needs. To accomplish this purpose, we continually work to enhance and improve 
our application programs. As part of this effort, we provide software updates each year at no additional cost to our customers. 
We design these enhancements to be seamlessly integrated into each customer’s existing CPSI system. The benefit of these 
enhancements is that each customer, regardless of its original installation date, uses the most advanced CPSI software 
available. Through this process, we can keep our customers up-to-date with the latest operational innovations in the 
healthcare industry as well as changing governmental regulatory requirements. Another benefit of this “one system” concept 
is that our customer service teams can be more effective in responding to customer needs because they maintain a complete 
understanding of and familiarity with the one system that all customers use.  

Purchasing a new information technology system requires the expenditure of a substantial amount of capital and other 
resources, and many customers are concerned that these systems will become obsolete as technology changes. Our periodic 
product updates eliminate our customers’ concerns about system obsolescence. We believe providing this benefit is a strong 
incentive for potential customers to select our products over the products of our competitors.  

Hardware Replacement. As part of our customer service effort, we are also committed to promptly replacing 

malfunctioning system hardware in order to minimize the effect of operational interruptions. By providing all hardware used 
in our system, we believe we are better able to meet and address all of the information technology needs of our customers.  

Application Service Provider. In some circumstances, we offer ASP services to customers via remote access 

telecommunications. As an application service provider, we store and maintain computer servers dedicated to specific 
customers which contain all of such customers’ critical patient and administrative data. These customers access this 
information remotely through direct telecommunications connections with these servers.  

Internet Service Provider. As part of our total information solution, we can provide Internet connection services to our 

customers. We also can provide web-site design and hosting services.  

Forms and Supplies. We offer our customers the forms that they need for their patient and financial records, as well as 

their general office supplies. Furnishing these forms and supplies helps us to achieve our objective of being a one-source 
solution for a hospital’s complete healthcare information system requirements.  

Outsourcing Services  
Electronic Billing. We provide electronic billing for customers at prices competitive with other electronic billing 
vendors. Once a customer processes patient insurance claims in our system, we then perform the electronic billing function 
with no other participation by hospital staff. With this service, customers need not prepare billing files or maintain interfaces 
with third-party software, thereby saving the customer both time and money.  

Statement Processing. Our customers may choose to have us prepare and distribute all patient billing statements. We 
use our knowledge of a customer’s collection system to produce statements without requiring any actions on the part of the 
hospital data processing personnel. Because we can connect directly with a customer’s system, the customer is not required to 
build and transfer files to us. All system enhancements are incorporated into the statement process without having to modify 
any third-party vendor interface. Like the electronic billing outsourcing, this service saves the customer both time and money.  

8

 
  
Business Office Outsourcing. We offer customers the option of using us to perform their primary business office 
functions, including patient billing and accounts receivable management. Using this service allows customers to reduce costs 
by employing fewer full time administrative employees.  

Payroll Outsourcing. We offer customers the option of using us to perform their payroll functions, including payroll 

processing, tax and deduction management, and quarterly and yearly reporting.  

System Implementation and Training  

Conversion Services. When a customer purchases our system, we convert its existing data to the CPSI system. Our 

knowledge of hospital data processing, in conjunction with extensive in-house technical expertise, allows us to accomplish 
this task in a cost effective manner. When we install a new system, the data conversion has already occurred so that the 
system is immediately operational. Our goal is for each customer to be immediately productive in order not to waste time and 
money on the costly and inefficient task of maintaining the same data on parallel systems. Our services also relieve the 
hospital staff of the time-consuming burden of data conversion.  

Training. In order to integrate the new system and to ensure its success, we spend approximately three weeks providing 

individualized training on-site at each customer’s facility at the time of installation. We directly train all hospital users, 
including staff members and healthcare providers, during all hospital shifts in the use of hardware and software applications. 
In contrast, some of our competitors train only a hospital’s training staff at an off-site location. We employ nurses and 
medical technicians in addition to our technical training staff in order to help us communicate more effectively with our 
customers during the training process.  

Technology  

Operating Systems and Server Platform. We utilize Intel-based servers running industry standard “open systems,” 

including Unix and Microsoft Windows 2000 Server operating systems.  

ClientWare® Networking. Our ClientWare® application integrates the UNIX and Microsoft operating systems. This 

integration brings together the strengths of both operating environments. The processing power of UNIX combined with the 
communication capabilities of Microsoft Windows creates an information system that allows the use of familiar “point and 
click” processing. This architecture also facilitates integration of other Microsoft software and provides expanded 
opportunities for the inclusion of new technologies without sacrificing system reliability or performance.  

Wireless Technology. Traditional workstations were designed around access to electrical and network outlets. We now 

use wireless networking technology to connect computers to the CPSI system. This allows customers to use mobile 
computers and to place stationary computers in locations for optimum convenience and ease of use. We incorporate wireless 
laptop and hand held computers into our system. Convenient to carry and use, these mobile computers allow effective data 
collection and real-time access to patient information from practically anywhere in the hospital. Information efficiently 
collected will then be more quickly accessible by other caregivers throughout the hospital.  

Point-of-Care Stations. Since 1990, we have used “point-of-care stations” which allow nurses to enter information into 

the system at a patient’s bedside. These stations consist of compact computers on individual data entry stations that are 
lightweight, durable and easy to maneuver. We incorporate our wireless networking capabilities into these stations in order to 
provide extended range and mobility.  

Touch Sensitive Displays. Data entry is made easier through the use of touch sensitive displays. With this technology, 
work areas are free of the traditional keyboard and mouse associated with most personal computers. Touch screens are also 
more efficient for users who are not proficient in computer skills.  

Voice Transcription. We offer voice transcription software capable of learning an individual physician’s speech 
patterns. Computerized transcription stations can then transcribe documents dictated by physicians. The resulting reduction in 
time required to input patient data and prepare patient documents positively impacts the quality of patient care by providing 
caregivers with faster access to the most up-to-date patient information.  

Biometric Recognition. As unique as each individual, a fingerprint cannot be duplicated, making it one of the most 
secure methods of verifying a person’s identity. Because of the sensitivity of healthcare information and proposed federal 
security requirements, we have incorporated licensed fingerprint identification technology as an option for our systems. 
When a user signs on to the system, he or she must scan his or her fingerprint as well as enter a traditional password. The 
system rapidly responds with the confirmation or rejection of the user’s identity.  

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Research and Development  

We are continually working to improve and enhance the CPSI system and to develop new products and services for our 

system. The primary source of ideas for improvements to our products and services comes from our customers through our 
national user group. We believe our interaction with customers and their communication with each other is the most efficient 
way to learn about and respond to changes in the healthcare operating environment. This approach to research and 
development allows us to quickly adapt to technology advances and improve our products and services to better serve the 
needs of our customers. Our management and customer support and service teams play a significant role in product 
development by continually monitoring the needs and desires of our customers and our market. In addition to our customer 
support and service teams, we currently have five employees whose primary function is the development of financial and 
enterprise software products and ten employees whose primary function is the development of clinical software products. 
Finally, we currently have eight research and development employees whose dedicated function is to develop new uses for 
and applications of technology available in the marketplace.  

Customers, Sales and Marketing  

Target Market. The target market for our information system consists of small and midsize hospitals of 300 or fewer 
acute care beds. In the United States, there are approximately 5,100 hospitals in this size range. In addition, we market our 
products to small specialty hospitals in the United States that focus on discrete medical areas such as surgery, rehabilitation 
and psychiatry. As of February 28, 2006, we had installed our system in 580 facilities in 46 states and the District of 
Columbia. Approximately 93% of our existing customers are hospitals with 100 or fewer acute care beds, while 
approximately 99% of our existing customers are hospitals with 200 or fewer acute care beds. Our goal is to increase sales to 
hospitals with 100 to 300 acute care beds while maintaining our competitive position in the under 100 bed market segment.  

Sales Staff. Most of our new customers are referrals from our existing customers, thereby reducing the need for a large 
sales force. Currently, we have 22 employees dedicated to direct sales, seven of whom concentrate on new prospects, and 15 
of whom are responsible for the sale of additional products and services to existing customers. We hire our sales 
representatives from our existing employees. Our current sales representatives have an average of 10.6 years of prior 
experience in installation, training and customer support. While centrally based at our headquarters in Mobile, Alabama, our 
sales representatives have defined geographic territories in the United States in which to target new customers. A significant 
portion of the compensation for all sales personnel is performance based.  

Marketing Strategy. Our primary marketing strategy is to generate referrals from our existing customers and directly 
solicit potential users through presentations at industry seminars and trade shows. We also advertise in various healthcare 
industry trade publications. For hospitals that we have targeted as potential customers, most of our direct sales efforts involve 
site visits and meetings with hospital management. The typical sales cycle of a healthcare information system usually takes 
six to eighteen months from the time of initial contact to the signing of a contract. Therefore, we believe it is important for 
our sales staff to dedicate a substantial amount of time and energy to building relationships with potential new customers. We 
do not conduct extensive marketing activities and promotions because hospitals are easily identified, finite in number and 
generally send a request for proposal to vendors when they contemplate the purchase of a hospital information system.  

Competition  

The market for our products and services is competitive, and we expect additional competition from established and 

emerging companies in the future. Our market is characterized by rapidly changing technology, evolving user needs and the 
frequent introduction of new products. We believe the principal competitive factors that hospitals consider when choosing 
between us and our competitors are:  

• 

• 

• 

• 

• 

• 

• 

product features, functionality and performance;  

level of customer service and satisfaction;  

ease of integration and speed of implementation;  

product price;  

knowledge of the healthcare industry;  

sales and marketing efforts; and  

company reputation.  

Our principal competitors are Medical Information Technology, Inc., or “Meditech,” and Healthcare Management 

Systems, Inc., or “HMS.” Meditech and HMS compete with us directly in our target market of small and midsize hospitals. 

10

 
  
These companies offer products and systems that are comparable to our system and address the needs of hospitals in the 
markets we serve.  

Our secondary competitors include McKesson Corporation, Quadramed Corp., Cerner Corporation and Siemens 
Corporation. These companies are significantly larger than we are, and they typically sell their products and services to larger 
hospitals outside of our target market. However, they will sometimes compete directly with us.  

We also face competition from providers of practice management systems, general decision support and database 
systems and other segment-specific applications, as well as from healthcare technology consultants. Any of these companies 
as well as other technology or healthcare companies could decide at any time to specifically target hospitals within our target 
market.  

A number of existing and potential competitors are more established than we are and have greater name recognition 
and financial, technical and marketing resources than we have. Products of our competitors may have better performance, 
lower prices and broader market acceptance than our products. We expect that competition will continue to increase.  

Internal Management Control System  

We have developed and maintain an automated enterprise management system which permits us to manage not only all 

of our internal management, accounting and personnel functions, but also all information relating to each customer’s 
information system. Our system maintains detailed records of all information regarding each customer’s system, including all 
system specifications, service history and customer communications, among other things. This internal control system helps 
us to more effectively respond to customer support needs through complete and current system information and through 
situation-based problem solving.  

Intellectual Property  

We regard some aspects of our internal operations, software and documentation as proprietary, and rely primarily on a 
combination of contract and trade secret laws to protect our proprietary information. We believe, because of the rapid pace of 
technological change in the computer software industry, trade secret and copyright protection is less significant than factors 
such as the knowledge, ability and experience of our employees, frequent software product enhancements and the timeliness 
and quality of support services. We cannot guarantee that these protections will be adequate or that our competitors will not 
independently develop technologies that are substantially equivalent or superior to our technology.  

We do not believe our software products or other CPSI proprietary rights infringe on the property rights of third parties. 

However, we cannot guarantee that third-parties will not assert infringement claims against us with respect to current or 
future software products or that any such assertion may not require us to enter into royalty arrangements or result in costly 
litigation.  

Employees  

As of February 28, 2006, we had 858 employees, all but four of whom are located at our offices in Mobile, Alabama. 
Our employees can be grouped according to the following general categories: 579 in financial and clinical software services 
and support, 121 in information technology services and support, 83 in programming, 37 in sales and marketing and 38 in 
administration. We have 28 employees who perform research and development activities. These employees are included 
within the functional areas of financial and clinical software services and support and information technology services and 
support. Our general practice is to recruit recent college graduates for entry-level positions and then promote these 
individuals within the organization to fill vacancies in higher positions. We also hire nurses and other medically-trained 
professionals in connection with our support services.  

Since 1991, we have maintained a non-qualified profit sharing plan under which all full-time employees with three 
years of uninterrupted service are eligible to participate, other than executive officers and commissioned salespeople. The 
plan is designed to provide each eligible employee with periodic cash bonuses based on our profitability. Each eligible 
employee receives a pro rata share of the amount of cash distributed under the profit sharing plan based on the amount of 
their base salary compared to the sum of the salaries of all participating employees. Our profit sharing plan is not a qualified 
plan for tax purposes or a guaranteed benefit. Contributions to the plan are made periodically at the discretion of the Board of 
Directors. During 2005, we distributed approximately $1.0 million under this profit sharing plan. We plan to continue to 
make distributions under the profit sharing plan based on our profitability.  

We are fortunate to have a high rate of employee retention, with our senior management having an average tenure in 

excess of 15 years. Our performance depends in significant part on our ability to attract, train and retain highly qualified 

11

 
  
  
personnel. None of our employees are represented by a labor union, and we believe our relations with our employees are 
good.  

Executive Officers  

The Executive Officers of CPSI serve at the pleasure of the Board of Directors. Set forth below is a list of the current 

Executive Officers of CPSI and a brief explanation of their principal employment during the last five (5) years.  

David A. Dye – President and Chief Executive Officer. David A. Dye, age 36, has served as our President and Chief 

Executive Officer since July 1999. He was elected as a director in March 2002. Mr. Dye began his career with us in May 
1990 as a Financial Software Support Representative. From that time until June 1999, he worked for us in various capacities, 
including as Manager of Financial Software Support, Director of Information Technology and most recently as our Vice 
President supervising the areas of sales, marketing and information technology.  

J. Boyd Douglas – Executive Vice President and Chief Operating Officer. J. Boyd Douglas, age 39, has served as 

our Executive Vice President and Chief Operating Officer since July 1999. He was elected as a director in March 2002. 
Mr. Douglas began his career with us in August 1988 as a Financial Software Support Representative. From May 1990 until 
November 1994, Mr. Douglas served as Manager of Electronic Billing, and from December 1994 until June 1999, he held the 
position of Director of Programming Services.  

M. Stephen Walker – Vice President—Finance, Chief Financial Officer, Secretary and Treasurer. M. Stephen 

Walker, age 56, has served as our Vice President—Finance, Chief Financial Officer, Secretary and Treasurer since July 1999. 
From February 1991 until June 1999, Mr. Walker served as our controller with primary responsibility for all of our 
accounting functions.  

Victor S. Schneider – Senior Vice President—Corporate and Business Development. Victor S. Schneider, age 47, 

has served as our Senior Vice President—Corporate and Business Development since December 2005. Mr. Schneider is 
responsible for revenue generation efforts, customer relations, strategic growth initiatives and positioning, and market 
execution. Mr. Schneider began his career with us in June 1983 as Sales Manager. He served in that capacity until January 
1997 when he was promoted to Sales Director. He served as our Vice President—Sales and Marketing from July 1999 until 
December 2005.  

Robert D. Hinckle – Vice President—Financial Software Services. Robert D. Hinckle, age 36, has served as our 
Vice President—Financial Software Services since October 2004. Mr. Hinckle is responsible for overseeing all aspects of the 
installation and support of our financial software products. Since beginning his career with us in 1995 as a Financial Software 
Support Representative, Mr. Hinckle has worked in various positions in our Financial Software Services Division, including 
Team Manager, Assistant Director and Director of that division.  

