Quarterlytics / Healthcare / Medical - Healthcare Information Services / Computer Programs and Systems

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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FY2013 Annual Report · Computer Programs and Systems
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2013 AnnuAL R ePoRT

Company Profile

CPSI is a leading provider of electronic health records systems for more than 650 community, rural and critical access 
hospitals and their 12,000 providers. Founded in 1979, the Company is dedicated to meeting the ever-changing needs 
of healthcare IT, while optimizing the quality of care for rural areas and communities in 46 states and the District of 
Columbia. CPSI provides a complete information and patient care system from business office to bedside, combined  
with comprehensive implementation, training and ongoing support from our staff of approximately 1,400 healthcare  
and business professionals. CPSI’s wholly owned subsidiary, TruBridge, LLC, focuses exclusively on providing business 
office, consulting and managed IT services to rural and community healthcare organizations, regardless of their  
primary IT vendors. For more information, visit www.cpsi.com or www.trubridge.net.

Annual Meeting

The annual meeting of stockholders will be held on May 15, 2014, at 9:00 a.m., Central Time, at the Mobile Convention 
Center, One South Water Street, Mobile, Alabama.

Financial Highlights

(In thousands, except per share data) 

Total sales revenues 

Total cost of sales 

  Gross profit 

Total operating expenses 

  Operating income  

Total other income 

Income before taxes 

Provision for income taxes 

  Net income 

Net income per share - basic 

Net income per share - diluted 

Weighted average shares outstanding:

  Basic   

  Diluted 

Years Ended December 31,
2013 

2012

$  200,863 

107,126 

$  183,309

102,648

93,737 

43,493 

50,244 

466 

50,710 

17,967 

32,743 

2.95 

2.95 

11,101 

11,101 

$ 

$ 

$ 

80,661

39,384

41,277

721

41,998

12,025

29,973

2.71

2.71

11,066

11,066

$ 

$ 

$ 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
left inside panel

Letter To Shareholders:

By nearly every measure, 2013 was an outstanding year for CPSI as we enhanced our position as a leading 
provider of healthcare information solutions for rural and community hospitals. Since the passing of the 
American Recovery and Reinvestment Act (ARRA) in 2009, the healthcare regulatory landscape has been 
transformed by significant technological changes and challenges from many directions. We believe one of 
CPSI’s enduring strengths has been our ability to successfully manage change; whether in offering the latest 
technology and applications, or helping our hospital clients navigate through the latest regulatory requirements 
for government stimulus spending.  

Amidst this ongoing transformation in healthcare delivery and systems, we continue to see great opportunity 
for CPSI. As such, we have worked hard to position ourselves with the capacity to meet the accelerating demand 
for electronic health record (EHR) software with favorable results. Our success over the past year reflects our 
consistent execution with the right combination of products, services and support to meet the needs of rural 
and community hospitals. Today, more than ever, healthcare delivery organizations are increasing their focus 
on quality and care coordination and applying this approach across a broader spectrum of patient care under 
the new “Population Health” model. CPSI is at the forefront of supporting this model, with the right technology 
to help providers assess their entire population, thereby increasing the efficiency of healthcare delivery and 
improving outcomes. By partnering with CPSI, hospitals can be confident they are getting an integrated 
healthcare information solution from the same vendor across the continuum of care. 

In 2013, we demonstrated again our ability to respond to market opportunities with solid financial results. 
Revenues for 2013 increased to $200.9 million, up 10 percent from the preceding year. We were pleased to 
reward our shareholders with net income of $32.7 million, or $2.95 per diluted share. In addition, in 2013, we 
paid an annual dividend of $2.04 per share. Commencing in the first quarter of 2014, our Board of Directors 
approved a 12 percent increase in the regular quarterly cash dividend to $0.57 per share, or $2.28 on an annual 
basis. This increase reflects our commitment to provide consistent value to our long-term shareholders. Our 
balance sheet continues to be strong, with solid cash flow in 2013 and no debt. We believe our disciplined focus 
on financial management has continued to be a strategic advantage for CPSI.

Since the start of the current decade, the adoption of healthcare information technology has been in full swing.  
Specifically, since the enactment of ARRA, our primary focus has been on helping community hospitals 
successfully attest to meeting the Stage One meaningful use criteria for EHR software. We have an enviable 
track record of meaningful use success and, at the end of 2013, we had over 400 hospitals successfully attest 
using CPSI systems. These hospitals received in excess of $514 million from the federal government. This 
accomplishment places CPSI significantly ahead of any of the competitors in our space and in the top three 
vendors in complete EHR certifications.

Even more exciting are the opportunities ahead for both CPSI and our clients. As we are wrapping up Stage One 
certification and payments, CPSI is one of the very first EHR vendors to receive Stage Two certification. We have 
reiterated to our clients that our commitment to their successful participation in the EHR adoption initiative 
goes far beyond Stage One. Our early certification for Stage Two clearly demonstrates that commitment. Our 
meaningful use Stage Two certified software release, Version 19, was successfully installed in over 525 facilities, 
or more than 80 percent of our hospitals, at the end of 2013. Additionally, this version of our software satisfies 
all ICD-10 billing and reporting requirements scheduled to go into effect in the fall of 2014. We believe we 
have a distinct advantage over our competition, and we intend to leverage our past success into increased 
opportunities for CPSI.

We also continue to identify and pursue competitive replacements for hospitals that have systems that will not 
be able to achieve Stage Two, as well as hospitals who were not satisfied with the process of attesting for Stage 
One using their current vendor. As a result of our stand-out execution through the strategically critical early 
years of EHR adoption, CPSI is well positioned to compete for replacement system opportunities for Stage Two 
and Three of meaningful use and beyond. 

Our success in the marketplace has been largely due to our proven ability to anticipate and 
address the technology needs of our clients. We are especially pleased with the response to our 
new medical practice system, which was Stage Two certified at the end of 2013. Importantly, 
this solution will support a high standard of productivity for the front line of healthcare—the 
physician. Given that many of our client hospitals own most of the physician practices in their 
community, we are well positioned to take advantage of this opportunity. In fact, CPSI is the 
only vendor in the rural and community EHR sector to offer its own internally developed, fully 
integrated and certified hospital and ambulatory products.  

On track for release in the third quarter of 2014 is our emergency department application with 
patient tracking boards, real time displays of patient locations, computerized physician order 
entry specific to emergency room workflows, and clinical alerts. The emergency department is 
the primary patient intake area for most of our hospitals, so the need to automate and capture 
patient data here is significant. All indications from our client base show an integrated emergency 
department solution will be very much in demand, and we believe this application will have wide 
acceptance when it is generally available in the third quarter of this year.

CPSI has enjoyed a long history of offering incremental administrative services to our hospital 
installed base. In early 2013, we rolled out revenue cycle management, clinical consulting and 
information technology services, and integrated these with our other business services to form 
TruBridge, LLC, a wholly owned subsidiary of CPSI. The formation of TruBridge was the next 
logical step in our strategy to expand our access to a broader market for our services. We are 
especially pleased that TruBridge revenue increased 14 percent over the past year, marking a solid 
start to this new venture.

As the demand for consulting services has accelerated, the market response, both within our client 
base and from non-CPSI EHR hospitals, to our TruBridge consulting capabilities has been even 
better than anticipated. Notably, in 2013, we experienced an 80 percent increase in consulting 
contracts over the prior year with a corresponding 89 percent increase in consulting revenues for 
the year. We are confident in our ability to continue to provide these valuable consulting services 
and execute at a high level for any rural or community healthcare organization, regardless of their 
current information technology vendor. 

We are energized by the momentum in our business and the opportunities ahead for CPSI in 2014. 
The entire healthcare industry is experiencing unprecedented and complex changes, and, more 
than ever, our client hospitals are looking to CPSI as they respond to the technological demands of 
a dynamic marketplace. We continue to bring together the best possible complement of products, 
services and support to help rural and community hospitals meet their key objectives of improving 
operating efficiencies and ultimately delivering better care to patients. We are proud to be part 
of this process and equally proud of our exceptional team of employees who have made our past 
success possible and our future promising.  

As always, we thank our shareholders for your support.

Sincerely,

J. Boyd Douglas 
Chief Executive Officer and President

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D

 
 
 
 
 
 
 
 
 
 
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, 2013 
OR

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:

Title of Each Class
Common Stock, par value $.001 per share

Name of Each Exchange on Which Registered
The NASDAQ Stock Market LLC

Securities registered pursuant to Section 12(g) of the Act:
None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  
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  
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 

    No  

    No  

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  

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data 

File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for 
such shorter period that the registrant was required to submit and post such files).    Yes  

    No  

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, a non-accelerated filer, or a smaller reporting 

company. See the definitions of "large accelerated filer," accelerated filer” and "smaller reporting company" in Rule 12b-2 of the Exchange Act. 
(Check one):

  Large accelerated filer  
Non-accelerated filer 
(Do not check if smaller reporting company)

Accelerated filer  
Smaller reporting company 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes  
The aggregate market value of common stock held by non-affiliates of the registrant at June 30, 2013 was $509,131,481.
As of March 11, 2014 the registrant had outstanding 11,163,950 shares of its common stock.

    No  

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 15, 2014 are incorporated by reference 

into Part III of this report.

 
 
 
 
 
 
 
 
(THIS PAGE INTENTIONALLY LEFT BLANK) 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Item No.

Page No.

Special Note Regarding Forward-Looking Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

TABLE OF CONTENTS

1

1A.
1B.
2
3
4

5

6
7

7A.
8
9

9A.
9B.

10
11
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PART I
Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industry Dynamics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Our Solution. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Strategy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Our Products and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
System Implementation and Training . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Technology. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Product Development and Enhancement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Customers, Sales and Marketing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Backlog . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Competition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Health Information Security and Privacy Practices . . . . . . . . . . . . . . . . . . . . . . . . .
Internal Management Control System . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Intellectual Property. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Executive Officers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Company Web Site. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Risk Factors. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mine Safety Disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PART II

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

PART III
Directors, Executive Officers and Corporate Governance . . . . . . . . . . . . . . . . . . . . . . .
Executive Compensation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Certain Relationships and Related Transactions, and Director Independence . . . . . . . .
Principal Accountant Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PART IV
15
Exhibits and Financial Statement Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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*

Portions of the definitive Proxy Statement for the Annual Meeting of Stockholders to be held on May 15, 2014
are incorporated by reference into Part III of this Form 10-K.

 
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:

• 

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• 

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overall business and economic conditions affecting the healthcare industry;

government regulation of the healthcare and health insurance industries;

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

potential effects of the federal healthcare reform legislation enacted in 2010, and implementing regulations, 
on the businesses of our hospital customers;

funding uncertainties associated with, and potential expenditures required by, the American Recovery and 
Reinvestment Act of 2009 in connection with the adoption of electronic health records;

saturation of our target market and hospital consolidations;

changes in customer purchasing priorities, capital expenditures 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;

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

changes in accounting principles generally accepted in the United States of America;

breaches of security and viruses in our systems resulting in customer claims against us and harm to our 
reputation;

potential intellectual property claims against us;

general economic conditions, including changes in the financial and credit markets that may affect the 
availability and cost of credit to us or our customers; 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 23 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.

i

 
ITEM 1.

BUSINESS

Overview

PART I

Computer Programs and Systems, Inc. ("we," "CPSI" or the "Company") is a leading provider of healthcare 

information technology solutions for rural (including critical access) and community hospitals, with over 650 client 
hospitals in 46 states and the District of Columbia. Founded in 1979, we are a single-source vendor providing 
comprehensive software and hardware products, complemented by complete installation services and extensive 
support. Our fully integrated, enterprise-wide system automates clinical and financial data management in each of 
the functional areas of a hospital. Our software and hardware products and installation and support services are 
further complemented by business management, consulting and managed information technology ("IT") services 
offered by our wholly-owned subsidiary, TruBridge, LLC ("TruBridge"). We believe our products and services 
enhance hospital performance in the critical areas of clinical care, revenue cycle management, cost control and 
regulatory compliance.

Our target market includes rural and community hospitals with 300 or fewer acute care beds. Our primary 

focus within this defined target market is on hospitals with 100 or fewer acute care beds, which comprise 
approximately 94% of our hospital customer base. In addition to our target market, we provide information 
technology services to other entities in the healthcare industry, such as nursing homes, home health agencies and 
physician clinics. During 2013, we generated revenues of $200.9 million from the sale of our products and services.

Industry Dynamics

The healthcare industry is the largest industry in the United States economy, comprising approximately 17.2% 
of the U.S. gross domestic product in 2012 according to the Centers for Medicare and Medicaid Services ("CMS"). 
CMS estimates that by fiscal 2022 total U.S. healthcare spending will reach $5.0 trillion, or 19.9% of the estimated 
U.S. gross domestic product.

Hospital services represents one of the largest categories of total healthcare expenditures, comprising 
approximately 31.6% of total healthcare expenditures in 2012 according to the CMS. According to the American 
Hospital Association’s AHA Hospital Statistics, 2014 Edition, there are approximately 4,200 community hospitals in 
the United States that are in our target market of hospitals with 300 or fewer acute care beds, with approximately 
2,600 of those in our primary area of focus of 100 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 and their dependency on Medicare and Medicaid populations for a 
substantial portion of their revenue. However, we believe healthcare providers can successfully address these issues 
with the help of advanced medical information systems and our suite of complementary services. Specific examples 
of the challenges and opportunities facing healthcare providers include the following.

Changing Economic Dynamics. The economy of the healthcare industry, although not immune to general 
macroeconomic conditions, is heavily impacted by legislative and regulatory initiatives of the federal and state 
governments.  These legislative and regulatory initiatives have a particularly significant impact on our customer 
base, as rural and community hospitals typically generate a significant portion of their revenues from beneficiaries 
of the Medicare and Medicaid programs. Consequently, even small changes in these federal and state programs have 
a disproportionately larger impact on rural and community hospitals as compared to larger facilities where greater 
portions of their revenues are typically generated from beneficiaries of private insurance programs. Medicare 
funding and reimbursements fluctuate year to year and, with the growth in healthcare costs, will continue to be 
scrutinized as the federal government attempts to control the costs and growth of the program. The Medicaid 
program, which is a federal/state program managed by the individual states and dependent in part on funding from 

1

the states, also continues to experience funding issues due to the increasing cost of healthcare and limited state 
revenues.

Mandatory cuts in federal spending resulting from the Budget Control Act of 2011 became effective on 
March 1, 2013. Although Medicaid is specifically exempted from the cuts mandated by the legislation, it includes a 
reduction of up to 2% in federal Medicare spending, all of which will be achieved by reduced reimbursements to 
healthcare providers.  Additionally, the Patient Protection and Affordable Care Act, more commonly referred to as 
the Affordable Care Act (the "ACA"), contains a number of provisions designed to reduce Medicare and Medicaid 
program spending by significant amounts, many of which are already in effect.  As the federal government seeks in 
the future to further limit deficit spending due to fiscal restraints, it will likely continue to cut entitlement spending 
programs such as Medicare and Medicaid matching grants which will place further cost pressures on hospitals and 
other healthcare providers. Furthermore, federal and state budget shortfalls could lead to potential reductions in 
funding for Medicare and Medicaid. Reductions in reimbursements from Medicare and Medicaid could lead to 
hospitals postponing expenditures on information technology.

While legislative and regulatory initiatives are placing significant pressure on Medicare and Medicaid 
reimbursements, our customer base of rural and community hospitals are also likely faced with increases in demand 
for Medicare and Medicaid services.  We expect that the demand for Medicare and Medicaid services will increase 
for the foreseeable future due to the growing number of people born during the post-World War II baby boom 
becoming eligible for Medicare benefits at age 65 and Medicaid coverage expanding under the provisions of the 
ACA.  The challenges posed by this dual-threat of increased demand for Medicare and Medicaid services and 
downward pressure on reimbursements are further complicated by the shift away from volume-based reimbursement 
towards value-based reimbursement, linking reimbursement to quality measurements and outcomes.