Thomas W. Peterson – Senior Vice President—Clinical Services. Mr. Peterson, age 54, has served as our Senior 
Vice President—Clinical Services since October 2005. He served as our Vice President—Clinical Software Services from 
July 1999 through October 2005. Mr. Peterson is responsible for overseeing all aspects of the installation and support of our 
clinical software products. Since beginning his career with us in 1988 as a Clinical Software Support Representative, 
Mr. Peterson has worked in various positions in our Clinical Software Services Division including Manager and Director of 
that division.  

Patrick A. Immel – Vice President—Information Technology Services. Patrick A. Immel, age 35, has served as our 

Vice President—Information Technology Services since January 2000. Mr. Immel is responsible for overseeing technical 
hardware and support and hardware research and development. Mr. Immel began his career with us in July 1993 as a 
Financial Software Support Representative. Since that time, Mr. Immel has served as a programmer, Manager of Technical 
Support and most recently as Director of Information Technology Services.  

Troy D. Rosser – Vice President – Sales. Troy D. Rosser, age 41, has served as our Vice President — Sales since 
October 2005. Mr. Rosser is responsible for overseeing all of our sales and marketing efforts. Mr. Rosser began his career 
with us in March 1989 as a Financial Software Support Representative. In 1992, Mr. Rosser was transferred to the Sales and 
Marketing division where he has worked in various positions, including Sales Manager and, since October 2000, as Director 
of Sales.  

Company Website  

The Company maintains a website at http://www.cpsinet.com. The Company makes available on its website, free of 

charge, its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and all 
amendments to those reports, as soon as it is reasonably practicable after such material is electronically filed with the 

12

 
  
Securities and Exchange Commission. The Company is not including the information contained on or available through its 
website as a part of, or incorporating such information into, this Annual Report on Form 10-K.  

ITEM 1A.  RISK FACTORS  
Market factors may cause a decline in spending for information technology and services by our current and 
prospective customers which may result in less demand for our products, lower prices and, consequently, lower 
revenues and a lower revenue growth rate.  

The purchase of our information system involves a significant financial commitment by our customers. At the same 
time, the healthcare industry faces significant financial pressures that could adversely affect overall spending on healthcare 
information technology and services. For example, the Deficit Reduction Act of 2005 will significantly reduce Medicare and 
Medicaid reimbursements to hospitals, leaving them less money to invest in infrastructure. Moreover, a general economic 
decline could cause hospitals to reduce or eliminate information technology related spending. To the extent spending for 
healthcare information technology and services declines or increases slower than we anticipate, demand for our products and 
services, as well as the prices we charge, could be adversely affected. Accordingly, we cannot assure you that we will be able 
to increase or maintain our revenues or our growth rate.  

There are a limited number of hospitals in our target market. Continued consolidation in the healthcare industry 
could result in the loss of existing customers, a reduction in our potential customer base and downward pressure on 
our products’ prices.  

There are a finite number of small and midsize hospitals with 300 or fewer acute care beds. Saturation of this market 

with our products or our competitors’ products could eventually limit our revenues and growth. Furthermore, many 
healthcare providers have consolidated to create larger healthcare delivery enterprises with greater market power. If this 
consolidation continues, we could lose existing customers and could experience a decrease in the number of potential 
purchasers of our products and services. The loss of existing and potential customers due to industry consolidation could 
cause our revenue growth rate to decline. In addition, larger, consolidated enterprises could have greater bargaining power, 
which may lead to downward pressure on the prices for our products and services.  

We may experience fluctuations in quarterly financial performance that cause us to fail to meet revenues or earnings 
expectations. Failure to meet these expectations could adversely impact our stock price.  

There is no assurance that consistent quarterly growth in our business will continue. Our quarterly revenues may 
fluctuate and may be difficult to forecast for a variety of reasons. For example, prospective customers often take significant 
time evaluating our system and related services before making a purchase decision. Moreover, a prospective customer who 
has placed an order for our system could decide to cancel that order or postpone installation of the ordered system. If a 
prospective customer delays or cancels a scheduled system installation during any quarter, we may not be able to schedule a 
substitute system installation during that quarter. The amount of revenues that would have been generated from that 
installation will be postponed or lost. The possibility of delays or cancellations of scheduled system installations could cause 
our quarterly revenues to fluctuate.  

The following factors may also affect demand for our products and services and cause our quarterly revenues to 

fluctuate:  
• 

changes in customer budgets and purchasing priorities;  

•  market acceptance of new products, product enhancements and services from us and our competitors;  

• 

• 

product and price competition; and  

delay of revenue recognition to future quarters due to an increase in the sale of our remote access ASP services.  

Variations in our quarterly revenues may adversely affect our operating results. In each fiscal quarter, our expense 
levels, operating costs and hiring plans are based on projections of future revenues and are relatively fixed. If our actual 
revenues fall below expectations, our earnings will also likely fail to meet expectations. If we fail to meet the revenue or 
earnings expectations of securities analysts and investors, then the price of our common stock will likely decrease.  

Competition with companies that have greater financial, technical and marketing resources than we have could result 
in loss of customers and/or a lowering of prices for our products, causing a decrease in our revenues and/or market 
share.  

Our principal competitors are Meditech and HMS. Meditech and HMS compete with us directly in our target market of 
small and midsize hospitals. These companies offer products and services that are comparable to our system and are designed 
to address the needs of community hospitals.  

13

 
  
  
Our secondary competitors include McKesson Corporation, Quadramed Corp., Cerner Corporation, and Siemens 
Corporation. These companies are significantly larger than we are, and they typically sell their products and services to larger 
hospitals outside of our target market. However, they sometimes compete directly with us. We also face competition from 
providers of practice management systems, general decision support and database systems and other segment-specific 
applications, as well as from healthcare technology consultants. Any of these companies as well as other technology or 
healthcare companies could decide at any time to specifically target hospitals within our target market.  

A number of existing and potential competitors are more established than we are and have greater name recognition 

and financial, technical and marketing resources. Products of our competitors may have better performance, lower prices and 
broader market acceptance than our products. We expect increased competition that could cause us to lose customers, lower 
our prices to remain competitive and experience lower revenues, revenue growth and profit margins.  

Our failure to develop new products or enhance current products in response to market demands could adversely 
impact our competitive position and require substantial capital resources to correct.  

The needs of hospitals in our target market are subject to rapid change due to government regulation, trends in clinical 

care practices and technological advancements. As a result of these changes, our products may quickly become obsolete or 
less competitive. New product introductions and enhancements by our competitors that more effectively or timely respond to 
changing industry needs may weaken our competitive position.  

We continually redesign and enhance our products to incorporate new technologies and adapt our products to ever-
changing hardware and software platforms. Often we face difficult choices regarding which new technologies to adopt. If we 
fail to anticipate or respond adequately to technological advancements, or experience significant delays in product 
development or introduction, our competitive position could be negatively affected. Moreover, our failure to offer products 
acceptable to our target market could require us to make significant capital investments and incur higher operating costs to 
redesign our products, which could negatively affect our financial condition and operating results.  

Potential regulation of our products as medical devices by the U.S. Food and Drug Administration could increase our 
costs, delay the introduction of new products and slow our revenue growth.  

The U.S. Food and Drug Administration, or the “FDA,” is likely to become more active in regulating the use of 

computer software for clinical purposes. The FDA has increasingly regulated computer products and computer-assisted 
products as medical devices under the federal Food, Drug and Cosmetic Act. If the FDA regulates any of our products as 
medical devices, we would likely be required to, among other things:  

• 

• 

• 

seek FDA clearance by demonstrating that our product is substantially equivalent to a device already legally 
marketed, or obtain FDA approval by establishing the safety and effectiveness of our product;  

comply with rigorous regulations governing pre-clinical and clinical testing, manufacture, distribution, labeling 
and promotion of medical devices; and  

comply with the Food, Drug and Cosmetic Act’s general controls, including establishment registration, device 
listing, compliance with good manufacturing practices and reporting of specified device malfunctions and other 
adverse device events.  

We anticipate that some of our products currently in development will be subject to FDA regulation. If any of our 
products fail to comply with FDA requirements, we could face FDA refusal to grant pre-market clearance or approval of 
products; withdrawal of existing clearances and approvals; fines, injunctions or civil penalties; recalls or product corrections; 
production suspensions; and criminal prosecution. FDA regulation of our products could increase our operating costs, delay 
or prevent the marketing of new or existing products and adversely affect our revenue growth.  

Governmental regulations relating to patient confidentiality and other matters could increase our costs.  

State and federal laws regulate the confidentiality of patient records and the circumstances under which those records 
may be released. These regulations may require the users of such information to implement security measures. Regulations 
governing electronic health data transmissions are also evolving rapidly, and they are often unclear and difficult to apply.  

In our support agreements with our customers, we agree to update our software applications to comply with applicable 
federal and state laws. While we believe we have developed products that will comply with the Health Insurance Portability 
and Accountability Act of 1996 (“HIPAA”) and other regulatory requirements, new laws, regulations and interpretations 
could force us to further redesign our products. Any such product redesign could consume significant capital, research and 
development and other resources, which could significantly increase our operating costs.  

14

 
  
Our products assist clinical decision-making and related care by capturing, maintaining and reporting relevant 
patient data. If our products fail to provide accurate and timely information, our customers could assert claims 
against us that could result in substantial cost to us, harm our reputation in the industry and cause demand for our 
products to decline.  

We provide products that assist clinical decision-making and related care by capturing, maintaining and reporting 
relevant patient data. Our products could fail or produce inaccurate results due to a variety of reasons, including mechanical 
error, product flaws, faulty installation and/or human error during the initial data conversion. If our products fail to provide 
accurate and timely information, customers and/or patients could sue us to hold us responsible for losses they incur from 
these errors. These lawsuits, regardless of merit or outcome, could result in substantial cost to us, divert management’s 
attention from operations and decrease market acceptance of our products. We attempt to limit by contract our liability for 
damages arising from negligence, errors or mistakes. Despite this precaution, such contract provisions may not be 
enforceable or may not otherwise protect us from liability for damages. We maintain general liability insurance coverage, 
including coverage for errors or omissions. However, this coverage may not be sufficient to cover one or more large claims 
against us or otherwise continue to be available on terms acceptable to us. In addition, the insurer could disclaim coverage as 
to any future claim.  

Breaches of security in our system could result in customer claims against us and harm to our reputation causing us to 
incur expenses and/or lose customers.  

We have included security features in our systems that are intended to protect the privacy and integrity of patient data. 

Despite the existence of these security features, our system may experience break-ins and similar disruptive problems that 
could jeopardize the security of information stored in and transmitted through the computer networks of our customers. 
Because of the sensitivity of medical information, customers could sue us for breaches of security involving our system. 
Also, actual or perceived security breaches in our system could harm the market perception of our products which could 
cause us to lose existing and prospective customers.  

New products that we introduce or enhancements to our existing products may contain undetected errors or problems 
that could affect customer satisfaction and cause a decrease in revenues.  

Highly complex software products such as ours sometimes contain undetected errors or failures when first introduced 
or when updates and new versions are released. Tests of our products may not detect bugs or errors because it is difficult to 
simulate our customers’ wide variety of computing environments. Despite extensive testing, from time to time we have 
discovered defects or errors in our products. Defects or errors discovered in our products could cause delays in product 
introductions and shipments, result in increased costs and diversion of development resources, require design modifications, 
decrease market acceptance or customer satisfaction with our products, cause a loss of revenue, result in legal actions by our 
customers and cause increased insurance costs.  

Our facilities are located in an area vulnerable to hurricanes and tropical storms, and the occurrence of a severe 
hurricane, similar storm or other natural disaster could cause damage to our facilities and equipment, which could 
require us to cease or limit our operations.  

All of our facilities and virtually all of our employees are situated on one campus in Mobile, Alabama, which is located 

on the coast of the Gulf of Mexico. Our facilities are vulnerable to significant damage or destruction from hurricanes and 
tropical storms. We are also vulnerable to damage from other types of disasters, including tornadoes, fires, floods and similar 
events. If any disaster were to occur, our ability to conduct business at our facilities could be seriously impaired or 
completely destroyed. This would have adverse consequences for our customers who depend on us for system support or 
outsourcing services. Also, the servers of customers who use our remote access services could be damaged or destroyed in 
any such disaster. This would have potentially devastating consequences to those customers. Although we have an 
emergency recovery plan, there can be no assurance that this plan will effectively prevent the interruption of our business due 
to a natural disaster. Furthermore, the insurance we maintain may not be adequate to cover our losses resulting from any 
natural disaster or other business interruption.  

Interruptions in our power supply and/or telecommunications capabilities could disrupt our operations, cause us to 
lose revenues and/or increase our expenses.  

We currently have backup generators to be used as alternative sources of power in the event of a loss of power to our 

facilities. If these generators were to fail during any power outage, we would be temporarily unable to continue operations at 
our facilities. This would have adverse consequences for our customers who depend on us for system support and 
outsourcing services. Any such interruption in operations at our facilities could damage our reputation, harm our ability to 
retain existing customers and obtain new customers, and could result in lost revenue and increased insurance and other 
operating costs.  

15

 
  
We also have customers for whom we store and maintain computer servers containing critical patient and 

administrative data. Those customers access this data remotely through telecommunications lines. If our power generators 
fail during any power outage or if our telecommunications lines are severed or impaired for any reason, those customers 
would be unable to access their mission critical data causing an interruption in their operations. In such event our remote 
access customers and/or their patients could seek to hold us responsible for any losses. We would also potentially lose those 
customers, and our reputation could be harmed.  

If we are unable to attract and retain qualified customer service and support personnel our business and operating 
results will suffer.  

Our customer service and support is a key component of our business. Most of our hospital customers have small 
information technology staffs, and they depend on us to service and support their systems. Future difficulty in attracting, 
training and retaining capable customer service and support personnel could cause a decrease in the overall quality of our 
customer service and support. That decrease would have a negative effect on customer satisfaction which could cause us to 
lose existing customers and could have an adverse effect on our new customer sales. The loss of customers due to inadequate 
customer service and support would negatively impact our ability to continue to grow our business.  

We do not have employment or non-competition agreements with our key personnel, and their departure could harm 
our future success.  

Our future success depends to a significant extent on the leadership and performance of our chief executive officer, 

chief operating officer and other executive officers. We do not have employment or non-competition agreements with any of 
our executive officers. Therefore, they may terminate their employment with us at any time and may compete against us. The 
loss of the services of any of our executive officers could have a material adverse effect on our business, financial condition 
and results of operations.  

We have limited protection of our intellectual property and, if we fail to adequately protect our intellectual property, 
we may not be able to compete effectively.  

We consider some aspects of our internal operations, products and documentation to be proprietary. To some extent we 
have relied on a combination of confidentiality provisions in our customer agreements, copyright, trademark and trade secret 
laws and other measures to protect our intellectual property. To date, however, we have not filed any patent applications to 
protect our proprietary software products. In addition, existing copyright laws afford only limited protection. Although we 
attempt to control access to our intellectual property, unauthorized persons may attempt to copy or otherwise use our 
intellectual property. Monitoring unauthorized use of our intellectual property is difficult, and the steps we have taken may 
not prevent unauthorized use. If our competitors gain access to our intellectual property, our competitive position in the 
industry could be damaged. An inability to compete effectively could cause us to lose existing and potential customers and 
experience lower revenues, revenue growth and profit margins.  

In the event our products infringe on the intellectual property rights of third-parties, our business may suffer if we 
are sued for infringement or if we cannot obtain licenses to these rights on commercially acceptable terms.  