To compete in the continually changing healthcare environment, providers are increasingly using technology 

in order to help maximize the efficiency of their business practices, to assist in enhancing patient care, and to 
maintain the privacy of patient information. Healthcare providers are placing increased demands on their 
information systems to accomplish these tasks. We believe that information systems must facilitate management of 
patient information across administrative, financial and clinical tasks. Information systems must also effectively 
interface with a variety of payor organizations within the increasingly complex reimbursement environment.

The American Recovery and Reinvestment Act of 2009. In February 2009, President Barack Obama signed into 

law the American Recovery and Reinvestment Act (the "ARRA"). This $787 billion economic stimulus package 
includes a number of healthcare policy provisions, including approximately $19 billion in funding over a ten-year 
period for health information technology infrastructure and Medicare and Medicaid incentives to encourage doctors, 
hospitals and other providers to use health information technology to electronically exchange patients’ health 
information, through the development of health information exchanges ("HIE") and the adoption of electronic health 
records ("EHR"). Approximately $2 billion of the total funding amount is in appropriated funds for discretionary 
grants, loans and technical assistance programs designed to aid providers with the development of HIE by individual 
states and the adoption of EHR. These funds are being disbursed by various agencies within the Department of 
Health and Human Services, either directly to providers – including private physician offices – or to other entities 
like states or non-profit organizations. The remaining allocated amounts take the form of Medicare and Medicaid 
payment incentives. The ARRA identifies four priority areas for spending with respect to health information 
technology: (1) HIE establishment; (2) EHR adoption; (3) workforce training; and (4) new technology research and 
development. In order to qualify for EHR funding, providers are required to adopt an EHR system and connect to an 
HIE, which means funding is dependent on state action to establish HIEs.   

We have been focused on ensuring that we take the necessary steps to meet the needs of rural and 

community hospitals to help them gain access to the incentives made available under the ARRA. Primary among 
those steps is ensuring that our technology meets the ARRA’s EHR certification requirements. During 2010, both 
our hospital and medical practice EHR solutions were certified as a complete EHR by the Certification Commission 
for Health Information Technology ("CCHIT®").  Receiving this certification for both our hospital and medical 
practice EHR products ensures that both hospitals and providers using our EHR systems can attain "meaningful use" 
of EHRs and qualify for certain EHR incentives.  Continuing this focus on ensuring that our technology meets the 
ARRA's EHR certification requirements, we recently announced that Version 19 of our hospital and medical practice 

2

 
EHR systems were each certified by CCHIT® as a complete EHR system in compliance with the Office of the 
National Coordinator for Health Information Technology ("ONC") 2014 Edition criteria.  The ONC 2014 Edition 
criteria support both stage one and stage two meaningful use measures required to qualify eligible hospitals and 
providers for funding under the ARRA.  As a result of our obtaining the CCHIT® certification and our track record 
with our hospital customers successfully achieving meaningful use, the ARRA has had and should continue to have 
a positive impact on our business and the businesses of the rural and community hospitals that comprise our target 
market.

Continued Push for Improved Patient Care. With the increased pressure to reduce medical errors and improve 
patient safety, driven in part by the general shift towards value-based reimbursement, hospitals are actively seeking 
information technology solutions for clinical decision support. This migration toward clinical decision support 
solutions is further supported by the ARRA. Provisions of the ARRA offer incentives for hospitals to become 
meaningful users of EHRs through September 2015, and approximately 420 of our hospital customers have received 
these incentive payments as of the date of this filing. Hospitals and healthcare providers that have not implemented 
EHRs with HIE connectivity by October 1, 2015 will be penalized with lower Medicare payment levels after that 
date.

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 historical underinvestment has caused healthcare 
providers to rely on non-integrated, complex and inefficient information systems. A hospital’s failure to adequately 
invest in a modern medical information system 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 and related services 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. Despite challenging economic conditions, we believe the 
industry will increase its adoption of information technology as a management tool, particularly as a result of the 
ARRA.  Additionally, we believe that the industry will increase its utilization of third party services that contribute 
to the achievement of these and other objectives necessary for success in the current environment.  We believe these 
dynamics should allow for future revenue growth for both our information technology solutions and our 
complementary suite of services.

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, rural and 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. These pressures on the operating environments of rural and community hospitals 
were increased with the passage of the ARRA in 2009 which, in addition to providing incentives to healthcare 
providers to achieve meaningful use of EHR, will result in lowered Medicare payment levels after 2015 for 
healthcare providers that have yet to achieve meaningful use of EHR.

We believe that the CPSI solution meets these challenges facing rural and community hospitals by providing 
fully integrated, enterprise-wide and ARRA certified medical information systems and services that are compliant 
with the Health Insurance Portability and Accountability Act of 1996 ("HIPAA") and 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 component of our complete solution, we provide ongoing customer service through regular 
interaction with customers, customer user groups and extensive customer support. Further, through our wholly-
owned subsidiary, TruBridge, we offer business management, consulting and managed IT services that allow 
customers to avoid some of the fixed costs of a business office and leverage our expertise and resources in helping 
them identify their IT objectives, define the best way to meet those requirements and manage the resulting projects 

3

and associated technologies. As a result, 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 continually 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 that we provide an information technology solution that meets the needs of rural and community hospitals. 
Our business has continued to grow because we have successfully addressed the needs of rural and 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.

In January 2013, we formed TruBridge as a wholly-owned subsidiary focusing exclusively on providing 
business management, consulting and managed IT services to rural and community healthcare organizations. While 
our traditional customer base for these services has been those rural and community healthcare organizations who 
have selected CPSI as their single-source healthcare information solutions provider, we believe that the formation of 
TruBridge will allow for an improved focus of our marketing and service delivery resources and assist us in 
expanding the customer base for these service offerings to all rural and community healthcare organizations, 
regardless of their primary healthcare information solutions provider.

Strategy

Our objective is to continue to grow as a leading provider of healthcare information technology systems and 
services to rural and community hospitals by expanding on the strategy that we have successfully pursued for over 
thirty 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 system. After installation, our support teams answer and address 
customer questions and issues related to any aspect of the system. Through TruBridge, we also offer our customers 
additional services such as business management, consulting and managed IT 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 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 close to a 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 

4

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 for our Software and Hardware Products. We will continue to target small 
hospitals of 100 or fewer acute care beds, as well as expand our presence in midsize hospitals of 300 or fewer acute 
care beds. In addition, a number of our customers are small specialty hospitals that focus on discrete medical areas 
such as surgery, rehabilitation and psychiatry. According to the most recent data available from the U.S. Department 
of Health and Human Services, there are approximately 1,200 specialty care hospitals in the United States 
(excluding critical access and children’s hospitals). 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 software and hardware products and additional services to our 
existing customers who have not purchased our complete package of products and services.

Expand Presence in Target Market for our Suite of Additional Services. In January 2013, we formed TruBridge 

as a wholly-owned subsidiary focusing exclusively on providing business management, consulting and managed IT 
services to rural and community healthcare organizations. While we will continue our previous strategy of 
continuing to sell additional services to those rural and community healthcare organizations that have selected CPSI 
as their single-source healthcare information solutions provider, we believe that the formation of TruBridge will 
enable us to more effectively market and further expand our target market for these service offerings to all 
healthcare providers, regardless of their primary healthcare information solutions provider. There are approximately 
4,200 community hospitals in the United States that are in our target market of hospitals with 300 or fewer acute 
care beds, with approximately 2,600 of those in our primary area of focus of 100 or fewer acute care beds. Given the 
magnitude of the marketplace for TruBridge’s services, the ability to expand the customer base for our suite of 
services beyond the more than 650 hospitals who have selected CPSI as their primary healthcare information 
solutions provider has the potential to drive significant revenue growth.

Emphasize Other 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 recurring revenues will also continue to 
increase from the business management, consulting and managed IT services provided by TruBridge, which we 
market to all rural and community healthcare organizations, regardless of their primary healthcare information 
solutions provider. Our business management services include electronic billing, patient statement processing, 
accounts receivable management, payroll processing, ISP services and web site hosting. Our consulting services 
include IT staffing, IT infrastructure assessment, and project management for application implementation and 
meaningful use attestation. Our managed IT services include managed network services, server and storage 
management, and desktop support, as well as communications, connectivity, security and data center services.

Our Products and Services

New Products

Much of our software programming efforts in 2013 and continuing into 2014 have been and will continue to 

be focused on helping our customers to achieve stage two of meaningful use of EHR, as the volume and complexity 
of changes required to reach stage two are considerable. The final rules regarding stage two of meaningful use of 
EHR were released in 2012, and hospitals were allowed to begin reporting their compliance with stage two 
requirements on October 1, 2013. Stage two increases data capture requirements and use of medical vocabularies, 
expands stage one functionality requirements, increases interoperability requirements and emphasizes greater patient 
engagement. To meet these new requirements, new data elements and functionalities have been created and tied to 
the existing data structure and system functionalities in a manner that is consistent with healthcare provider 
workflows. Updates associated with stage two of meaningful use of EHR were provided to our customers with the 
release of Version 19 of the CPSI system in July 2013.

5

During 2013, our development efforts also focused on the completion of our emergency department 
application. This new application is currently in beta testing and is scheduled to be generally available in the third 
quarter of 2014. The emergency department application is specifically designed for the care environment and 
workflow of a hospital emergency department. The application will provide comprehensive and customizable patient 
tracking boards; real time displays of patient locations, statuses and order/results alerts; computerized physician 
order entry specific to emergency care and workflow; evaluation and management coding specific to emergency 
department patients; and department-contained order routing and resulting. We feel that our emergency department 
application will allow customers to apply information system efficiencies to the most costly care environment in the 
hospital.

Software Systems

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

functional areas of rural and 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 our customers with 
software enhancements and upgrades periodically on a when-and-if-available basis. 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 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 Software as a Service ("SaaS") services; and

increase the flow of information by replacing centralized data over which there is limited control 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 have installed 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 purchase 
one or more of our clinical, patient care and enterprise applications. Over two-thirds of our customers have 
purchased a combination of applications that meet their enterprise-wide information technology needs.

6

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. Our 
patient management software:

Registration

• records patient admissions, discharges and transfers

• manages patient status, room assignments and recurring charges

• keeps information available to all hospital personnel in formats designed

for their particular requirements

Patient Accounting

• records patient charges and maintains accounts receivable information

including aging, service charges and cash receipts

• generates and processes insurance claims

Health Information
Management

• 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

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

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

suite:

Enterprise Wide Scheduling

• maintains all patient scheduling information

Contract Management

• tracks patients enrolled in managed care plans and conforms billing

functions to such plans

Quality Improvement

• 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

• summarizes daily financial transactions regarding patient revenues,

receipts, census statistics and billing information for ready access by
hospital administrators

General Ledger

• 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

7

Accounts Payable

• processes vendor invoices and payments and their related general ledger

entries

Payroll/Personnel

• calculates all employee wages and benefits for an unlimited number of

salaried and hourly employees

• allocates employee time to user-defined cost centers

Time and Attendance

• 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

Electronic Direct
Deposits

• provides for computerized bank deposits to meet payroll and accounts

payable needs

Human Resources

• 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

Budgeting

• allows for complete online budget preparation through computerized

access to historical data

Fixed Assets

• allows access to information regarding hospital assets including locations

and depreciation scheduling

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

• allows users to receive orders from any designated location, process

orders and report results, and maintain technical, statistical and account
information

Laboratory Instrument
Interfaces

• 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

8

Radiology Information
Systems

• 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

ImageLink®

• 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 health record complete with

diagnostic images

• provides physicians real-time access to diagnostic images via the internet

through ChartLink®

Physical Therapy and
Respiratory Care

• 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

Pharmacy

• 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

• reduces "lost" charges and mistakes due to illegibility

• increases efficiency of nursing stations

• provides interactive, real time status reports for orders

Point-of-Care System

• 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

9

Patient Acuity

ChartLink®

Medication Verification

• 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 a secure and interactive portal to patient

information through a hospital’s web site

• optional computerized physician order entry, including the ability to

enter medication and 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 past
medication orders for that patient

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

interactions

Resident Assessment
Instruments

• 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

Medical Practice EMR

• provides medical practices and clinics with a complete CCHITSM 

certified electronic medical record

• supports patient account management and insurance processing for

single and multiple practices/clinics

• automates medical practice workflow with an interactive white board,
template driven documentation, image capture/document scanning and
an integrated superbill

• integrated with CPSI’s ChartLink® EMR portal, the module provides
immediate and secure access to the patient’s complete ambulatory and
inpatient history

• supports both hospital-based and remote practices/clinics

• supports patient account management and insurance processing for home

health agencies

• provides complete, regulatory compliant home care tracking

• provides for remote in-home documentation of care

• provides the hospital’s outreach clients, such as physicians, their office

administrators, nursing homes, home health agencies and local
businesses, with remote access to online, real-time, secure patient data as
needed and appropriate for each outreach client

• includes insurance and billing information, diagnosis and procedure

coding, discharge summaries, pharmacy profiles and other clinical and
administrative information

Outreach Client Access

Electronic Forms

• electronic form templates replace paper-based records and care forms

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

health record

10

Physician Documentation

• electronic documentation of all aspects of a physician/patient encounter

• documentation is integrated with clinical applications to allow inclusion
of diagnostic results, patient clinical data, patient diagnosis, medications
and orders

• promotes compliance with regulatory standards while assisting in

optimizing reimbursement for services provided

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 discernible difference to the user 
in software functionality.

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.

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 per 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 530 employees as of December 31, 2013 who provide customer service and 
support, we currently have close to a one-to-one support staff to customer ratio.

User Group. All of our customers have the opportunity to be members of our user group from which we solicit 

feedback regarding our products. We host a national user group meeting annually. This group meets to discuss and 
recommend product modifications and improvements which it then evaluates and prioritizes. 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 that we receive 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, for each customer covered under our general support 
agreement, we provide software updates as they become available at no additional cost. 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 with 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 

11

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 general support agreements, we are also committed to promptly 
replacing malfunctioning system hardware in order to minimize the effect of operational interruptions. By offering 
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.

Cloud Electronic Health Record (EHR). In some circumstances, we offer Cloud EHR services to customers 
via remote access telecommunications. Cloud EHR is a "Software as a Service" or "SaaS" configuration and is in 
essence a subscription to access and use application software maintained by CPSI in a cloud environment for a 
monthly fee.  Under this configuration, a customer is able to obtain access to an advanced EHR without a significant 
initial capital outlay. We store and maintain all Cloud EHR customers’ critical patient and administrative data using 
TruBridge Cloud Computing Services. These customers access this information remotely through direct 
telecommunications connections.

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.

Business Management, Consulting, and Managed Information Technology Services

We offer complementary services through TruBridge, our wholly-owned subsidiary, which can be grouped 

into the following categories:

•  Business Management Services

•  Consulting Services

•  Managed Information Technology Services

Business Management Services. Our business management services consist of the following service offerings:

Electronic Billing

Insurance Services

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

• In addition to electronic billing, we offer customers complementary
insurance services, including insurance follow-up, claim eligibility
checking, claim status checking, pharmacy online adjudication, medical
necessity database updates, Medicare Connect access, review of health
services transactions and electronic remittances. Using these services
allows customers to improve their revenue cycle management by
reducing the incidents of invalid claims, monitoring the progress of valid
claims, and ensuring the timely and accurate application of insurance
payments.

12

Statement Processing

Accounts Receivable
Management

Payroll Processing

Contract Management

• 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 action 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. Similar to electronic billing, this service saves the customer
both time and money.

• We offer customers the option of using us to perform their patient billing

functions and accounts receivable management. Using this service
allows customers to reduce costs by employing fewer full-time
administrative employees.