Others may sue us alleging infringement of their intellectual property rights. Many participants in the technology 
industry have an increasing number of patents and patent applications and have frequently demonstrated a readiness to take 
legal action based on allegations of patent and other intellectual property infringement. Further, as the number and 
functionality of our products increase, we believe we may become increasingly subject to the risk of infringement claims. If 
infringement claims are brought against us, these assertions could distract management. We may have to spend a significant 
amount of money and time to defend or settle those claims. If we were found to infringe on the intellectual property rights of 
others, we could be forced to pay significant license fees or damages for infringement. If we were unable to obtain licenses to 
these rights on commercially acceptable terms, we would be required to discontinue the sale of our products that contain the 
infringing technology. Our customers would also be required to discontinue the use of those products. We are unable to 
insure against this risk on an economically feasible basis. Even if we were to prevail in an infringement lawsuit, the 
accompanying publicity could adversely impact the demand for our system. Under some circumstances, we agree to 
indemnify our customers for some types of infringement claims that may arise from the use of our products.  

ITEM 1B. UNRESOLVED STAFF COMMENTS  

None.  

16

 
ITEM 2. PROPERTIES  

Our corporate headquarters and executive offices are located on approximately 28 acres in Mobile, Alabama. We 
occupy approximately 135,500 square feet of space in thirteen buildings. Our main building consists of approximately 66,000 
square feet of space. We also have eleven additional buildings each consisting of approximately 6,000 square feet. Each of 
these smaller buildings is designed to accommodate a team of employees assigned to install and support a particular software 
application. We also occupy a building consisting of approximately 3,500 square feet of space which houses our research and 
development employees dedicated to developing new uses for and applications of available technology.  

We lease approximately 16.5 acres and all of our buildings from C.P. Investments, Inc., an Alabama corporation, the 

stockholders of which are John Morrissey, John Heyer, Bob O’Donnell, Elissa Stillings, Kevin P. Wilkins, Tabitha M. 
Wilkins Olzinski, Ellen M. Harvey, Michael K. Muscat, Jr. and Susan M. Slaton. All of these individuals are either 
stockholders of CPSI, or, in the case of Ms. Stillings, the spouse of a stockholder. Our leases with C.P. Investments, Inc. 
expire at various times between April 2012 and December 2015. We also own 11.3 acres of undeveloped real property 
adjacent to our primary premises in order to accommodate future growth.  

We believe our existing facilities will be sufficient to meet our needs until the second half of 2006. At that time we 
believe we will need to construct additional facilities on the undeveloped portion of our campus in order to accommodate our 
expansion needs.  

ITEM 3. LEGAL PROCEEDINGS  

From time to time, we are involved in routine litigation that arises in the ordinary course of business. We currently are 
involved in a litigated dispute relating to the installation of a hospital information system that, if resolved unfavorably, could 
have a negative impact on our quarterly earnings at some point in the future. However, this dispute should not have a material 
adverse effect on our business or financial condition. We are not currently involved in any other litigation that we believe 
could reasonably be expected to have a material adverse effect on our business, financial condition or results of operations.  

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS  

None.  

17

 
  
PART II  

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND 
ISSUER PURCHASES OF EQUITY SECURITIES  
Market for CPSI Common Stock  

At March 10, 2006, CPSI had 81 stockholders of record (which does not include the number of beneficial owners 
whose shares are held in “street” names by nominees who are record holders) and 10,746,914 shares of common stock 
outstanding.  

CPSI common stock is traded in the over-the-counter market and prices are quoted on the NASDAQ National Market 

under the symbol “CPSI.” The following table sets forth, for the calendar quarters indicated, the high and low sales prices per 
share for CPSI’s common stock on the NASDAQ National Market, and the cash dividends declared per share in each such 
quarter:  

High  

Low  

Dividends 
Declared 
Per Share 

2004 
First Quarter ....................................................................................... $ 
Second Quarter...................................................................................
Third Quarter......................................................................................
Fourth Quarter....................................................................................
2005 
First Quarter ....................................................................................... $ 
Second Quarter...................................................................................
Third Quarter......................................................................................
Fourth Quarter....................................................................................

22.00  $ 
21.25 
21.58 
23.63 

28.50  $ 
38.96 
41.09 
45.38 

16.75  $ 
17.69 
17.39 
19.90 

20.93  $ 
25.19 
30.66 
33.01 

0.12 
0.12 
0.12 
0.12 

0.22 
0.22 
0.22 
0.22 

The last reported sales price of CPSI’s common stock as reported on the NASDAQ Stock Market on March 10, 2006 

was $45.42.  

Dividends  

During 2004, we paid a quarterly dividend in the amount of $0.12 per share. During 2005, we paid a quarterly dividend 

in the amount of $0.22 per share. On February 2, 2006, we announced a dividend for the first quarter of 2006 in the amount 
of $0.36 per share. We believe that paying dividends is an effective way of providing an investment return to our 
stockholders and a beneficial use of our cash.  

18

 
  
 
 
 
 
  
  
  
  
  
  
  
 
 
 
 
 
 
 
 
 
 
  
  
  
 
 
 
 
 
 
 
 
 
  
ITEM 6. SELECTED FINANCIAL DATA  

INCOME DATA: 
Total sales revenues 
Total costs of sales 
Gross profit 
Total operating expenses 
Operating income 
Total other income 
Income before taxes 
Income taxes 
Net income (1) 
Net income per share – basic 
Net income per share – diluted 
Weighted average shares outstanding: 

Basic 
Diluted 

Pro forma income data: (2) 
Historical income before provision for 

income taxes 

Pro forma income taxes 
Pro forma net income 
Pro forma net income per share – basic 

Pro forma net income per share – 

diluted 

BALANCE SHEET DATA 
Cash and cash equivalents 
Working capital 
Total assets 
Total current liabilities 
Note payable 
Total stockholders’ equity 

$ 

$ 

$ 

$ 

2005  

Year ended December 31,  
2002  
2003  
(in thousands except for share and per share data) 

2004  

$ 

108,826  $ 
60,707 

82,664  $ 
49,576 

81,303  $ 
48,405 

73,744  $ 
42,925 

48,119 
24,827 

23,292 
658 

23,950 
9,381 

33,088 
21,886 

11,202 
501 

11,703 
4,639 

32,898 
20,352 

12,546 
338 

12,884 
5,018 

30,819 
18,750 

12,069 
552 

12,621 
1,971 

14,569  $ 

7,064  $ 

7,866  $ 

10,650  $ 

1.38  $ 

1.37  $ 

0.67  $ 

0.67  $ 

0.75  $ 

0.75  $ 

1.06  $ 

1.06  $ 

2001  

59,666 
36,242 

23,424 
14,948 

8,476 
204 

8,680 
—   

8,680 

0.93 

0.93 

10,559,589 
10,646,376 

10,489,849 
10,535,555 

10,488,406 
10,536,929 

10,024,438 
10,061,765 

9,288,000 
9,288,000 

$ 

$ 

$ 

$ 

12,621  $ 
4,577 

8,044  $ 

0.80  $ 

8,680 
3,231 

5,449 

0.59 

0.80  $ 

0.59 

2005  

2004  

As of December 31,  
2003  

2002  

2001  

11,670  $ 
29,308 
46,984 
9,897 
—   
36,388 

13,785  $ 
22,480 
36,078 
7,526 
—   
27,834 

9,473  $ 
19,676 
31,270 
5,452 
—   
25,752 

6,352  $ 
14,812 
28,909 
8,430 
—   
20,479 

2,019 
5,667 
17,251 
6,551 
664 
10,036 

(1)  CPSI operated as an S corporation through May 20, 2002 and, as such, was not subject to federal and certain state 

income taxes.  

(2)  Pro forma information reflects the provision for income taxes that would have been recorded had CPSI been a C 

corporation during all periods presented.  

19

 
  
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
  
  
  
  
  
 
 
 
 
 
  
  
  
  
  
  
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
  
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
  
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
  
  
 
 
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
 
 
  
  
  
  
  
  
  
  
  
  
  
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF 
OPERATIONS  

You should read the following discussion of our financial condition and results of operations in conjunction with 
“Selected Financial Data” and our financial statements and the related notes included elsewhere in this Annual Report. This 
discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual 
results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including 
but not limited to those set forth under “Risk Factors” and elsewhere in this Annual Report.  

Background  

CPSI was founded in 1979 and specializes in delivering comprehensive healthcare information systems and related 

services to community hospitals. Our systems and services are designed to support the primary functional areas of a hospital 
and to enhance access to needed financial and clinical information. Our comprehensive system enables healthcare providers 
to improve clinical, financial and administrative outcomes. Our products and services provide solutions in key areas, 
including patient management, financial management, patient care and clinical, enterprise and office automation. In addition 
to servicing small to medium-sized hospitals, we provide information technology services to other related entities in the 
healthcare industry, such as nursing homes, home health agencies and physician clinics.  

We sell a fully integrated, enterprise-wide financial and clinical hospital information system comprised of all necessary 

software, hardware, peripherals, forms and office supplies, together with comprehensive customer service and support. We 
also offer outsourcing services, including electronic billing submissions, patient statement processing and business office 
functions, as part of our overall information system solution. We believe that as our customer base grows, the demand for our 
outsourcing services will also continue to grow, supporting further increases in recurring revenues.  

Our system currently is installed and operating in over 580 hospitals in 46 states and the District of Columbia. Our 

customers consist of community hospitals with 300 or fewer acute care beds, with hospitals having 100 or fewer acute care 
beds comprising approximately 93% of our customers.  

Overview  

We have achieved a compounded annual growth rate in revenues and net income of approximately 17.2% and 36.6%, 
respectively, over the past five years. We experienced a steady improvement in revenues and net income during each quarter 
of 2004 and 2005. Our net income margin progressively increased from 4.0% in the first quarter of 2004 to 15.4% in the 
fourth quarter of 2005.  

We added 46 new hospital clients in 2005, with the size of our average installation contract increasing from 

approximately $635,000 in 2004 to approximately $735,000 in 2005.  

Our gross revenues increased 31.6% over 2004, while our net income increased 106.3%, principally as a result of the 

improved financial condition of community hospitals during much of 2005. Cash flow from operations and total cash 
collections increased in 2005 and reached record levels of $17.8 million and $107.7 million, respectively. We continue to 
believe that our strong cash performance reflects both the quality of our customer service and our product offerings.  

As a result of the Medicare Prescription Drug, Improvement, and Modernization Act of 2003 (2003 Medicare Act), 

community hospitals began experiencing improved Medicare reimbursement starting in April 2004, the month in which the 
2003 Medicare Act became effective. In the past, Medicare’s payment formula had created a disproportionate burden on 
smaller, community-based hospitals, which also typically depend on Medicare for a greater share of their payer mix than 
larger, urban facilities. The 2003 Medicare Act rectifies some of this imbalance, raising Medicare reimbursements to rural 
hospitals by an estimated $25 billion over the next ten years. We believe this legislation will remove one of the primary 
obstacles to community hospitals’ investing in healthcare information technology. Many of these hospitals had postponed or 
substantially limited such investments prior to the effectiveness of the 2003 Medicare Act. Accordingly, we believe that the 
financial effects of this legislation on community hospitals will have a positive impact on our financial results and will put us 
in a good position to continue to grow our business. Our improving results throughout 2004 and 2005 support the confidence 
we have in our business, our target market and the quality of the products and services we offer.  

Revenues  

System Sales. Revenues from system sales are derived from the sale of information systems (including software, 
conversion and installation services, hardware, peripherals, forms and office supplies) to new customers and from the sale of 
new or additional products to existing customers. We do not record revenue upon the execution of a sales contract. Upon the 
execution of a contract to purchase a system from us, each customer pays a non-refundable 10% deposit that is recorded as 

20

 
  
  
deferred revenue. The customer pays 40% of the purchase price for the software and the related installation, training and 
conversion when we install the system and commence on-site training at the customer’s facility, which is likewise recorded 
as deferred revenue. When the system begins operating in a live environment, the remaining 50% of the system purchase 
price is payable, and we recognize revenue for the total amount of the purchase price for software and related services. 
Revenues derived from installation of additional software applications are generally recognized upon installation. Revenues 
from the sale of hardware, forms and supplies are recognized upon the shipment of the product to the customer.  

Support and Maintenance. We also derive revenues from the provision of system support services, including software 

application support, hardware maintenance, continuing education and related services. Support services are provided pursuant 
to a support agreement under which we provide comprehensive system support and related services in exchange for a 
monthly fee based on the services provided. The initial term of these contracts ranges from one to seven years, with a typical 
duration of five years. Upon expiration of the initial term, these contracts renew automatically from year-to-year thereafter 
until terminated. Revenues from support services are recognized in the month when these services are performed.  

We provide our products to some customers as an application service provider, or “ASP.” We provide ASP services on 

a remote access basis by storing and maintaining servers at our headquarters which contain customers’ patient and 
administrative data. These customers then access this data remotely in exchange for a monthly fee. In addition, as part of our 
total information solution, we serve as an Internet service provider, or “ISP,” for some of our customers for a monthly fee. 
We also provide web-site design and hosting services if needed. Revenues from our ASP and ISP services are recognized in 
the month when these services are delivered.  

Outsourcing Revenues. We began offering outsourcing services in January 1999. Revenues from outsourcing services 
have continued to increase since that time, and we expect that the rate of growth in our outsourcing revenues will increase in 
the foreseeable future based on the current demand for these services. Our outsourcing services include electronic billing, 
statement processing and business office outsourcing (primarily accounts receivable management). Most of these outsourcing 
services are sold pursuant to one year customer agreements, with automatic one year renewals until terminated. Revenues 
from outsourcing services are recognized when these services are performed.  

Costs of Sales  

System Sales. The principal costs associated with the design, development, sale and installation of our systems are 
employee salaries, benefits, travel expenses and certain other overhead expenses. For the sale of equipment, we incur costs to 
acquire these products from the respective distributors or manufacturers, as the case may be. Costs are deferred and 
recognized as an expense at the time the related revenues are recognized. However, at December 31, 2005, 2004 and 2003, no 
system sales related costs were deferred, as all contracts were deemed to be substantially complete, or such amounts were not 
considered to be material.  

Support and Maintenance. The principal costs associated with our system support and maintenance services are 
employee salaries, benefits and certain other overhead expenses. Costs are expensed as incurred and are not deferred.  

We have the same employee groups providing both system installations and support and maintenance services. Salary 

related expenses are allocated between cost of system sales and cost of support and maintenance services based upon an 
estimate of the percentage of time employees spend performing each function.  

Outsourcing. The principal cost related to our statement outsourcing is postage. The principal costs related to our 

electronic billing outsourcing are employee related expenses, such as salaries and benefits, and long distance 
telecommunication fees. Supplies and forms represent an additional cost associated with our outsourcing services. Costs are 
expensed as incurred and are not deferred.  