• We offer customers the option of using us to perform their payroll

functions, including payroll processing, tax and deduction management,
quarterly and yearly reporting, and electronic pay stubs.

• We offer customers the option of using us to perform audits of payments
from third-party insurers with which a customer executes managed care
contracts to ensure payments are made in accordance with the agreed
upon metrics.

Consulting Services. Our consulting services consist of the following service offerings:

Revenue Cycle Consulting

Clinical Consulting

Information Technology ("IT")
Consulting

• We offer customers revenue cycle consulting services, including revenue
cycle assessment, process redesign, interim management, benchmarking,
ICD-10 Readiness and custom contracted services. With decades of
experience in healthcare operations, we understand what works in rural
and community healthcare contexts and are able to develop achievable
plans to help customers meet their revenue cycle goals.

• We offer customers clinical consulting services, including computerized
physician order entry adoption, meaningful use achievement, point-of-
care utilization, clinical application roll-out, physician documentation,
medical practice management, medication reconciliation and custom
contracted services. With decades of experience in electronic health
record technology, our consultants are intimately familiar with what is
required to meet regulatory mandates and create useful clinical
information systems for caregivers of all kinds.

• We offer customers IT consulting services, including strategic planning,
IT infrastructure assessment, IT planning, design and deployment, IT
resource services, security risk assessment and custom contract services.
With a clear understanding of the IT issues and challenges faced by rural
and community healthcare enterprises, our consultants can identify a
path that will make best use of a hospital’s existing infrastructure, while
positioning the hospital for the challenges yet to come.

13

Managed Information Technology ("IT") Services. Our managed IT services consist of the following service 

offerings:

Cloud Computing

• We offer customers cloud computing services utilizing server and storage

resources maintained in our SOC 1 accredited data center. Cloud
computing utilizes virtual environments to meet customer processing and
data storage needs for live operations, disaster recovery co-location,
testing and training, and system backups.

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.

Managed Network Services

Server and Storage
Management

Desktop Support

• We offer comprehensive support for LAN, WLAN, WAN and VPN
infrastructures for those customers needing assistance with their data
networks. Security updates, hardware support, network monitoring,
wireless access management, VPN and private point-to-point
connectivity management and monitoring solutions can be subscribed to
based on the client’s unique needs.

• We offer complete management of CPSI-installed server and storage

technology, including monitoring, administration and change
management solutions to enhance client availability strategies for those
important assets.

• We offer timely support for desktop hardware, operating systems, select
application software and peripheral devices. Desktop support offerings
can help expedite problem resolution and ensure employees are not
hindered by technological obstacles.

Communications Solutions

• We offer a robust set of fault tolerant communications hosting solutions
for web sites and electronic mail, smartphone email integration and DNS
services.

Connectivity Solutions

• We provide a variety of solutions to help ensure clients can stay

connected to the Internet in remote locations, including MPLS, Metro-E,
DSL, DS-1, DS-3 and other options.

Security Services

• We offer complete solutions for protecting the integrity of information
systems and keeping systems compliant with federal security laws,
including HIPAA privacy and security requirements. Solutions for
malware (anti-virus protection), Internet content filtering and firewall
administration can all be provided by CPSI.

Data Center Services

• We offer a SOC 1 accredited data center to house and manage client

servers and storage technologies. Solutions for managing these
environments and the provision of other data center services, such as
disaster recovery co-location and remote testing services, are available.

14

The following table presents our revenues by major solutions and services as a percentage of total revenues:

Sales revenues:

System sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Support and maintenance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Business management, consulting and managed IT services . . . . . . . . . . . . . . . .

Year ended December 31,

2013

2012

2011

40.7%
39.6%
39.7%
37.0%
36.7%
35.6%
24.7%
22.3%
23.7%
100.0% 100.0% 100.0%

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 to four 

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, medical technicians, and providers 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. The CPSI system features a Linux operating system, open source 
SQL-compliant database, Java™ and a cross-platform user interface (UI). This reliable platform allows CPSI to 
provide its clients with an extensive range of capabilities to enhance IT operations and implement other new, 
complementary technologies, such as role-based customization and access from various end-user devices. The SQL-
compliant database offers the ability to efficiently mine the mass of clinical data being captured by a hospital EHR 
system to meet the hospital's internal demands along with regulatory and interoperability requirements.

Server and Storage. Whether managing multiple guest machines on a hypervisor or operating a single bare 

metal server, the enterprise class hardware provided as part of CPSI’s turnkey solution is based on individual 
customer requirements.  The robust infrastructure solutions implemented are scalable while still providing for high 
availability, redundancy and data integrity.  Certified and trained technicians are employed to provide timely support 
and maintenance on all hardware currently supported by the Company.

ClientWare®. CPSI provides a client/server based solution where its ClientWare® application integrates the 

Linux environment with other end-user devices. This integration brings together the strengths and flexibility of 
many operating environments and devices.  The processing power of Linux combined with the communication and 
portability aspects of other operating systems creates an information system that allows the use of familiar "point 
and click" processing. CPSI’s latest versions of ClientWare® offer easy interface with and access to a wide range of 
devices and applications.

Information Availability. EHR availability is crucial for continued patient care during system outages. CPSI 

offers several hardware and software options to assist its clients in creating an acceptable data recovery and business 
contingency plan based on the suite of applications utilized.  These options range from hardware redundancy, real-
time data replication and server clustering to maintaining availability of vital patient information during planned 
system maintenance.

15

 
 
Data Security.  Protecting individually identifiable health information and other sensitive data is a critical and 
essential function of CPSI’s solutions.  A variety of industry-standard approaches which meet or exceed regulatory 
requirements such as HIPAA and HITECH are employed. To assist in avoiding unauthorized access for the life span 
of this data, diverse methods of identification, authentication, authorization and encryption are utilized at various 
layers, inclusive of the operating system, application software and hardware.  These concepts are shared amongst 
servers and other end-user devices and are complemented by our Change Management module which allows the 
software change control cycle to be a formal, defined process.

Product Development and Enhancement

We continually work to improve and enhance the CPSI system and to develop new products and services for 

our customers. The primary source of ideas for improvements to our products and services comes from our 
customers, which submit suggestions to us 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. 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, a Product Development Services division was created in 2008. 
This division is responsible for the design, development, quality assurance/testing, and distribution of all application 
software. By consolidating all of our development efforts under a single division, we can ensure standardization in 
our software development processes and effective utilization of our resources. This approach to research and 
development allows us to quickly adapt to technological advances and improve our products and services to better 
serve the needs of our customers. As of December 31, 2013, we had 200 employees in our Product Development 
Services division, including 9 research and development employees whose dedicated function is to develop new 
uses for and applications of technology available in the marketplace. During the years ended December 31, 2013, 
2012 and 2011, we expended approximately $2.8 million, $2.8 million and $2.5 million, respectively, on research 
and development activities.

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, with a primary focus on hospitals with 100 or fewer acute care beds. In the United States, 
there are approximately 4,200 community hospitals with 300 or fewer acute care beds, with approximately 2,600 of 
these having 100 or fewer acute care beds. 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 the date of 
this filing, we have installed our system in over 650 facilities in 46 states and the District of Columbia. 
Approximately 94% 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 continuing to increase our market share and competitive position in 
the under 100 acute care 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. As of December 31, 2013, we had 36 employees dedicated to direct sales, 18 of whom 
concentrate on new prospects, and 18 of whom are responsible for the sale of additional products and services to 
existing customers. We hire our sales representatives from our existing employees. Nearly three-quarters of our sales 
representatives have over 10 years of experience with the Company, including experience in installation, training 
and customer support. 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 commission 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 

16

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.

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 and maintenance, business management, consulting and managed IT services. As of December 31, 
2013, we had a twelve-month backlog of approximately $51 million in connection with non-recurring system 
purchases and approximately $116 million in connection with recurring payments under support and maintenance, 
business management, consulting and managed IT services. The backlog amounts exclude amounts to be recognized 
in subsequent periods related to First Generation Meaningful Use Installment Plans. Our backlog increase is the 
result of new contracts signed in 2013 to be installed in 2014, as well as an increase in our customer base for 
recurring business.  As of December 31, 2012 , we had a twelve-month backlog of approximately $42 million in 
connection with non-recurring system purchases and approximately $107 million in connection with recurring 
payments under support and maintenance, business management, consulting and managed IT services.

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. ("Meditech"), Healthland Inc. 

("Healthland"), and Healthcare Management Systems, Inc. ("HMS"). Meditech, Healthland and HMS compete with 
us directly in our target market of small and midsize hospitals. 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, Quality 

Systems, Inc. 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. Our secondary competitors also include Prognosis Health Information Systems LLC and Razor 
Insights, LLC, which are smaller than 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.

17

Health Information Security and Privacy Practices

The Health Insurance Portability and Accountability Act of 1996 ("HIPAA") is a federal law that affects the 

use, disclosure, transmission and storage of certain individually identifiable health information, referred to as 
"protected health information," and that was enacted for the purpose of, among other things, protecting the privacy 
and security of protected health information. As directed by HIPAA, the Department of Health and Human Services 
(the "DHHS") has promulgated standards and rules for certain electronic health transactions, code sets, data security, 
unique identification numbers and privacy of protected health information. HIPAA and the standards promulgated 
by DHHS apply to certain health plans, healthcare clearinghouses and healthcare providers (referred to as "covered 
entities"), which includes our hospital customers. The Health Information Technology for Economic and Clinical 
Health Act and its implementing regulations published in January 2013 (the "HITECH Act") significantly expand 
HIPAA by extending privacy and security standards to "business associates" of healthcare providers that are covered 
entities. Under the HITECH Act, business associates are required to establish administrative, physical and technical 
safeguards and are subject to direct penalties for violations. Certain of our services, including those provided 
through our wholly-owned subsidiary, TruBridge, frequently entail us acting as a healthcare clearinghouse and/or in 
the capacity of a business associate to the hospitals that we serve.  As a result, we are covered by the patient privacy 
and security standards of HIPAA and subject to oversight by DHHS. We believe that we have taken all necessary 
steps to comply with HIPAA, as it applies to us as a business associate, but it is important to note that DHHS could, 
at any time in the future, adopt new rules or modify existing rules in a manner that could require us to change our 
systems or operations.

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 our 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 December 31, 2013, we had 1,378 employees, almost all of whom are located at our offices in Mobile, 
Fairhope and Lanett, Alabama and Monroe, Louisiana. Our employees can be grouped according to the following 
general categories: 527 in software services and support, 458 in business management, consulting and managed IT 
services, 96 in information technology services and support, 200 in product development services, 49 in sales and 
marketing and 48 in administration. 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.

18

Since 1991, we have maintained a non-qualified discretionary 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 his or her 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 sole discretion of the Board of Directors. During 2013, we 
distributed approximately $4.0 million under this profit-sharing plan. We plan to continue to make distributions 
under this plan based on our profitability.

We are fortunate to have a high rate of employee retention, with our executive officers having an average 

tenure in excess of 19 years. Our performance depends in significant part on our ability to attract, train and retain 
highly qualified 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 each individual’s principal employment during the last 
five years.

J. Boyd Douglas – President and Chief Executive Officer. J. Boyd Douglas, age 47, has served as our 

President and Chief Executive Officer since May 2006. 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. From July 1999 until May 2006, Mr. Douglas served as our 
Executive Vice President and Chief Operating Officer. Mr. Douglas’s wife’s sister’s husband, Mr. Patrick A. Immel, 
is an executive officer of the Company. Mr. Immel is not a "family member" of Mr. Douglas under NASDAQ 
Listing Rule 5605.

David A. Dye – Chief Financial Officer, Secretary and Treasurer. David A. Dye, age 44, has served as our 

Chief Financial Officer, Secretary and Treasurer since July 1, 2010. Mr. Dye served as our President and Chief 
Executive Officer from July 1999 to May 2006. He was elected as a director in March 2002 and has served as our 
Chairman of the Board since May 2006. Mr. Dye began his career with CPSI in May 1990 as a Financial Software 
Support Representative and served in various capacities until July 1999. Mr. Dye has served as a director of Bulow 
Biotech Prosthetics, LLC, a company headquartered in Nashville, Tennessee that operates prosthetic clinics in the 
Southeastern United States, since July 2006.

Victor S. Schneider – Executive Vice President–Corporate and Business Development. Victor S. 
Schneider, age 55, has served as our Executive Vice President–Corporate and Business Development since January 
2013. Prior to his appointment as Executive Vice President – Corporate and Business Development, Mr. Schneider 
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 – Senior Vice President–Software Services. Robert D. Hinckle, age 44, served as our 

Vice President–Software Services from October 2004 until January 2013 and has served as our Senior Vice 
President – Software Services since January 2013. Mr. Hinckle is responsible for overseeing all aspects of the 
installation and support of our 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 Software Services Division, including 
Team Manager, Assistant Director and Director of that division.

Troy D. Rosser – Senior Vice President–Sales. Troy D. Rosser, age 49, has served as our Senior Vice 
President–Sales since January 2012, having previously served as Vice President – Sales since October 2005. 

19

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, from October 2000 
until October 2005, Director of Sales.

Michael K. Muscat, Jr. – Senior Vice President–Product Development Services. Michael K. Muscat, Jr., 
age 40, has served as our Senior Vice President – Product Development Services since March 2008. Mr. Muscat is 
responsible for overseeing all aspects of the development, quality assurance/testing, documentation, and distribution 
of all application software. Mr. Muscat began his career with us in July 1996 as a Software Support Representative. 
Mr. Muscat then served as a Programmer and Manager of Outsourcing Services. From June 2002 to May 2006, 
Mr. Muscat served as the Director of Business Management Services and from May 2006 until March 2008 as the 
Vice President of Business Management Services.

Robert D. Smith – Vice President–Product Development Services. Robert D. Smith, age 43, has served as 
our Vice President – Product Development Services since March 2008. Mr. Smith is responsible for overseeing all 
aspects of system programming and enhancements within our Product Development division. Since Mr. Smith 
began his career with us in September 1993, he has served in the capacity of Technical Support Representative, 
Programmer, and Programming Manager. From January 2001 to May 2006, Mr. Smith served as the Director of 
Programming Services and from May 2006 to March 2008 as Vice President of Programming Services.

James B. Britain – Vice President–Finance and Controller. James B. Britain, age 48, has served as our Vice 

President – Finance and Controller since March 2011. Mr. Britain is our principal accounting officer. Mr. Britain 
began his career with us in September 2007 as Controller and served in that capacity until March 2011. Prior to his 
appointment as Controller, Mr. Britain was Controller of Azalea Aviation, Inc., a fixed base operator in Mobile, 
Alabama, from September 2006 until September 2007.

Lyle E. Hutchison – Vice President–Sales. Lyle E. Hutchison, age 48, has served as our Vice President – 

Sales since October 2012. Mr. Hutchison is responsible for overseeing all of our sales efforts directed towards new 
or prospective customers. Prior to his appointment as Vice President – Sales in October 2012, Mr. Hutchison served 
as Senior Sales Director since May 2011. Mr. Hutchison began his career with us in August 1990 and has held the 
positions of Sales Manager from August 2005 until June 2006, Sales Director from June 2006 until May 2011, and 
Senior Sales Director from May 2011 until October 2012.

Sean C. Nicholas – Vice President–Sales. Sean C. Nicholas, age 44, has served as our Vice President – Sales 

since October 2012. Mr. Nicholas is responsible for overseeing all of our sales efforts directed towards our 
established customers. Prior to his appointment as Vice President – Sales in October 2012, Mr. Nicholas served as 
Senior Sales Director since May 2011. Mr. Nicholas began his career with us in July 1993 and has held the positions 
of Sales Manager from January 1999 until October 2000, Marketing Director from October 2000 until October 
2003, Sales Director from October 2003 until May 2011, and Senior Sales Director from May 2011 until October 
2012.