21

 
  
  
Results of Operations  

The following table sets forth certain items included in our results of operations for each of the three years in the period 

ended December 31, 2005, expressed as a percentage of our total revenues for these periods (dollar amounts in thousands):  

2005  

Amount  

% Sales  

Year ended December 31,  
2004  

Amount  

% Sales  

2003  

Amount  

% Sales  

$ 

51,170  
43,051  
14,605  

47.0% $ 
39.6%  
13.4%  

  35,252 
38,010 
9,402 

42.6% $ 
46.0%  
11.4%  

  39,708  
34,567  
7,028  

48.9%
42.5%
8.6%

108,826  

100.0%  

82,664 

100.0%  

81,303  

100.0%

33,295  
19,029  
8,383  

30.6%  
17.5%  
7.7%  

60,707  

55.8%  

48,119  

44.2%  

7,778  
17,049  

7.1%  
15.7%  

24,827  

22.8%  

23,292  

21.4%  

653  
5  

—  

658  

0.6%  
0.0%  
0.0%  

0.6%  

27,064 
16,916 
5,596 

49,576 

33,088 

6,055 
15,831 

21,886 

11,202 

258 
243 
—   

501 

32.7%  
20.5%  
6.8%  

28,045  
16,101  
4,259  

60.0%  

48,405  

40.0%  

32,898  

7.3%  
19.2%  

6,125  
14,227  

26.5%  

20,352  

13.5%  

12,546  

0.3%  
0.3%  
0.0%  

0.6%  

216  
122  
—  

338  

34.5%
19.8%
5.2%

59.5%

40.5%

7.5%
17.5%

25.0%

15.5%

0.3%
0.1%
0.0%

0.4%

23,950  

22.0%  

11,703 

14.1%  

12,884  

15.9%

9,381  

8.6%  

$ 

14,569  

13.4% $ 

4,639 

7,064 

5.6%  

5,018  

8.5% $ 

7,866  

6.2%

9.7%

INCOME DATA: 
Sales revenues: 

System sales 
Support and maintenance 
Outsourcing 

Total sales revenues 

Costs of sales: 

System sales 
Support and maintenance 
Outsourcing 
Total costs of sales 
Gross profit 

Operating expenses: 

Sales and marketing 
General and administrative 

Total operating expenses 
Operating income 

Other income (expense): 
Interest income 
Miscellaneous income 
Interest expense 

Total other income 
Income before taxes 

Income taxes 
Net income 

2005 Compared to 2004  

Revenues. Total revenues increased by 31.6%, or $26.2 million, to $108.8 million for 2005, from $82.7 million for 

2004.  

System sales revenues increased by 45.2%, or $15.9 million, to $51.2 million in 2005, from $35.3 million in 2004. We 

added 46 new hospital clients in 2005, compared to 40 new hospital clients in 2004. The size of our average installation 
contract increased in 2005 to approximately $735,000 from approximately $635,000 in 2004.  

Support and maintenance revenues increased by 13.3%, or $5.1 million, to $43.1 million in 2005, from $38.0 million in 
2004. The increase in revenues from support and maintenance was attributable to an increase in recurring revenues as a result 
of a larger customer base. We had over 570 customers at December 31, 2005, compared to 530 at December 31, 2004. ASP 
services revenues increased by 12.1%, or $0.4 million, and ISP services revenues remained unchanged.  

Outsourcing revenues increased by 55.3%, or $5.2 million, to $14.6 million in 2005, from $9.4 million in 2004. 

Outsourcing revenues increased as a result of continued growth in customer demand for electronic billing and statement 
outsourcing services. Statement outsourcing revenues increased 13.3% and electronic billing revenues increased 31.5%. 
Revenue from business outsourcing services increased 148.0%. We were providing business outsourcing services to 26 
customers at December 31, 2005, compared to 16 customers at December 31, 2004.  

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Costs of Sales. Total costs of sales increased by 22.5%, or $11.1 million, to $60.7 million in 2005, from $49.6 million 

in 2004. As a percentage of revenues, cost of sales decreased to 55.8% for 2005, from 60.0% for 2004.  

Cost of system sales increased by 23.0%, or $6.3 million, to $33.3 million for 2005, from $27.0 million for 2004. The 
increase in the cost of system sales is primarily due to an increase in travel expense of $2.1 million as a result of an increase 
in new hospital installations. Payroll related expenses increased $1.7 million as a result of increased average employee 
headcount needed to support increasing sales volume. Cost of equipment also increased by $2.3 million as a direct result of 
our increase in system sales. The gross margin on system sales improved to 34.9% for 2005, from 23.2% for 2004. The 
increase in gross margin was due to an increase in the number of new hospital clients, as well as an increase in the average 
contract size, without a commensurate increase in the personnel utilized in the system installation process.  

Cost of support and maintenance increased by 12.5%, or $2.1 million, to $19.0 million for 2005, from $16.9 million for 
2004. The increase in the cost of support and maintenance was caused primarily by an increase in payroll related expenses of 
$1.7 million as a result of increased average employee headcount needed to support our increasing customer base. Also, 
general departmental expenses increased $0.3 million and depreciation expense increased $0.1 million. The gross margin on 
support and maintenance revenues increased to 55.8% for 2005, from 55.5% for 2004. The increase in the gross margin was 
primarily due to the addition of new customers and with a proportionately smaller increase in support personnel.  

Our costs associated with outsourcing services increased 49.8%, or $2.8 million, to $8.4 million in 2005, from $5.6 

million in 2004. Cost of outsourcing services increase was primarily due to increased payroll related expense of $2.8 million 
due to the full-year expense of additional employees hired during 2004 and additional employees hired in 2005 to support our 
business office outsourcing services. Postage costs increased $0.4 million as a result an increase in transaction volumes of our 
statement outsourcing services.  

Sales and Marketing Expenses. Sales and marketing expenses increased 28.5%, or $1.8 million, to $7.8 million in 

2005, from $6.0 million in 2004. The increase in sales and marketing expense was attributable to increased sales 
commissions of $1.4 million based on the increase in system sales. Payroll related expenses also increased $0.3 million due 
to the addition of sales personnel during 2005.  

General and Administrative Expenses. General and administrative expenses increased by 7.7%, or $1.2 million, to 

$17.0 million for 2005, from $15.8 million for 2004. The increase in general and administrative expenses was due primarily 
to an increase in payroll related expenses of $0.5 million and professional fees of $0.5 million. Additional expense increases 
were $0.2 million for various general expenses, $0.1 million for employee health insurance, $0.1 million for depreciation, 
$0.2 million for taxes and licenses, and $0.1 million for facilities rent. The increases were offset by a decrease of $0.6 million 
in bad debt expense.  

As a result of the foregoing factors, income before taxes increased by 104.6%, or $12.2 million, to $23.9 million for 

2005, from $11.7 million for 2004.  

2004 Compared to 2003  

Revenues. Total revenues increased by 1.7%, or $1.4 million, to $82.7 million for 2004, from $81.3 million for 2003.  

System sales revenues decreased by 11.2% or $4.4 million to $35.3 million in 2004 from $39.7 million in 2003. The 
decrease in system sales revenues was attributable to a decrease in the number of new customer installations and a decrease 
in the average size of new customer installations. No costs relating to system sales were deferred under our completed 
contract method of accounting at December 31, 2004 or 2003, as all contracts were deemed to be substantially complete.  

Our 11.2% decrease in system sales is less than the 3.7% growth rate we achieved from 2002 to 2003. We experienced 
slowed growth in system sales revenues during 2004 because of adverse financial conditions affecting community hospitals, 
including a weak Medicare and Medicaid reimbursement environment, high salary costs due to a nationwide shortage of 
clinical professionals such as nurses and pharmacists, and lower than anticipated patient admissions. Many hospitals delayed 
making significant information technology purchases due to lack of available capital. We added 40 new hospital clients in 
2004 compared to 48 new hospital clients in 2003. The size of our average installation contract increased in 2004 to 
approximately $635,000, from approximately $500,000 in 2003.  

Support and maintenance revenues increased by 10.0%, or $3.4 million, to $38.0 million in 2004, from $34.6 million in 

2003. The increase in support and maintenance revenues was attributable to an increase in recurring revenues as a result of a 
larger customer base. We had over 530 customers at December 31, 2004, compared to 490 at December 31, 2003. ASP 
services revenues increased by 10.5%, or $0.3 million, and ISP services revenues remained unchanged.  

23

 
Outsourcing revenues increased by 33.8%, or $2.4 million, to $9.4 million in 2004, from $7.0 million in 2003. We 

experienced an increase in outsourcing revenues as a result of continued growth in customer demand for electronic billing 
and statement outsourcing services. Statement outsourcing revenues increased 13.4% and electronic billing revenues 
increased 55.0%. Revenue from business outsourcing services increased 73.6%. We were providing business outsourcing 
services to 16 customers at December 31, 2004, compared to four customers at December 31, 2003.  

Costs of Sales. Total costs of sales increased by 2.4%, or $1.2 million, to $49.6 million in 2004, from $48.4 million in 

2003. As a percentage of revenues, cost of sales increased to 60.0% for 2004, from 59.5% for 2003.  

Cost of system sales decreased by 3.5%, or $1.0 million, to $27.0 million for 2004, from $28.0 million for 2003. This 
decrease was caused primarily by a decrease in travel expense of $1.2 million as a result of fewer new hospital installations. 
Payroll related expenses increased $0.5 million as a result of increased average employee headcount needed to support 
increasing sales volume which occurred in the second half of the year. Cost of equipment also decreased by $0.3 million as a 
direct result of our decrease in system sales. The gross margin on system sales decreased to 23.2% for 2004, from 29.4% for 
2003.  

Cost of support and maintenance increased by 5.1%, or $0.8 million, to $16.9 million for 2004, from $16.1 million for 

2003. This increase was caused primarily by an increase in depreciation expense of $0.6 million. Payroll related expenses 
increased $0.4 million as a result of increased average employee headcount needed to support our increasing customer base. 
Also, telecommunication expenses decreased $0.2 million due to rate adjustments received in 2004. The gross margin on 
support and maintenance revenues increased to 55.5% for 2004, from 53.4% for 2003. The increase in the gross margin was 
primarily due to the addition of new customers and with a proportionately smaller increase in support personnel.  

Our costs associated with outsourcing services increased 31.4%, or $1.3 million, to $5.6 million in 2004, from $4.3 
million in 2003. Salary expense increased $0.7 million due to the full-year expense of additional employees hired during 
2003 and additional employees hired in 2004 to support our business office outsourcing services. Postage costs increased 
$0.5 million as a result an increase in transaction volumes of our statement outsourcing services.  

Sales and Marketing Expenses. Sales and marketing expenses decreased 1.2%, or $0.1 million, to $6.0 million in 2004, 

from $6.1 million in 2003. The decrease was attributable to a decrease in advertising expense.  

General and Administrative Expenses. General and administrative expenses increased by 11.3%, or $1.6 million, to 

$15.8 million for 2004, from $14.2 million for 2003. The increase was due primarily to an increase in employee group health 
insurance of $0.5 million and salary increases of $0.3 million. Additional expense increases were $1.1 million for bad debt, 
$0.2 million for taxes and licenses, and $0.1 million for facilities rent. The increases were offset by a decrease of $0.5 million 
in depreciation expense.  

As a result of the foregoing factors, income before taxes decreased by 9.2%, or $1.2 million, to $11.7 million for 2004, 

from $12.9 million for 2003. This growth rate in income before taxes is less than the growth rate we achieved from 2002 to 
2003, primarily because of the slower growth in system sales revenues described above.  

Liquidity and Capital Resources  

As of December 31, 2005, we had $11.7 million in cash and cash equivalents. This cash reserve plus cash generated 

from our normal operating activities should be adequate to fund our business for the foreseeable future. Our principal source 
of liquidity has been cash provided by operating activities. Cash provided by operating activities has been used primarily to 
fund the growth in our business and return cash to our shareholders in the form of dividends. Because of our strong cash 
position, our board of directors decided to begin paying a quarterly dividend in 2003. We declared and paid dividends in the 
aggregate amount of $9.3 million, $5.0 million and $2.7 million in 2005, 2004 and 2003, respectively. We believe that paying 
dividends is an effective way of providing an investment return to our stockholders and a beneficial use of our cash.  

Net cash provided by operating activities totaled $17.8 million, $11.1 million and $8.0 million for 2005, 2004 and 

2003, respectively. In 2005, our cash collections from customers increased $23.8 million over 2004, which produced a 
meaningful increase in our cash from operating activities. Upon the completion of our IPO in 2002, we converted from an S 
corporation to a C corporation for tax purposes. As a result, some of our cash provided by our operating activities is now 
required to pay taxes on our income.  

Net cash used in investing activities totaled $12.9 million, $1.7 million and $2.0 million for 2005, 2004 and 2003, 
respectively. In 2005, we purchased investments in the amount of $10.3 million which are classified as available for sale. We 
also purchased $2.5 million of property and equipment. In 2004 and 2003 we used cash for the purchase of property and 
equipment.  

24

 
  
Net cash used in financing activities totaled $ 7.1 million, $5.0 million and $2.9 million for 2005, 2004 and 2003, 

respectively. During 2005, we declared and paid dividends in the aggregate amount of $9.3 million. We also received 
proceeds of $2.2 million from the exercise of employee stock options. During 2004, we declared and paid dividends in the 
aggregate amount of $5.0 million. During 2003, we declared and paid dividends in the aggregate amount of $2.7 million. We 
also made a final cash distribution to our pre-IPO stockholders in the amount of $0.3 million for previously taxed S 
corporation income in 2003.  

Our days sales outstanding for the years 2005, 2004 and 2003 were 40, 45 and 50 days, respectively.  

We currently do not have a bank line of credit or other credit facility in place. Because we have no debt, we will not be 
subject to contractual restrictions or other influences on our operations, such as payment demands and restrictions on the use 
of operating funds that are typically associated with debt. If we borrow money in the future, we will likely be subject to 
operating and financial covenants that could limit our ability to operate as profitably as we have in the past. Defaults under 
applicable loan agreements could result in the demand by lenders for immediate payment of substantial funds and substantial 
restrictions on expenditures, among other things.  

Related Party Transactions  

We lease our corporate headquarters campus from C.P. Investments, Inc., an Alabama corporation, the stockholders of 

which are John Morrissey, John Heyer, Bob O’Donnell, Elissa Stillings, Kevin P. Wilkins, Tabitha M. Wilkins Olzinski, 
Ellen M. Harvey, Michael K. Muscat, Jr. and Susan M. Slaton. All of these individuals are either stockholders of CPSI, or, in 
the case of Ms. Stillings, the spouse of a stockholder. In 2005, we paid total lease payments in the amount of $1,471,005 to 
C.P. Investments, Inc. Under these lease agreements, we make annual lease payments in the amount of $1,649,040, subject to 
adjustment as set forth in the agreements. The annual rent payable under these leases has been determined by an independent, 
third-party appraisal firm. The parties may agree, from time to time, to make adjustments in the annual rent payable under 
these leases based on subsequent third-party appraisals.  

During 2005, the building which houses our research and development team and other staff was sold to C.P. 
Investments, Inc. from DJK, LLC, a limited liability company owned by Dennis Wilkins. Our lease with DJK, LLC was 
assumed by C.P. Investments, Inc. In 2005, we paid total lease payments in the amount of $20,691 to DJK, LLC. The annual 
rent payable under this lease has been determined by an independent, third-party appraisal firm.  

Contractual Obligations  

Our related party real estate leases are our only material contractual obligations requiring payments in the future. Our 

payments under these leases subsequent to December 31, 2005, will be as follows:  

Payment due by period  

Contractual Obligations 
Operating Lease Obligations 

Off-Balance Sheet Arrangements  

Total 

1-3 Years  
$  11,236,470  $  1,649,040  $  3,298,080  $  3,298,080  $  2,991,270 

3-5 Years  

More than 5 
years  

Less than 
1 year 

We are not currently a party to any material “off-balance sheet arrangement” as defined in Item 303 of Regulation S-K.  

Critical Accounting Policies  

General. Our discussion and analysis of our financial condition and results of operations are based on our financial 
statements, which have been prepared in accordance with accounting principles generally accepted in the United States of 
America. We are required to make some estimates and judgments that affect the preparation of these financial statements. We 
base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the 
circumstances, but actual results may differ from these estimates under different assumptions or conditions.  