J. Scott Littrell – Vice President–Information Technology Services. J. Scott Littrell, age 39, has served as 
our Vice President – Information Technology Services since January 2013. Mr. Littrell is responsible for overseeing 
all aspects of technical and hardware services. Mr. Littrell began his career with us in 2000 as a Technical Support 
Representative. Since that time, Mr. Littrell has served as ImageLink Support Representative from 2003 until 2004, 
R&D Analyst from 2004 until 2007, and most recently served as Director of Technical and Hardware Services from 
2007 until January 2013.

Stephanie S. Durkac – Vice President–Clinical Support. Stephanie S. Durkac, age 47, has served as our 
Vice President – Clinical Support since January 2013. Ms. Durkac is responsible for overseeing the software support 
services we provide to customers of our clinical applications. Prior to her appointment as Vice President – Clinical 
Support in January 2013, Ms. Durkac served as Director of Software Services since November 2003. Ms. Durkac 
began her career with us in 1994 and has held various positions within our Software Services division, including 
Manager, Assistant Director, and Director.

20

Pamela S. Phillips – Vice President–Financial Support. Pamela S. Phillips, age 46, has served as our Vice 

President – Financial Support since January 2013. Ms. Phillips is responsible for overseeing the software support 
services we provide to customers of our financial applications. Prior to her appointment as Vice President – 
Financial Support in January 2013, Ms. Phillips served as our Director of Financial Support from November 2004 
until January 2013. Ms. Phillips began her career with us in 1993 and has held various positions within our Software 
Services division, including Software Implementation Team Manager, Education Manager, and Director of Financial 
Support.

J. Lamar Cowart – Vice President–Implementation. J. Lamar Cowart, age 40, has served as our Vice 
President – Implementation since January 2013. Mr. Cowart is responsible for overseeing the implementation 
services we provide to those customers purchasing new applications. Mr. Cowart began his career with us in 1999 
and has held various positions within our Software Services division, including Project Manager from 2003 until 
2004, Director of Implementation Services from 2004 until 2011, and Senior Director of Implementation Services 
from 2011 until January 2013.

In January 2013, the Company announced the formation of Trubridge, LLC ("TruBridge"), a wholly-owned 

subsidiary of CPSI. The executive officers of TruBridge serve at the pleasure of the Board of Directors of CPSI. Set 
forth below is a list of the current executive officers of TruBridge and a brief explanation of each individual’s 
principal employment during the last five years.

Christopher L. Fowler – President–TruBridge. Christopher L. Fowler, age 38, has served as the President 

of TruBridge since its formation in January 2013. Mr. Fowler is responsible for overseeing all aspects of the 
business management, consulting and managed IT services we provide to our customers through TruBridge. Prior to 
the formation of TruBridge, Mr. Fowler served as CPSI’s Vice President – Business Management Services since 
March 2008. Mr. Fowler began his career with us in May 2000 as a Software Support Representative and later as a 
manager of Financial Software Services. From August 2004 until March 2008, Mr. Fowler served as Assistant 
Director and Director of Business Management Services.

Patrick A. Immel – Senior Vice President of Professional Services–TruBridge. Patrick A. Immel, age 43, 
has served as the Senior Vice President of Professional Services of TruBridge since its formation in January 2013. 
Mr. Immel is responsible for overseeing the managed IT and consulting services we provide to our customers 
through TruBridge. Prior to the formation of TruBridge, Mr. Immel served as CPSI’s Vice President–Information 
Technology Services since January 2000. 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 
Director of Information Technology Services. Mr. Immel’s wife’s sister’s husband, Mr. J. Boyd Douglas, is an 
executive officer of the Company. Mr. Douglas is not a "family member" of Mr. Immel under NASDAQ Listing 
Rule 5605.

Gregory Leatherbury – Vice President of Business Services–TruBridge. Gregory Leatherbury, age 36, has 
served as the Vice President of Business Services of TruBridge since its formation in January 2013. Mr. Leatherbury 
is responsible for overseeing the business services we provide to our customers through TruBridge. Prior to the 
formation of TruBridge, Mr. Leatherbury served as CPSI’s Director of Revenue Cycle Management since 2008. 
Mr. Leatherbury began his career with us in 2002 and has held various positions in both the Software Services and 
Business Services divisions. Mr. Leatherbury’s uncle by marriage, Mr. Ernest F. Ladd, III, is a director of the 
Company. Mr. Ladd is not a "family member" of Mr. Leatherbury under NASDAQ Listing Rule 5605.

Rick Jones – Vice President of Sales–TruBridge. Rick Jones, age 44, has served as the Vice President of 

Sales of TruBridge since its formation in January 2013. Mr. Jones is responsible for all sales and marketing efforts 
related to TruBridge. Prior to the formation of TruBridge, Mr. Jones served as a Sales Director at CPSI since 2006. 
Mr. Jones began his career with us in February 1994 and has held various sales and Software Services positions 
within the Company.

21

Company Web Site

The Company maintains a web site at http://www.cpsi.com. The Company makes available on its web site, 
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 Securities and Exchange Commission. The Company is not including the information contained on or 
available through its web site as a part of, or incorporating such information into, this Annual Report on Form 10-K.

22

ITEM 1A.

RISK FACTORS

There is significant uncertainty in the healthcare industry, both as a result of recently enacted legislation and 
changing government regulation, which may have a material adverse impact on the businesses of our hospital 
customers and ultimately on our business, financial condition and results of operations.

The healthcare industry is subject to changing political, economic and regulatory influences that may affect 
the procurement processes and operation of healthcare facilities, including our hospital customers. During the past 
several years, the healthcare industry has been subject to an increase in governmental regulation of, among other 
things, reimbursement rates and certain capital expenditures.

Recently enacted public laws reforming the U.S. healthcare system may have an impact on our business. The 
Patient Protection and Affordable Care Act (H.R. 3590; Public Law 111-148) (the "ACA") and The Health Care and 
Education Reconciliation Act of 2010 (H.R. 4872) (the "Reconciliation Act"), which amends the ACA (collectively 
the "Health Reform Laws"), were signed into law in March 2010. The Health Reform Laws contain various 
provisions which may impact us and our customers. Some of these provisions have a positive impact, by expanding 
the use of electronic health records in certain federal programs, for example, while others, such as reductions in 
reimbursement for certain types of providers, are likely to have a negative impact due to fewer available resources. 
Increases in fraud and abuse penalties may also adversely affect participants in the healthcare sector, including us.

Among other things, the Health Reform Laws require nearly all individuals to have health insurance, expand 
Medicaid eligibility, mandate material changes to the delivery of healthcare services and reduce the reimbursement 
paid for such services in order to generate savings in the Medicare program. The Health Reform Laws also modify 
certain payment systems to encourage more cost-effective care and a reduction of inefficiencies and waste, including 
through new tools to address fraud and abuse.

It is likely that the Health Reform Laws will affect hospitals differently depending upon the populations they 

serve and their payor mix. Our target market of rural and community hospitals typically serve higher uninsured 
populations than larger urban hospitals and rely more heavily on Medicare and Medicaid for reimbursement. It 
remains to be seen whether the increase in the insured population for rural and community hospitals will be 
sufficient to offset actual and proposed additional cuts in Medicare and Medicaid reimbursements contained in the 
Health Reform Laws.

The Health Reform Laws will ultimately lead to significant changes in the healthcare system. Because not all 

of the administrative rules implementing the Health Reform Laws have been finalized, and because of ongoing 
federal fiscal budgetary pressures yet to be resolved for federal health programs, the full impact of the legislation 
and of further statutory and regulatory actions to reform healthcare on our business is unknown, but there can be no 
assurances that the legislation will not adversely impact either our operational results or the manner in which we 
operate our business. Healthcare industry participants may respond to the Health Reform Laws by reducing their 
investments or postponing investment decisions, including investments in our solutions and services.