Revenue Recognition. We recognize revenue in accordance with SEC Staff Accounting Bulletin No. 101 (SAB), 

Revenue Recognition in Financial Statements, as amended by SAB No. 104, Revenue Recognition, and the American 
Institute of Certified Public Accountants Statement of Position (SOP) 97-2, Software Revenue Recognition. SAB No. 104 and 
SOP 97-2 require that four basic criteria must be met before revenues can be recognized: (1) persuasive evidence that an 
arrangement exists; (2) delivery has occurred or services have been rendered; (3) the fee is fixed and determinable; and 
(4) collectibility is reasonably assured. Determination of criteria (3) and (4) are based on our judgment regarding the fixed 
nature of the fee charged for services rendered and products delivered and the collectibility of those fees. Should changes in 

25

 
  
  
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
conditions cause us to determine these criteria are not met for certain future transactions, revenues recognized for any 
reporting period could be adversely affected.  

Allowance for Doubtful Accounts. Trade accounts receivable are stated at the amount the Company expects to collect 

and do not bear interest. The collectibility of trade receivable balances is regularly evaluated based on a combination of 
factors such as customer credit-worthiness, past transaction history with the customer, current economic industry trends and 
changes in customer payment patterns. If it is determined that a customer will be unable to fully meet its financial obligation, 
such as in the case of a bankruptcy filing or other material events impacting its business, a specific reserve for bad debt is 
recorded to reduce the related receivable to the amount expected to be recovered.  

Stock-Based Compensation. The Company accounts for stock-based compensation using the intrinsic value method 
prescribed in APB No. 25. The Company grants stock options with exercise prices equal to the respective grant date’s fair 
market value and, as such, recognized no compensation cost for such stock options. Effective January 1, 2006, we began 
implementing the provision of SFAS No. 123R. See Note 7 of the Financial Statements for further discussion of the impact 
on the Company’s earnings.  

Backlog  

Backlog consists of revenues we reasonably expect to recognize over the next twelve months under existing contracts. 
The revenues to be recognized may relate to a combination of one-time fees for system sales, and recurring fees for support, 
outsourcing, ASP and ISP services. As of December 31, 2005, we had a twelve-month backlog of approximately $22.0 
million in connection with non-recurring system purchases and approximately $57.0 million in connection with recurring 
payments under support, outsourcing, ASP and ISP contracts.  

Quantitative and Qualitative Disclosures about Market and Interest Rate Risk  

We reduce the sensitivity of our results of operations to market risks related to changes in interest rates by maintaining 

an investment portfolio comprised solely of highly rated, short-term investments. We do not hold or issue derivative, 
derivative commodity instruments or other financial instruments for trading purposes. We are not exposed to currency 
exchange fluctuations, as we do not sell our products internationally, and we currently have no exposure to equity price risks.  

Recent Accounting Pronouncements  

In December 2004, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting 
Standards (SFAS) No. 123R, Share-Based Payment, which requires companies to measure and recognize compensation 
expense for stock-based payments at fair value. SFAS No. 123R was initially effective as of the first interim or annual 
reporting period that begins after June 15, 2005. In April 2005, the SEC issued a rule amending the compliance date which 
allows companies to implement SFAS No. 123R at the beginning of their next fiscal year, instead of the next reporting 
period, that begins after June 15, 2005. As a result, the Company will implement SFAS No. 123R in the reporting period 
starting January 1, 2006. The Company estimates the impact of adoption in 2006 will be $219,000 additional compensation 
expense, net of taxes based on outstanding options at December 31, 2005. This estimate does not include the estimated 
impact of any share based payments subsequent to December 31, 2005.  

In March 2004, the Emerging Issues Task Force (EITF) reached a consensus on Issue No. 03-1, The Meaning of Other-

Than-Temporary Impairment and Its Application to Certain Investments. EITF No. 03-1 provides guidance on other-than-
temporary impairment models for marketable debt and equity securities accounted for under SFAS No. 115 and non-
marketable equity securities accounted for under the cost method. The EITF developed a basic three-step model to evaluate 
whether an investment is other-than-temporarily impaired. In November 2005, the FASB approved the issuance of FASB 
Staff Position FAS No. 115-1 and FAS No. 124-1, The Meaning of Other-Than-Temporary Impairment and Its Application to 
Certain Investments. The FSP addresses when an investment is considered impaired, whether the impairment is other-than-
temporary and the measurement of an impairment loss. The FSP also includes accounting considerations subsequent to the 
recognition of an other-than-temporary impairment and requires certain disclosures about unrealized losses that have not been 
recognized as other-than-temporary. The FSP is effective for reporting periods beginning after December 15, 2005 and is 
required to be adopted by us on January 1, 2006. The adoption of this accounting principle is not expected to have a 
significant impact on the Company’s financial position or results of operations.  

In December 2004, the FASB issued SFAS No. 153, Exchanges of Nonmonetary Assets - an amendment of APB 
Opinion No. 29. SFAS No. 153 amends APB No. 29 to require that assets exchanged in a nonmonetary transaction are to be 
measured at fair value except for those exchanges of nonmonetary assets that lack commercial substance. SFAS No. 153 is 
effective for nonmonetary asset exchanges occurring in fiscal years beginning after June 15, 2005. The adoption of this 
accounting principle is not expected to have a significant impact on the Company’s financial position or results of operations.  

26

 
In May 2005, the FASB issued SFAS No. 154, Accounting Changes and Error Corrections. SFAS No. 154 replaces 

Accounting Principles Board (APB) Opinion No. 20, Accounting Changes and SFAS No. 3, Reporting Accounting Changes 
in Interim Financial Statements. SFAS No. 154 requires retrospective application to prior periods’ financial statements of a 
voluntary change in accounting principle unless it is impracticable. APB No. 20 previously required that most voluntary 
changes in accounting principle be recognized by including the cumulative effect of changing to the new accounting principle 
in net income in the period of the change. SFAS No. 154 is effective for accounting changes and corrections of errors made 
in fiscal years beginning after December 15, 2005. The adoption of this accounting principle is not expected to have a 
significant impact on the Company’s financial position or results of operations.  

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK  

The information required by this item is contained in Item 7 herein under the heading “Quantitative and Qualitative 

Disclosures about Market and Interest Rate Risk.”  

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA  

Index to Financial Statements  

Report of Management ...................................................................................................................................................   

Report of Grant Thornton LLP, Independent Registered Public Accounting Firm, on Financial Statements ................  

Report of Grant Thornton LLP, Independent Registered Public Accounting Firm, on Internal Control Over Financial 
Reporting ...................................................................................................................................................................  

Report of Ernst & Young LLP, Independent Registered Public Accounting Firm.........................................................  

Balance Sheets — December 31, 2005 and 2004 ...........................................................................................................  

Statements of Income — Years ended December 31, 2005, 2004 and 2003 ..................................................................  

Statements of Stockholders’ Equity — Years ended December 31, 2005, 2004 and 2003 ............................................  

Statements of Cash Flows — Years ended December 31, 2005, 2004 and 2003 ...........................................................  

Notes to Financial Statements.........................................................................................................................................  

Index to Financial Statement Schedules 

Page

28

29

30

31

32

33

34

35

36

Schedule II — Valuation and Qualifying Accounts  ......................................................................................................  

46

All other schedules to the financial statements required by Article 9 of Regulation S-X are inapplicable and therefore 
have been omitted. 

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REPORT OF MANAGEMENT  

Management is responsible for establishing and maintaining adequate internal control over financial reporting as 
defined in Rule 13a-15(f) under the Securities Exchange Act of 1934. CPSI’s internal control over financial reporting is 
designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial 
statements for external purposes in accordance with generally accepted accounting principles. CPSI’s internal control over 
financial reporting includes those policies and procedures that:  

(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions 

and dispositions of the assets of CPSI;  

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial 

statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the 
company are being made only in accordance with authorizations of management and directors of CPSI; and  

(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or 

disposition of CPSI’s assets that could have a material effect on the financial statements.  

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. 

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become 
inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may 
deteriorate.  

Management assessed the effectiveness of CPSI’s internal control over financial reporting as of December 31, 2005. In 

making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the 
Treadway Commission (COSO) in Internal Control-Integrated Framework.  

Based on our assessment and those criteria, management believes that CPSI maintained effective internal control over 

financial reporting as of December 31, 2005.  

CPSI’s Independent Registered Public Accounting Firm, Grant Thornton, LLP, has issued an attestation report on 

management’s assessment of CPSI’s internal control over financial reporting. That report appears on page 30 of this Form 
10-K.  

28

 
  
REPORT OF GRANT THORNTON, LLP, INDEPENDENT REGISTERED PUBLIC  
ACCOUNTING FIRM, ON FINANCIAL STATEMENTS  

Board of Directors and  
Shareholders of Computer Programs and Systems, Inc.  

We have audited the accompanying balance sheets of Computer Programs and Systems, Inc. as of December 31, 2005 and 
2004, and the related statements of income, stockholders’ equity, and cash flows for each of the years then ended. These 
financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these 
financial statements based on our audits.  

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United 
States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial 
statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts 
and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant 
estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits 
provide a reasonable basis for our opinion.  

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of 
Computer Programs and Systems, Inc. as of December 31, 2005 and 2004, and the results of its operations and its cash flows 
for each of the years then ended in conformity with accounting principles generally accepted in the United States of America.  

Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The 
Schedule II for the years ended December 31, 2005 and 2004 is presented for purposes of additional analysis and is not a 
required part of the basic financial statements. This schedule has been subjected to the auditing procedures applied in the 
audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic 
financial statements taken as a whole.  

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), 
the effectiveness of Computer Programs and Systems, Inc.’s internal control over financial reporting as of December 31, 
2005, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring 
Organizations of the Treadway Commission (COSO) and our report dated February 17, 2006 expressed an unqualified 
opinion on management’s assessment of, and the effective operation of, internal controls over financial reporting.  

/s/ GRANT THORNTON LLP 

Atlanta, Georgia 
February 17, 2006 

29

 
  
 
 
  
REPORT OF GRANT THORNTON LLP, INDEPENDENT REGISTERED PUBLIC  
ACCOUNTING FIRM, ON INTERNAL CONTROL OVER FINANCIAL REPORTING  

Board of Directors and  
Shareholders of Computer Programs and Systems, Inc.  

We have audited management’s assessment, included in the accompanying Management’s Report on Internal Controls Over 
Financial Reporting, that Computer Programs and Systems, Inc. maintained effective internal control over financial reporting 
as of December 31, 2005, based on criteria established in Internal Control—Integrated Framework issued by the Committee 
of Sponsoring Organizations of the Treadway Commission (COSO). Computer Programs and Systems, Inc.’s management is 
responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of 
internal control over financial reporting. Our responsibility is to express an opinion on management’s assessment and an 
opinion on the effectiveness of the company’s internal control over financial reporting based on our audit.  

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United 
States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective 
internal control over financial reporting was maintained in all material respects. Our audit included obtaining an 
understanding of internal control over financial reporting, evaluating management’s assessment, testing and evaluating the 
design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in 
the circumstances. We believe that our audit provides a reasonable basis for our opinions.  

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the 
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally 
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures 
that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and 
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to 
permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and 
expenditures of the company are being made only in accordance with authorizations of management and directors of the 
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or 
disposition of the company’s assets that could have a material effect on the financial statements.  

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, 
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate 
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.  

In our opinion, management’s assessment that Computer Programs and Systems, Inc. maintained effective internal control 
over financial reporting as of December 31, 2005, is fairly stated, in all material respects, based on the Internal Control—
Integrated Framework issued by the COSO. Also in our opinion, Computer Programs and Systems, Inc. maintained, in all 
material respects, effective internal control over financial reporting as of December 31, 2005, based on criteria established in 
Internal Control—Integrated Framework issued by the COSO.  

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), 
the balance sheets of Computer Programs and Systems, Inc. as of December 31, 2005 and 2004, and the related statements of 
income, stockholders’ equity, and cash flows for each of the years then ended and our report dated February 17, 2006 
expressed an unqualified opinion on those financial statements.  

/s/ GRANT THORNTON LLP 

Atlanta, Georgia 
February 17, 2006 

30

 
  
  
 
 
  
REPORT OF ERNST & YOUNG LLP, INDEPENDENT REGISTERED PUBLIC  
ACCOUNTING FIRM  

The Board of Directors  
Computer Programs and Systems, Inc.  

We have audited the accompanying statements of income, stockholders’ equity and cash flows of Computer Programs and 
Systems, Inc. for the year ended December 31, 2003. Our audit also included the 2003 information included in the financial 
statement schedule listed in the index at Item 8. These financial statements and schedule are the responsibility of the 
Company’s management. Our responsibility is to express an opinion on these financial statements and schedule based on our 
audit.  

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United 
States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial 
statements are free of material misstatement. We were not engaged to perform an audit of the Company’s internal control 
over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing 
audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the 
effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit 
also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, 
assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial 
statement presentation. We believe that our audit provides a reasonable basis for our opinion.  

In our opinion, the financial statements referred to above present fairly, in all material respects, the results of operations and 
cash flows of Computer Programs and Systems, Inc. for the year ended December 31, 2003, in conformity with U. S. 
generally accepted accounting principles. Also, in our opinion, the 2003 information included in the related financial 
statement schedule, when considered in relation to the financial statements taken as a whole, presents fairly in all material 
respects the information set forth therein.  

/s/ Ernst & Young LLP 

February 3, 2004 
Birmingham, Alabama 

31

 
  
 
 
  
COMPUTER PROGRAMS AND SYSTEMS, INC.  

Balance Sheets  

Assets 

Current assets: 

Cash and cash equivalents 
Investments 
Accounts receivable, net of allowance for doubtful accounts of $704,000 and 

$1,636,000, respectively 

Financing receivables, current portion 
Inventories 
Deferred tax assets 
Prepaid income taxes 
Prepaid expenses 

Total current assets 
Property and equipment 

Land 
Maintenance equipment 
Computer equipment 
Office furniture and equipment 
Automobiles 

Less accumulated depreciation 

Net property and equipment 
Financing receivables 

Total assets 
Liabilities and Stockholders’ Equity 

Current liabilities: 

Accounts payable 
Deferred revenue 
Accrued vacation 
Other accrued liabilities 

Total current liabilities 

Deferred tax liabilities 

Stockholders’ equity: 

Common stock, $0.001 par value; 30,000,000 shares authorized; 10,624,901 

and 10,489,849 shares issued and outstanding 

Additional paid-in capital 
Deferred compensation 
Accumulated other comprehensive loss 
Retained earnings 

Total stockholders’ equity 
Total liabilities and stockholders’ equity 

See accompanying notes.  

32

December 31, 
2005  

December 31, 
2004  

$  11,669,690   $  13,785,377 
—   

10,231,446    

11,764,465 
974,160 
1,475,166 
1,397,016 
171,574 
437,716 

30,005,474 

936,026 
3,298,140 
4,854,331 
1,481,314 
89,934 

10,659,745 
(5,204,730)

12,413,797    
1,168,472    
1,988,184    
1,200,637    
268,321    
265,128    
39,205,675    

936,026    
3,674,200    
5,690,497    
1,626,940    
111,394    
12,039,057    
(5,866,020)
6,173,037    
1,605,226    

5,455,015 
617,657 
$  46,983,938   $  36,078,146 

$ 

2,051,195   $ 
3,285,678    
1,875,365    
2,685,231    
9,897,469    

969,454 
2,602,235 
1,630,382 
2,323,433 

7,525,504 

698,320    

718,753 

10,625    
20,576,268    
(72,305)
(67,979)
15,941,540    
36,388,149    

10,490 
17,292,079 
(123,345)
—   
10,654,665 

27,833,889 
$  46,983,938   $  36,078,146 

 
  
 
 
 
  
  
  
  
  
  
  
 
 
 
 
 
 
 
  
  
  
 
  
  
 
 
 
 
 
  
  
  
  
 
 
 
  
  
  
 
 
  
  
  
  
  
  
  
  
  
  
 
 
 
  
  
  
 
 
 
 
 
 
 
 
  
  
 
 
 
 
 
 
 
  
  
  
 
  
  
  
  
  
  
  
COMPUTER PROGRAMS AND SYSTEMS, INC.  

Statements of Income  

Sales revenues: 

System sales 
Support and maintenance 
Outsourcing 

Total sales revenues 

Costs of sales: 

System sales 
Support and maintenance 
Outsourcing 
Total costs of sales 
Gross profit 

Operating expenses: 

Sales and marketing 
General and administrative 

Total operating expenses 
Operating income 

Other income (expense): 
Interest income 
Miscellaneous income 

Total other income 
Income before taxes 

Income taxes 
Net income 
Net income per share – basic 
Net income per share – diluted 
Weighted average shares outstanding 

Basic 
Diluted 

See accompanying notes.  

2005  

Year ended December 31,  
2004  

2003  

$ 

51,170,351  $ 
43,050,811 
14,604,433 

  35,252,410  $ 
38,010,122 
9,401,468 

  39,707,684 
34,567,017 
7,028,159 

108,825,595 

82,664,000 

81,302,860 

33,295,030 
19,028,516 
8,382,478 

60,706,024 

48,119,571 

7,777,557 
17,049,626 

24,827,183 

23,292,388 

652,806 
5,306 

658,112 

27,064,273 
16,915,781 
5,595,774 

49,575,828 

33,088,172 

6,054,654 
15,830,863 

21,885,517 

11,202,655 

257,462 
243,191 

500,653 

28,045,002 
16,100,525 
4,258,778 

48,404,305 

32,898,555 

6,125,437 
14,227,439 

20,352,876 

12,545,679 

216,001 
121,797 

337,798 

23,950,500 

11,703,308 

12,883,477 

9,381,327 

4,639,473 

5,017,647 

14,569,173  $ 

7,063,835  $ 

7,865,830 

1.38  $ 

1.37  $ 

0.67  $ 

0.67  $ 

0.75 

0.75 

$ 

$ 

$ 

10,559,589 
10,646,376 

10,489,849 
10,535,555 

10,488,406 
10,536,929 

33

 
  
 
 
 
 
  
  
  
  
  
  
  
  
  
 
 
 
 
 
 
  
  
  
  
 
 
 
 
 
 
 
  
  
  
 
 
 
 
 
 
 
 
 
  
  
  
  
 
 
 
  
  
  
  
 
 
 
 
 
 
 
  
  
  
 
 
 
 
 
 
  
  
  
  
 
 
 
  
  
  
  
 
 
 
 
 
 
 
  
  
  
 
 
 
 
 
 
  
  
  
  
 
 
 
  
  
  
  
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
 
 
 
 
 
 
  
COMPUTER PROGRAMS AND SYSTEMS, INC.  

Statements of Stockholders’ Equity  

Common 
Shares  

Common
Stock  

Additional 
Paid-in 
Capital  

Deferred 
Compensation

Accumulated 
Other 
Comprehensive
Loss  

Balance at December 31, 2002  10,488,000 $10,488 $17,259,403 $(225,423)

$—  

Net income 
Issuance of common stock 
Dividends 
Amortization of deferred 

compensation 

—  
Balance at December 31, 2003  10,489,849

Net income 
Issuance of common stock 
Dividends 
Amortization of deferred 

compensation 

—  
Balance at December 31, 2004  10,489,849

—  
1,849
—  

—  
—  
—  

—  
2
—  

—  

—  
30,507
—  

—  
—  
—  

—  

51,038

10,490

17,289,910

(174,385)

—  
—  
—  

—  

—  
2,169
—  

—  
—  
—  

—  

51,040

10,490

17,292,079

(123,345)

Total 
Stockholders’
Equity  

Retained 
Earnings  
$3,434,568 $20,479,036

7,865,830
—  
(2,674,440)

7,865,830
30,509
(2,674,440)

—  

51,038

8,625,958

25,751,973

7,063,835
—  
(5,035,128)

7,063,835
2,169
(5,035,128)

—  

51,040

10,654,665

27,833,889

14,569,173
—  

14,569,173
2,228,358

—  
—  
—  

—  

—  

—  
—  
—  

—  

—  

—  
—  

—  
—  

—  
—  

—  

51,040

(67,979)
—  

—  
(9,282,298)

(67,979)
(9,282,298)

—  

—  

—  

1,055,966

—  

51,040

$(72,305)

$(67,979) $15,941,540 $36,388,149

Net income 
Issuance of common stock 
Unrealized loss on available for 
sale investments, net of tax 
of $43,460 

Dividends 
Income tax benefit from stock 

option exercise 

—  
135,052

—  
135

—  
2,228,223

—  
—  

—  

—  
—  

—  
—  

—  

1,055,966

Amortization of deferred 

compensation 

—  
Balance at December 31, 2005  10,624,901 $10,625 $20,576,268

—  

—  

See accompanying notes.  

34

 
  
 
 
 
 
 
 
 
 
  
  
  
  
  
  
  
  
 
  
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
COMPUTER PROGRAMS AND SYSTEMS, INC.  

Statements of Cash Flows  

Year ended December 31,  
2004  

2005  

2003  

$ 

14,569,173  $ 

7,063,835   $ 

7,865,830 

703,736 
219,406 
51,040 
1,055,966 
1,797,289 

(1,353,068)
(1,181,881)
(513,018)
172,588 
1,081,741 
683,443 
606,781 
(96,747)

17,796,449 

1,342,654    
294,910    
51,040    
—      
1,619,792    

(1,190,705)

314,826    
(373,105)
(73,332)
(156,880)
968,348    
1,262,262    
(49,380)
11,074,265    

256,790 
33,297 
51,038 
—   
1,461,039 

425,307 
275,007 
513,251 
(36,851)
(967,478)
(713,929)
(852,988)
(313,571)

7,996,742 

(2,515,311)
(10,342,885)

(1,726,503)

—      

(1,982,520)
—   

(12,858,196)

(1,726,503)

(1,982,520)

2,228,358 
(9,282,298)
—   

(7,053,940)

(2,115,687)

—      

(5,035,128)

—      

(5,035,128)
4,312,634    

30,509 
(2,674,440)
(250,000)

(2,893,931)

3,120,291 

9,472,743    
13,785,377 
11,669,690  $  13,785,377   $ 

6,352,452 

9,472,743 

—    $ 
8,202,702  $ 

—     $ 
4,396,112   $ 

—   
5,331,218 

$ 

$ 
$ 

Operating Activities 
Net income 
Adjustments to net income: 
Provision for bad debt 
Deferred taxes 
Deferred compensation 
Income tax benefit from stock option exercises 
Depreciation 

Changes in operating assets and liabilities: 

Accounts receivable 
Financing receivables 
Inventories 
Prepaid expenses 
Accounts payable 
Deferred revenue 
Other liabilities 
Prepaid income taxes 

Net cash provided by operating activities 

Investing Activities 
Purchases of property and equipment 
Purchases of investments 
Net cash used in investing activities 

Financing Activities 
Proceeds from exercise of stock options 
Dividends paid 
Distributions to S corporation shareholders 
Net cash used in financing activities 
Increase (decrease) in cash and cash equivalents 

Cash and cash equivalents at beginning of year 
Cash and cash equivalents at end of year 
Supplemental disclosure of cash flow information 
Cash paid for interest 
Cash paid for income taxes 

See accompanying notes.  

35

 
  
 
 
 
 
  
  
  
  
  
  
  
  
  
  
  
  
 
 
 
 
 
 
 
 
 
 
  
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
  
  
 
 
 
 
 
 
  
  
  
 
 
 
 
 
  
  
  
  
 
 
 
 
 
 
 
  
  
  
 
 
 
 
 
 
 
  
  
  
  
 
 
 
  
  
  
  
 
 
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
  
  
  
COMPUTER PROGRAMS AND SYSTEMS, INC.  
NOTES TO FINANCIAL STATEMENTS  
DECEMBER 31, 2005  

1. BASIS OF PRESENTATION  
Computer Programs and Systems, Inc. (CPSI or the Company) is a healthcare information technology solutions provider 
which was formed and commenced operations in 1979. The Company provides, on an integrated basis, enterprise-wide 
clinical management, access management, patient financial management, health information management, strategic decision 
support, resource planning management and enterprise application integration solutions to healthcare organizations 
throughout the United States. Additionally, CPSI provides other information technology solutions including outsourcing, 
remote hosting, networking technologies and other related services.  

2. PUBLIC OFFERING OF COMMON STOCK AND RECAPITALIZATION  
On May 24, 2002, the Company successfully completed an initial public offering of 3.0 million shares of common stock at a 
price of $16.50 per share. Of the shares offered, 1.2 million shares were sold by the Company and 1.8 million shares were 
sold by selling stockholders. In addition, the underwriters for the Company exercised their over-allotment option by 
purchasing an additional 450,000 shares at $16.50 per share from selling stockholders. Of the net proceeds to the Company of 
approximately $16.9 million, approximately $14.3 million was used to fund a partial distribution to pre-IPO stockholders of 
previously taxed S corporation income, and the balance was used to repay outstanding debt and for general corporate 
purposes.  

On May 1, 2002, the Company declared a 430-for-1 stock split, and on May 6, 2002, the Company amended its Articles of 
Incorporation to increase the Company’s total authorized shares to 10,000,000 and to change the par value to $0.001 per 
share. All share and per share amounts for all periods presented in the accompanying financial statements have been restated 
to reflect the split.  

Effective immediately prior to the completion of the offering, the Company reincorporated in Delaware. As a Delaware 
corporation, the Company now has 30,000,000 shares of authorized common stock with a par value per share of $0.001.  

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  
Cash and Cash Equivalents  
Cash and cash equivalents can include time deposits, commercial paper, municipal bond funds and bankers acceptances with 
original maturities of three months or less or that are highly-liquid and readily convertible to a known amount of cash. These 
investments are stated at cost, which approximates market, due to their short duration or liquid nature.  

Investments  
The Company accounts for investments in accordance with Statement of Financial Accounting Standards (SFAS) No. 115, 
Accounting for Certain Investments in Debt and Equity Securities. Accordingly, investments are classified as available-for-
sale securities and are reported at fair value, with unrealized gains and losses excluded from earnings and reported in a 
separate component of shareholders’ equity. The Company’s management determines the appropriate classifications of 
investments in fixed maturity securities at the time of acquisition and re-evaluates the classifications at each balance sheet 
date. The Company’s investments in fixed maturity securities are classified as available-for-sale.  

Investments are comprised of the following:  

Short term investments ........................................ $ 
Obligations of U.S. Treasury, U.S. 

government corporations and agencies ...........
Mortgaged backed securities................................
Municipal obligations ..........................................
Corporate bonds ...................................................

Amortized 
Cost  

Unrealized 
Gains  

Unrealized 
Losses  

Fair 
Value 

142,027  $ 

—    $ 

—     $ 

142,027 

4,066,068 
938,308 
400,000 
4,796,502 

6,020 
—   
—   
808 

(27,061)
(6,514)

—      

(84,692)

4,045,027 
931,794 
400,000 
4,712,618 

$ 

10,342,905  $ 

6,828  $ 

(118,267) $ 

10,231,466 

36

 
  
  
 
 
 
 
 
  
  
  
  
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
  
  
 
Shown below are the amortized cost and estimated fair value of securities with fixed maturities at December 31, 2005, by 
contract maturity date. Actual maturities may differ from contractual maturities because issuers of certain securities retain 
early call or prepayment rights.  

Due in 2006 
Due in 2007 
Due in 2008 
Due thereafter 

$ 

Amortized 
Cost  
5,960,020  $ 
1,844,594 
1,509,506 
886,758 

Fair 
Value 
5,437,278
1,831,201
1,940,716
880,244

$ 

10,200,878  $ 

10,089,439

Accounts Receivable and Allowance for Doubtful Accounts  
Trade accounts receivable are stated at the amount the Company expects to collect and do not bear interest. The collectibility 
of trade receivable balances is regularly evaluated based on a combination of factors such as customer credit-worthiness, past 
transaction history with the customer, current economic industry trends and changes in customer payment patterns. If it is 
determined that a customer will be unable to fully meet its financial obligation, such as in the case of a bankruptcy filing or 
other material events impacting its business, a specific reserve for bad debt is recorded to reduce the related receivable to the 
amount expected to be recovered.  

Inventories  
Inventories are stated at cost using the average cost method. The Company’s inventories are composed of computer 
equipment, forms and supplies.  

Property and Equipment  
Property and equipment is recorded at cost, less accumulated depreciation. Additions and improvements to property and 
equipment that materially increase productive capacity or extend the life of an asset are capitalized. Maintenance, repairs and 
minor renewals are expensed as incurred. Upon retirement or other disposition of such assets, the related costs and 
accumulated depreciation are removed from the respective accounts and any resulting gain or loss is included in the results of 
operations.  

Depreciation expense is computed using the straight-line method over the asset’s useful life, generally 5 years. The Company 
reviews for the possible impairment of long-lived assets whenever events or changes in circumstances indicate that the 
carrying amount of an asset may not be recoverable.  

Deferred Revenue  
Deferred revenue represents amounts received from customers under licensing agreements and implementation fees for 
which the revenue earnings process has not been completed.  

Revenue Recognition  
The Company’s revenue is generated from three sources:  

• 

• 

• 

the sale of information systems, which includes software, conversion and installation services, hardware, 
peripherals, forms and supplies  

the provision of system support services, which includes software application support, hardware maintenance, 
continuing education, application service provider (“ASP”) products, and internet service provider (“ISP”) 
products.  

the provision of outsourcing services, which includes electronic billing, statement processing, and business office 
outsourcing.  

Depending upon the terms of the contract, revenue is recognized in accordance with SEC Staff Accounting Bulletin (SAB) 
No. 101, Revenue Recognition in Financial Statements, as amended by SAB No. 104, Revenue Recognition, and the 
American Institute of Certified Public Accountants Statement of Position (SOP) 97-2, Software Revenue Recognition, which 
states that revenue should be recognized when persuasive evidence of an agreement exists, the product or service has been 

37

 
  
 
 
 
  
  
  
 
 
 
 
 
 
  
  
  
  
  
  
  
  
delivered, fees and prices are fixed and determinable, collectibility is probable, and when all other significant obligations 
have been fulfilled.  

License revenue in connection with license agreements for proprietary software is recognized upon delivery of the software, 
providing collection is considered probable, the fee is fixed or determinable, there is evidence of an arrangement, and vendor 
specific objective evidence (VSOE) exists with respect to any undelivered elements of the arrangement. For multiple-element 
arrangements, the Company recognizes revenue under the residual method as permitted by the American Institute of Certified 
Public Accountants Statement of Position (SOP) 98-9, Modification of SOP 97-2, Software Revenue Recognition, with 
Respect to Certain Transactions, whereby (1) the total fair value of the undelivered elements, as indicated by VSOE, is 
deferred and subsequently recognized in accordance with SOP 97-2 and (2) the difference between the total arrangement fee 
and the amount deferred for the undelivered elements is recognized as revenue related to the delivered elements.  

Revenue derived from maintenance contracts primarily includes software application support, hardware maintenance, 
continuing education and related services. Maintenance contracts are typically sold for a separate fee with initial contractual 
periods ranging from one to three years with renewal for additional periods thereafter. Maintenance revenue is recognized 
ratably over the term of the maintenance agreement. In situations where all or a portion of the maintenance fee is bundled 
with the license fee, VSOE for maintenance is determined based on prices when sold separately.  

Revenue for hardware is recognized under SAB No. 104. Under SAB No. 104, revenue is recognized provided that 
persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the fee is fixed or 
determinable, and collectibility is reasonably assured. For hardware, delivery is considered to have occurred upon shipment 
provided that risk of loss has been transferred to the customer.  

Revenue for ISP, ASP, and outsourcing services are recognized in the period in which the services are performed.  

Stock Based Compensation  
During 2002, the Company adopted the 2002 Stock Option Plan, and in accordance with the disclosure provisions of SFAS 
No. 123, Accounting for Stock-Based Compensation, the Company has elected to follow APB No. 25, Accounting for Stock 
Issued to Employees and related interpretations in accounting for employee stock options. Under APB No. 25, because the 
exercise price of the Company’s employee stock options equals the market price of the underlying stock on the date of grant, 
no compensation expense was reflected in net income for the year ended December 31, 2005, 2004 or 2003. Had the 
Company accounted for its stock-based compensation plan based on the fair value of awards at grant date, consistent with the 
methodology of SFAS No. 123, the Company’s reported net income and income per share for the years ended December 31, 
2005, 2004 and 2003 would have been impacted as indicated below. There were no employee stock options granted during 
the year ended December 31, 2005, 2004 or 2003. The effects of applying SFAS No. 123 on a pro forma basis for the years 
ended December 31, 2005, 2004 and 2003, are not likely to be representative of the effects on reported pro forma net income 
for future years as options vest over several years.  

Net income as reported 
Add: Stock-based compensation expense, net of tax,                        

included in reported net income 

Deduct: Total stock-based employee compensation expense          

determined under the fair value method for all awards, net of tax 

Pro forma 
Basic income per share as reported 
Pro forma basic income per share 
Diluted income per share as reported 
Pro forma diluted income per share 

December 31,  
2004  
$  14,569,173  $  7,063,835   $  7,865,830 

2005  

2003  

31,900 

31,900    

31,899 

(257,308)

(224,067)
$  14,343,765  $  6,784,874   $  7,673,662 

(310,861)

$ 

$ 

$ 

$ 

1.38  $ 

1.36  $ 

1.37  $ 

1.35  $ 

0.67   $ 
0.64   $ 
0.67   $ 
0.64   $ 

0.75 

0.73 

0.75 

0.73 

During 2005, the Company adopted and shareholders approved the Computer Programs and Systems, Inc. 2005 Restricted 
Stock Plan. At December 31, 2005, no shares had been granted under the Plan  

Research and Development Costs  
Research and development costs are expensed as incurred. Research and development costs totaled approximately 
$1,177,000, $1,362,000 and $1,143,000 for the years ended December 31, 2005, 2004 and 2003, respectively.  

38

 
  
  
 
 
 
 
  
  
  
  
  
  
 
 
 
 
 
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
Software Development Costs  
According to Statement of Financial Accounting Standards (SFAS) No. 86, Accounting for the Costs of Computer Software 
to be Sold, Leased or Otherwise Marketed, all costs incurred to establish the technological feasibility of a computer software 
product to be sold, leased or otherwise marketed are research and development costs and are charged to expense during the 
period when the costs are incurred. Costs incurred subsequent to establishing technological feasibility are capitalized.  

Capitalization of computer software costs ceases when the product is available for general release to customers. The 
Company has determined that costs to be capitalized based on SFAS No. 86 are not material. Capitalizable software 
development costs of approximately $51,000, $108,000 and $189,000 were charged to expense during the years ended 
December 31, 2005, 2004 and 2003, respectively.  

Advertising  
Advertising costs are expensed as incurred. Advertising expense was approximately $50,000, $80,000 and $307,000, for the 
years ended December 31, 2005, 2004 and 2003, respectively, and are recorded in general and administrative expenses in the 
accompanying statements of income.  

Shipping and Handling Costs  
Shipping and handling costs are expensed as incurred and included in general and administrative expenses. Shipping and 
handling costs totaled approximately $954,000, $890,000 and $764,000 for the years ended December 31, 2005, 2004 and 
2003, respectively.  

Use of Estimates  
The preparation of financial statements in conformity with accounting principles generally accepted in the United States 
requires that management make estimates and assumptions that affect the reported amounts of assets and liabilities, the 
disclosures of contingent assets and liabilities at the date of the financial statements and the reported revenues and expenses 
during the reporting periods. Actual results could differ from those estimates.  

Recently Issued Accounting Standards  
In December 2004, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards 
(SFAS) No. 123R, Share-Based Payment, which requires companies to measure and recognize compensation expense for 
stock-based payments at fair value. SFAS No. 123R was initially effective as of the first interim or annual reporting period 
that begins after June 15, 2005. In April 2005, the SEC issued a rule amending the compliance date which allows companies 
to implement SFAS No. 123R at the beginning of their next fiscal year, instead of the next reporting period, that begins after 
June 15, 2005. As a result, the Company will implement SFAS No. 123R in the reporting period starting January 1, 2006. 
The Company estimates the impact of adoption in 2006 will be approximately $219,000 additional compensation expense, 
net of taxes based on outstanding options at December 31, 2005. This estimate does not include the estimated impact of any 
anticipated share based payments subsequent to December 31, 2005.  

In March 2004, the Emerging Issues Task Force (EITF) reached a consensus on Issue No. 03-1, The Meaning of Other-Than-
Temporary Impairment and Its Application to Certain Investments. EITF No. 03-1 provides guidance on other-than-
temporary impairment models for marketable debt and equity securities accounted for under SFAS No. 115 and non-
marketable equity securities accounted for under the cost method. The EITF developed a basic three-step model to evaluate 
whether an investment is other-than-temporarily impaired. In November 2005, the FASB approved the issuance of FASB 
Staff Position FAS No. 115-1 and FAS No. 124-1, The Meaning of Other-Than-Temporary Impairment and Its Application to 
Certain Investments. The FSP addresses when an investment is considered impaired, whether the impairment is other-than-
temporary and the measurement of an impairment loss. The FSP also includes accounting considerations subsequent to the 
recognition of an other-than-temporary impairment and requires certain disclosures about unrealized losses that have not been 
recognized as other-than-temporary. The FSP is effective for reporting periods beginning after December 15, 2005 and is 
required to be adopted by the Company on January 1, 2006. The adoption of this accounting principle is not expected to have 
a significant impact on the Company’s financial position or results of operations.  

In December 2004, the FASB issued SFAS No. 153, Exchanges of Nonmonetary Assets - an amendment of APB Opinion 
No. 29. SFAS No. 153 amends APB No. 29 to require that assets exchanged in a nonmonetary transaction are to be measured 
at fair value except for those exchanges of nonmonetary assets that lack commercial substance. SFAS No. 153 is effective for 
nonmonetary asset exchanges occurring in fiscal years beginning after June 15, 2005. The adoption of this accounting 
principle is not expected to have a significant impact on the Company’s financial position or results of operations.  

39

 
  
In May 2005, the FASB issued SFAS No. 154, Accounting Changes and Error Corrections. SFAS No. 154 replaces 
Accounting Principles Board (APB) Opinion No. 20, Accounting Changes and SFAS No. 3, Reporting Accounting Changes 
in Interim Financial Statements. SFAS No. 154 requires retrospective application to prior periods’ financial statements of a 
voluntary change in accounting principle unless it is impracticable. APB No. 20 previously required that most voluntary 
changes in accounting principle be recognized by including the cumulative effect of changing to the new accounting principle 
in net income in the period of the change. SFAS No. 154 is effective for accounting changes and corrections of errors made 
in fiscal years beginning after December 15, 2005. The adoption of this accounting principle is not expected to have a 
significant impact on the Company’s financial position or results of operations.  

Reclassifications  
Certain amounts in the 2004 financial statements have been reclassified to conform to the 2005 presentation.  

4. DETAILS OF BALANCE SHEET AMOUNTS  
Other accrued liabilities are comprised of the following at December 31, 2005 and 2004:  

Accrued salaries and benefits 
Accrued commissions 
Accrued self-insurance claims 
Other 

$ 

2005  
1,920,861  $ 
306,704 
380,600 
77,066 

2004  
1,613,420 
436,307 
244,500 
29,206 

$ 

2,685,231  $ 

2,323,433 

5. NET INCOME PER SHARE  
The Company presents both basic and diluted earnings per share (EPS) amounts. Basic EPS is calculated by dividing net 
income by the weighted average number of common shares outstanding during the period presented. Diluted EPS amounts 
are based upon the weighted average number of common and common equivalent shares outstanding during the period 
presented. The difference between basic and diluted EPS is solely attributable to stock options. The Company uses the 
treasury stock method to calculate the impact of outstanding stock options. For the years ended December 31, 2005, 2004, 
and 2003 these dilutive shares were 86,787, 45,706, and 48,523 respectively.  

6. INCOME TAXES  
The Company provides for income taxes using the liability method in accordance with SFAS No. 109, Accounting for Income 
Taxes. Deferred income taxes arise from the temporary differences in the recognition of income and expenses for tax 
purposes. A valuation allowance is established when the Company believes that it is more likely than not that some portion of 
its deferred tax assets will not be realized. Deferred tax assets and liabilities are comprised of the following at December 31, 
2005 and 2004:  

Deferred tax assets: 

Accounts receivable 
Accrued vacation 
Other accrued liabilities 

Total deferred tax assets 
Deferred tax liabilities: 

Deferred compensation 
Depreciation 
Total deferred tax liabilities 

2005  

2004  

$ 

274,520  $ 
731,392 
194,725 

638,044 
635,849 
123,123 

$ 

1,200,637  $ 

1,397,016 

$ 

$ 

28,199  $ 

670,121 

698,320  $ 

48,104 
670,649 

718,753 

40

 
  
 
 
 
  
  
  
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
 
 
 
  
  
  
  
  
 
 
 
 
  
  
  
  
  
  
  
  
 
 
  
  
  
  
  
  
  
Significant components of the income tax provision for the year ended December 31, 2005, 2004 and 2003 are as follows:  

Current provision: 
Federal 
State 
Deferred provision: 
Federal 
State 

Total income tax provision 

2005  

2004  

2003  

$ 

7,551,987  $ 
1,609,934 

3,560,880  $ 
783,683 

4,339,486 
644,864 

198,615 
20,791 

262,036 
32,874 

29,793 
3,504 

$ 

9,381,327  $ 

4,639,473  $ 

5,017,647 

The difference between income taxes at the U.S. federal statutory income tax rate of 35% and those reported in the statement 
of income for the years ended December 31, 2005, 2004 and 2003 are as follows:  

Income taxes at U.S. Federal statutory rate 

State income tax, net of federal tax effect 
Impact of graduated tax rates 
Other 

$ 

2005  
8,382,675  $ 
1,067,247 
—   
(68,595)

$ 

9,381,327  $ 

2004  
4,096,158   $ 
646,722    
(100,000)
(3,407)
4,639,473   $ 

2003  
4,509,217 
427,923 
(100,000)
180,507 

5,017,647 

7. DEFERRED COMPENSATION  
On May 17, 2002, Kenny Muscat, one of the Company’s directors and a principal stockholder sold 66,667 shares of common 
stock to J. Boyd Douglas, Jr., one of the Company’s directors and its Chief Operating Officer (COO), for a price of $13.20 
per share. The share price was determined by an independent valuation of the fair market value of the shares. A promissory 
note was delivered for the entire purchase price. The promissory note bears interest at the applicable rate for federal income 
tax purposes, and the entire principal balance is due five years after the date of the stock sale. As a part of the same 
transaction, Mr. Muscat also transferred to Mr. Douglas 19,333 shares of common stock for $1.00. These shares are subject 
to a mandatory transfer obligation under which Mr. Douglas will be required to transfer the shares back to Mr. Muscat in the 
event Mr. Douglas’ employment with the Company terminates for certain reasons prior to the fifth anniversary of the 
transaction date. The mandatory transfer obligation will lapse as to 20% of the shares on each anniversary of the transaction 
date over the five year restriction period.  

As a result of this transaction, the Company recorded deferred compensation expense of $255,196, representing the excess of 
the fair market value of the 19,333 shares transferred by Mr. Muscat to Mr. Douglas. The Company is amortizing the 
deferred compensation expense over 20 fiscal quarters, recognizing pre-tax compensation expense of $12,760 per quarter.  

8. STOCK OPTION PLAN  
Under the 2002 Stock Option Plan, the Company has authorized the issuance of equity-based awards for up to 865,333 shares 
of common stock to provide additional incentive to employees and officers. Pursuant to the plan, the Company can grant 
either incentive or non-qualified stock options. Options to purchase common stock under the 2002 Stock Option Plan have 
been granted to Company employees with an exercise price equal to the fair market value of the underlying shares on the date 
of grant.  

Stock options granted under the 2002 Stock Option Plan to executive officers of the Company become vested as to all of the 
shares covered by such grant on the fifth anniversary of the grant date and expire on the seventh anniversary of the grant date. 
Stock options granted under the 2002 Stock Option Plan to employees other than executive officers become vested as to 50% 
of the shares covered by the option grant on the third anniversary of the grant date and as to 100% of such shares on the fifth 
anniversary of the grant date. In addition, options become vested upon termination of employment resulting from death, 
disability or retirement. Such options expire on the seventh anniversary of the grant date.  

Under the methodology of SFAS No. 123, the fair value of the Company’s stock options was estimated at the date of grant 
using the Black-Scholes option pricing model. The multiple option approach was used, with assumptions for expected option 
life of 5 years and 44% expected volatility for the market price of the Company’s stock in 2002. An estimated dividend yield 
of 3% was used. The risk-free rate of return was determined to be 2.79% in 2002. No options were granted in 2005, 2004 or 
2003.  

41

 
  
 
 
 
 
  
  
  
  
  
  
  
 
 
 
  
  
  
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
 
 
 
 
  
  
  
  
 
 
 
 
 
 
 
 
  
  
  
  
  
  
  
  
  
  
A summary of stock option activity under the plan is as follows:  

Beginning of year 
Granted 
Exercised 
Forfeited 
End of year 
Exercisable 

2005  

2004  

2003  

Shares  
  399,948  $ 

—   
(135,052)
(13,377)

Exercise 
Price  

16.50 
—   
16.50 
16.50 

Shares  
  424,759  $ 

—   
—   
(24,811)

Exercise 
Price  

16.50 
—   
—   
16.50 

Shares  
  444,998  $ 

—   
(1,849)
(18,390)

  251,519  $ 

16.50 

  399,948  $ 

16.50 

  424,759  $ 

51,666  $ 

16.50 

—    $ 

16.50 

312  $ 

Exercise 
Price  

16.50 
—   
16.50 
16.50 

16.50 

16.50 

Shares available for future grants under the 

plan at End of Year 

Weighted-average grant date fair value 

Weighted-average remaining contractual 

life 

476,913 

$ 

—   

763,536 

$ 

—   

738,725 

$ 

—   

  3.5 years 

  4.5 years 

  5.5 years 

During 2005, the Company adopted and shareholders approved the Computer Programs and Systems, Inc. 2005 Restricted 
Stock Plan. In order to ensure that the Restricted Stock Plan does not create the possibility of additional dilutive effect to the 
Company’s existing stockholders, the Board of Directors approved an amendment to the Company’s 2002 Stock Option Plan 
that reduced the number of shares reserved under the 2002 Stock Option Plan by 300,000. At December 31, 2005, no shares 
had been granted under the Restricted Stock Plan.  

9. CONCENTRATION OF CREDIT RISK  
Financial instruments, which potentially subject the Company to concentration of credit risk, consist principally of temporary 
cash investments and trade receivables. The Company places its temporary cash investments with credit-worthy, high-quality 
financial institutions.  

The Company’s customer base is concentrated in the healthcare industry. Customers are located throughout the United States. 
The Company requires no collateral or other security to support customer receivables. An allowance for doubtful accounts 
has been established for potential credit losses based on historical collection experience.  

10. FAIR VALUES OF FINANCIAL INSTRUMENTS  
Cash, cash equivalents, accounts receivable, accounts payable and accrued liabilities are reflected in the accompanying 
financial statements at cost, which approximates fair value because of the short-term maturity of these instruments. 
Investments are reflected in the accompanying financial statements at current market value. Based on the borrowing rates 
currently available to the Company for bank loans with similar terms and average maturities, at December 31, 2005 and 2004 
the fair values of the financing receivables approximate book value.  

11. FINANCING RECEIVABLES  
The Company leases its information and patient care systems to certain healthcare providers under sales-type leases expiring 
in various years through 2010. These receivables typically have terms from 2 to 5 years, bear interest at various rates, and are 
usually collateralized by a security interest in the underlying assets. Since the Company has a history of successfully 
collecting all amounts due under the original payment terms of these extended payment arrangements without making any 
concessions to its customers, the Company satisfies the requirement of SOP 97-2 for revenue recognition. The Company’s 
history with these types of extended payment term arrangements supports management’s assertion that revenues are fixed and 
determinable and probable of collection.  

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The components of these lease receivables were as follows on December 31:  

Total minimum lease payments receivable 
Less unearned income 
Lease receivables 
Less current portion 
Amounts due after one year 

Future minimum lease payments to be received at December 31, 2005 are as follows:  

2006 
2007 
2008 
2009 
2010 
Total minimum lease payments to be received 
Less unearned income 
Net leases receivable 

2005  
2,176,456   $ 
(265,036)
1,911,420    
(306,194)
1,605,226   $ 

2004  
1,073,547 
(171,599)

901,948 
(284,291)

617,657 

$ 

$ 

$ 

 433,363 
954,815 
581,096 
120,113 
87,069 

2,176,456 
(265,036)

$ 

1,911,420 

The Company has also sold information and patient care systems to certain healthcare providers under extended payment 
terms. These receivables, included in current portion of financing receivables, typically have terms from 3 to 12 months. 
Total amounts receivable under these arrangements at December 31, 2005 and 2004 were $862,278 and $689,869, 
respectively.  

12. BENEFIT PLANS  
In January 1994, the Company adopted the Computer Programs & System, Inc. 401(k) Retirement Plan that covers all 
eligible employees of the Company who have completed one year of service. The plan allows eligible employees to 
contribute up to 15% of their pre-tax earnings up to the statutory limit prescribed by the Internal Revenue Service. The 
Company matches the first $1,000 contribution per participant plus a discretionary amount determined by the Company. The 
Company contributed approximately $1,000,000, $1,059,000 and $935,000 to the plan for the years ended December 31, 
2005, 2004 and 2003, respectively.  

The Company provides certain health and medical benefits to eligible employees, their spouses and dependents pursuant to a 
benefit plan funded by the Company. Each participating employee contributes to the Company’s costs associated with such 
benefit plan. The Company’s obligation to fund this benefit plan and pay for these benefits is limited through the Company’s 
purchase of an insurance policy from a third-party insurer. The amount established as a reserve is intended to recognize the 
Company’s estimated obligations with respect to its payment of claims and claims incurred but not yet reported under the 
benefit plan. Management believes that the recorded liability for medical self-insurance at December 31, 2005 and 2004 is 
adequate to cover the losses and claims incurred, but these reserves are necessarily based on estimates and the amount 
ultimately paid may be more or less than such estimates.  

13. OPERATING LEASES  
The Company leases certain real property, all of which is owned by entities that are owned by one or more stockholders of 
the Company. The lease agreements have terms of ten years and expire on or before December 2015. For the second five 
years of the leases, the rental may be adjusted with consent of the landlord and the Company. If mutual consent cannot be 
obtained, the rental for the second five years will remain the same as the first five years. For the years ended December 31, 
2005, 2004 and 2003, total rent expense paid to related parties was approximately $1,492,000, $1,385,000 and $1,325,000, 
respectively.  

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The future minimum lease payments payable under operating leases subsequent to December 31, 2005 are as follows:  

2006 
2007 
2008 
2009 
2010 
Thereafter 

$ 

 1,649,040 
1,649,040 
1,649,040 
1,649,040 
1,649,040 
2,991,270 

$ 

11,236,470 

14. CONTINGENCIES  
From time to time, the Company is involved in routine litigation that arises in the ordinary course of business. Management 
does not expect this to have a material adverse effect on the Company’s financial statements.  

15. COMPREHENSIVE INCOME  
Statement of Financial Accounting Standards No. 130, Reporting Comprehensive Income, requires the disclosure of certain 
revenue, expenses, gains and losses that are excluded from net income in accordance with accounting principles generally 
accepted in the United States of America. Total comprehensive income for the years ended December 31, 2005, 2004 and 
2003 is as follows:  

Net income as reported 
Other comprehensive income: 

Unrealized loss on investments, net of taxes 

Total comprehensive income 

2005  

$ 

14,569,173  $ 

Year ended December 30,  
2004  
7,063,835  $ 

2003  
7,865,830 

(67,979)

—   

—   

$ 

14,501,194  $ 

7,063,835  $ 

7,865,830 

16. SUBSEQUENT EVENTS  
On February 2, 2006, the Company announced a dividend for the first quarter of 2006 in the amount of $0.36 per share.  

On January 27, 2006, the Compensation Committee of the Board of Directors approved the grant of shares of restricted stock, 
effective January 30, 2006, to certain executive officers of the Company. The restricted stock vests in five equal annual 
installments commencing on the first anniversary of the date of grant. Under SFAS No. 123R, we estimate this grant will 
result in compensation expense of approximately $559,000, net of taxes, in 2006.  

44

 
  
 
 
 
 
 
 
 
  
  
  
  
  
  
 
 
 
 
  
  
  
  
  
  
  
  
  
 
 
 
  
  
  
  
  
  
  
  
  
17. QUARTERLY FINANCIAL STATEMENTS (UNAUDITED)  

The following table presents a summary of our results of operations for our eight most recent quarters ended December 31, 
2005. The information for each of these quarters is unaudited and has been prepared on a basis consistent with the audited 
financial statements. This information includes all adjustments, consisting only of normal recurring adjustments, we consider 
necessary for fair presentation of this information when read in conjunction with the audited financial statements and related 
notes. Our operating results have varied on a quarterly basis and may fluctuate significantly in the future.  

Year Ended December 31, 2005 

Sales revenues 
Gross profit 
Operating income 
Net income 
Net income per share 

Weighted average shares outstanding 

Year Ended December 31, 2004 

Sales revenues 
Gross profit 
Operating income 
Net income 
Net income per share 

Weighted average shares outstanding 

Basic 
Diluted 

Basic 
Diluted 

Basic 
Diluted 

Basic 
Diluted 

$ 

$ 

1st Quarter  

2nd Quarter  

3rd Quarter  

4th Quarter  

(in thousands except for share and per share data) 

26,397  $ 
11,915 
5,213 
3,234 

26,970  $ 
11,705 
5,567 
3,409 

0.31 
0.31 

0.32 
0.32 

27,000   $ 
11,457    
5,707    
3,565    

0.34    
0.33    

28,459 
13,042 
6,805 
4,361 

0.41 
0.41 

10,489,849 
10,574,145 

10,527,568 
10,613,001 

10,603,781    
10,695,570    

10,615,296 
10,703,645 

18,212  $ 
6,496 
1,139 
755 

19,014  $ 
7,542 
2,353 
1,449 

0.07 
0.07 

0.14 
0.14 

21,132   $ 
8,422    
3,337    
2,086    

0.20    
0.20    

24,306 
10,628 
4,374 
2,774 

0.26 
0.26 

10,489,849 
10,527,101 

10,489,849 
10,531,893 

10,489,849    
10,533,388    

10,489,849 
10,549,706 

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SCHEDULE II  
COMPUTER PROGRAMS AND SYSTEMS, INC.  
VALUATION AND QUALIFYING ACCOUNTS  

Description 
Allowance for doubtful accounts deducted from 
accounts receivable in the balance sheet 

Balance at 
beginning of 
period  

(1) Additions 
charged to cost
and expenses  

(2) 
Deductions  

Balance at end 
of period  

  2003  $ 
  2004 
  2005 

768,000  $ 
904,000 
1,636,000 

257,000  $ 

1,342,000 
704,000 

121,000  $ 
610,000 
1,636,000 

904,000 
1,636,000 
704,000 

(1)  Adjustments to allowance for change in estimates.  
(2)  Uncollectible accounts written off, net of recoveries.  

46

 
  
 
 
 
 
 
 
  
  
  
  
  
  
  
 
 
 
 
  
 
 
 
 
  
  
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL 
DISCLOSURE  
None.  

ITEM 9A. CONTROLS AND PROCEDURES.  

Our management, under the supervision and with the participation of our Chief Executive Officer and Chief Financial 
Officer, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as 
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)), as of the end of the period covered by this report. Based upon that 
evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and 
procedures are effective in timely alerting them to material information relating to the Company that is required to be 
included in our periodic Securities and Exchange Commission filings.  

There have not been any changes in the Company’s internal control over financial reporting (as defined in Exchange 

Act Rules 13a-15(f) and 15(d)-15(f)) during the fourth quarter of 2005 that have materially affected, or are reasonably likely 
to materially affect, the Company’s internal control over financial reporting.  

Management’s Annual Report on Internal Control Over Financial Reporting  

This report is included in Item 8 on page 28 and is incorporated herein by reference.  

Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting  

This report is included in Item 8 on page 30 and is incorporated herein by reference.  

ITEM 9B. OTHER INFORMATION.  

None.  

47

 
  
PART III  

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT  

We have adopted a Code of Business Conduct and Ethics applicable to all of our directors, officers (including our 

Chief Executive Officer and senior financial officers) and employees. We have also adopted a separate code of ethics with 
additional guidelines and responsibilities applicable to our Chief Executive Officer and senior financial officers, known as 
the Code of Ethics for CEO and Senior Financial Officers. Copies of the Code of Business Conduct and Ethics and the Code 
of Ethics for CEO and Senior Financial Officers are incorporated by reference in this Form 10-K as Exhibit 14.1 and Exhibit 
14.2, respectively.  

Other information required by this Item regarding Executive Officers is included in Part I of this Form 10-K under the 
caption “Executive Officers” in accordance with Instruction 3 of the Instructions to Paragraph (b) of Item 401 of Regulation 
S-K.  

Other information required by this Item is incorporated by reference pursuant to General Instruction G(3) of Form 10-
K from CPSI’s definitive Proxy Statement for the 2006 Annual Meeting of Stockholders to be filed with the Securities and 
Exchange Commission pursuant to Regulation 14A.  

ITEM 11. EXECUTIVE COMPENSATION  

The information required by this Item is incorporated by reference pursuant to General Instruction G(3) of Form 10-K 

from CPSI’s definitive Proxy Statement for the 2006 Annual Meeting of Stockholders to be filed with the Securities and 
Exchange Commission pursuant to Regulation 14A.  

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT  

Certain of the information required by this Item is incorporated by reference pursuant to General Instruction G(3) of 

Form 10-K from CPSI’s definitive Proxy Statement for the 2006 Annual Meeting of Stockholders to be filed with the 
Securities and Exchange Commission pursuant to Regulation 14A.  

Securities Authorized for Issuance Under Equity Compensation Plans  

The following table summarizes the securities that have been authorized for issuance as of December 31, 2005 under 

our 2002 Stock Option Plan and 2005 Restricted Stock Plan. Both of these plans have been approved by CPSI’s stockholders. 
No shares of common stock had been granted under the 2005 Restricted Stock Plan as of December 31, 2005. The 2002 
Stock Option Plan is described in Note 8 of the Notes to the Financial Statements.  

Plan Category 
Equity compensation plans approved by stockholders
Equity compensation plans not approved by 

stockholders 
Total 

Equity Compensation Plan Information  

Number of securities 
to be issued 
upon exercise of 
outstanding options, 
warrants and rights 
(a) 

Weighted-average 
exercise price of 
outstanding options, 
warrants and rights 
(b) 

251,519  $ 

-0- 

251,519 

16.50 

N/A 

Number of securities 
remaining available for 
future issuance under 
equity compensation plans 
(excluding securities 
reflected in column (a))  
(c) 

776,9131

-0- 

776,9131

1 

Represents 476,913 shares of common stock underlying stock options that are issuable pursuant to our 2002 Stock 
Option Plan and 300,000 shares of common stock issuable pursuant to our 2005 Restricted Stock Plan.  

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS  

The information required by this Item is incorporated by reference pursuant to General Instruction G(3) of Form 10-K 

from CPSI’s definitive Proxy Statement for the 2006 Annual Meeting of Stockholders to be filed with the Securities and 
Exchange Commission pursuant to Regulation 14A.  

48

 
  
  
 
 
 
 
  
  
  
  
  
  
  
 
 
 
 
 
  
  
  
  
 
  
 
  
  
  
  
  
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES  

The information required by this Item is incorporated by reference pursuant to General Instruction G(3) of Form 10-K 

from CPSI’s definitive Proxy Statement for the 2006 Annual Meeting of Stockholders to be filed with the Securities and 
Exchange Commission pursuant to Regulation 14A.  

49

 
  
PART IV  

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES  

    (a)(1) and (2) and (d) - Financial Statements and Financial Statement Schedules.  

Financial Statements: The Financial Statements and related Financial Statements Schedule of CPSI are 
included herein in Part II, Item 8.  

    (a)(3) and (b) – Exhibits.  

The exhibits listed on the Exhibit Index at page 67 of the Form 10-K are filed herewith or are incorporated 
herein by reference.  

50

 
  
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly 
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on this the 13th day of March, 
2006. 

SIGNATURES  

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the 

following persons on behalf of the Registrant and in the capacities and on the dates indicated.  

COMPUTER PROGRAMS AND SYSTEMS, INC.

By: 

/s/ David A. Dye 
David A. Dye 
President and Chief Executive Officer 

Name 

/s/ John Morrissey 
John Morrissey 

/s/ David A. Dye 
David A. Dye 

/s/ J. Boyd Douglas 
 J. Boyd Douglas 

/s/ M. Stephen Walker 
 M. Stephen Walker 

/s/ Darrell G. West 
 Darrell G. West 

/s/ Dennis P. Wilkins 
Dennis P. Wilkins 

/s/ M. Kenny Muscat 
M. Kenny Muscat 

/s/ Ernest F. Ladd, III 
Ernest F. Ladd, III 

/s/ W. Austin Mulherin, III 
W. Austin Mulherin, III 

/s/ William R. Seifert, II 
William R. Seifert, II 

/s/ Hal L. Daugherty 
Hal L. Daugherty 

/s/ John C. Johnson 
John C. Johnson 

/s/ Charles P. Huffman 
Charles P. Huffman 

Title 

Date 

Chairman of the Board and Director 

March 13, 2006 

President, Chief Executive Officer 
and Director (principal executive officer) 

March 13, 2006 

Executive Vice President, 
Chief Operating Officer and Director 

March 13, 2006 

Vice President - Finance and 
Chief Financial Officer 

March 13, 2006 

Controller (principal accounting officer) 

March 13, 2006 

Director 

Director 

Director 

Director 

Director 

Director 

Director 

Director 

51

March 13, 2006 

March 9, 2006 

March 13, 2006 

March 13, 2006 

March 13, 2006 

March 13, 2006 

March 13, 2006 

March 13, 2006 

 
 
 
 
 
 
  
  
  
 
  
 
 
 
  
  
  
 
 
 
  
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
HOSPITAL CUSTOMER LOCATIONS

CPSI

6600 Wall Street

Mobile, AL  36695