Various legislators have announced that they intend to examine further proposals to reform certain aspects of 
the U.S. healthcare system. Healthcare providers may react to these proposals, and the uncertainty surrounding such 
proposals, by curtailing or deferring investments, including those for our systems and related services. Cost-
containment measures instituted by healthcare providers as a result of regulatory reform or otherwise could result in 
a reduction in the allocation of capital funds. Such a reduction could have an adverse effect on our ability to sell our 
systems and related services. On the other hand, changes in the regulatory environment have increased and may 
continue to increase the needs of healthcare organizations for cost-effective data management and thereby enhance 
the overall market for healthcare management information systems. We cannot predict what effect, if any, such 
additional proposals or healthcare reforms might have on our business, financial condition and results of operations.

As existing regulations mature and become better defined, we anticipate that these regulations will continue to 
directly affect certain of our products and services, but we cannot fully predict the effect at this time. We have taken 
steps to modify our products, services and internal practices as necessary to facilitate our compliance with the 
regulations, but there can be no assurance that we will be able to do so in a timely or complete manner. Achieving 

23

compliance with these regulations could be costly and distract management’s attention and divert other company 
resources, and any noncompliance by us could result in civil and criminal penalties.

The healthcare industry is heavily regulated at the local, state and federal levels. Our failure to comply with 
regulatory requirements could create liability for us, result in adverse publicity and negatively affect our 
business.

The healthcare industry is heavily regulated and is constantly evolving due to the changing political, 

legislative and regulatory landscapes. In some instances, the impact of these regulations on our business is direct to 
the extent that we are subject to these laws and regulations ourselves. However, these regulations also impact our 
business indirectly as, in a number of circumstances, our solutions, devices and services must be capable of being 
used by our customers in a way that complies with those laws and regulations, even though we may not be directly 
regulated by the specific healthcare laws and regulations. There is a significant number of wide-ranging regulations, 
including regulations in the areas of healthcare fraud, e-prescribing, claims processing and transmission, medical 
devices, the security and privacy of patient data and interoperability standards, that may be directly or indirectly 
applicable to our operations and relationships or the business practices of our customers. Specific areas that are 
subject to increased regulation include, but are not limited to, the following:

Healthcare Fraud. Federal and state governments continue to enhance regulation of and increase their scrutiny 

over practices potentially involving healthcare fraud, waste and abuse by healthcare providers whose services are 
reimbursed by Medicare, Medicaid and other government healthcare programs. Our healthcare provider customers 
are subject to laws and regulations regarding fraud and abuse that, among other things, prohibit the direct or indirect 
payment or receipt of any remuneration for patient referrals, or arranging for or recommending referrals or other 
business paid for in whole or in part by these federal or state healthcare programs. Federal enforcement personnel 
have substantial funding, powers and remedies to pursue suspected or perceived fraud and abuse. The effect of this 
government regulation on our customers is difficult to predict. Many of the regulations applicable to our customers 
and that may be applicable to us, including those relating to marketing incentives offered in connection with medical 
device sales, are vague or indefinite and have not been interpreted by the courts. They may be interpreted or applied 
by a prosecutorial, regulatory or judicial authority in a manner that could broaden their applicability to us or require 
our customers to make changes in their operations or the way in which they deal with us. If such laws and 
regulations are determined to be applicable to us and if we fail to comply with any applicable laws and regulations, 
we could be subject to civil and criminal penalties, sanctions or other liability, including exclusion from government 
healthcare programs, which could have a material adverse effect on our business, results of operations and financial 
condition. Even an unsuccessful challenge by a regulatory or prosecutorial authority of our activities could result in 
adverse publicity, could require a costly response from us and could adversely affect our business, results of 
operations and financial condition.

E-Prescribing. The use of our solutions by physicians for electronic prescribing and electronic routing of 
prescriptions via the Surescripts network to pharmacies is governed by federal and state laws. States have differing 
regulations that govern the electronic transmission of certain prescriptions and prescription requirements. Standards 
adopted by the National Council for Prescription Drug Programs and regulations adopted by the Centers for 
Medicare and Medicaid Services ("CMS") related to "EPrescribing and the Prescription Drug Program" set forth 
implementation standards for the transmission of electronic prescriptions. These standards are detailed and broad, 
and cover not only routing transactions between prescribers and pharmacies, but also electronic eligibility, formulary 
and benefits inquiries. In general, regulations in this area can be burdensome and evolve regularly, meaning that any 
potential benefits to our customers from utilizing such solutions and services may be superseded by a newly-
promulgated regulation that adversely affects our business model. Our efforts to provide solutions that enable our 
customers to comply with these regulations could be time consuming and expensive.

Claims Processing and Transmission. Our system electronically transmits medical claims by physicians to 
patients’ payors for immediate approval and reimbursement. In addition, we offer business management services that 
include the manual and electronic processing and submission of medical claims by physicians to patients’ payors for 
approval and reimbursement. Federal law provides that it is both a civil and a criminal violation for any person to 
submit, or cause to be submitted, a claim to any payor, including, without limitation, Medicare, Medicaid and all 
private health plans and managed care plans, seeking payment for any service or product that overbills or bills for 

24

items that have not been provided to the patient. We have in place policies and procedures that we believe assure 
that all claims that are transmitted by our system and through our services are accurate and complete, provided that 
the information given to us by our customers is also accurate and complete. If, however, we do not follow those 
procedures and policies, or they are not sufficient to prevent inaccurate claims from being submitted, we could be 
subject to substantial liability including, but not limited to, civil and criminal liability. Additionally, any such failure 
of our billing and collection services to comply with these laws and regulations could adversely affect demand for 
our services and could force us to expend significant capital, research and development, and other resources to 
address the failure.

In most cases where we are permitted to do so, we calculate charges for our billing and collection services 
based on a percentage of the collections that our customers receive as a result of our services. To the extent that 
violations or liability for violations of these laws and regulations require intent, it may be alleged that this 
percentage calculation provides us or our employees with incentive to commit or overlook fraud or abuse in 
connection with submission and payment of reimbursement claims. CMS has stated that it is concerned that 
percentage-based billing services may encourage billing companies to commit or to overlook fraudulent or abusive 
practices.

A portion of our business involves billing Medicare claims on behalf of our clients. In an effort to combat 
fraudulent Medicare claims, the federal government offers rewards for reporting of Medicare fraud which could 
encourage others to subject us to a charge of fraudulent claims, including charges that are ultimately proved to be 
without merit.

As discussed below, the HIPAA security and privacy standards also affect our claims transmission services, 

since those services must be structured and provided in a way that supports our customers’ HIPAA compliance 
obligations.

Regulation of Medical Devices. The United States Food and Drug Administration (the "FDA") has determined 
that certain of our solutions, such as our ImageLink® product, are medical devices that are actively regulated under 
the Federal Food, Drug and Cosmetic Act, as amended. If other of our solutions are deemed to be actively regulated 
medical devices by the FDA, we could be subject to extensive requirements governing pre- and post-marketing 
activities including pre-market notification clearance. Complying with these medical device regulations is time 
consuming and expensive, and our marketing and other sales activities could be subject to unanticipated and 
significant delays. Further, it is possible that the FDA may become more active in regulating software and medical 
devices that are used in the healthcare industry. If we are unable to obtain the required regulatory approvals for any 
such software or medical devices, our short- to long-term business plans for these solutions or medical devices could 
be delayed or canceled and 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.

Security and Privacy of Patient Information. Federal, state and local laws regulate the confidentiality and 
security of patient records and the circumstances under which those records may be released. These regulations 
govern both the disclosure and use of confidential patient medical record information and require the users of such 
information to implement specified security and privacy measures. United States regulations currently in place 
governing electronic health data transmissions continue to evolve and are often unclear and difficult to apply.

In the United States, HIPAA regulations require national standards for some types of electronic health 
information transactions and the data elements used in those transactions, security standards to ensure the integrity 
and confidentiality of health information, and standards to protect the privacy of individually identifiable health 
information. Covered entities under HIPAA, which include healthcare organizations such as our customers, and our 
claims processing, transmission and submission services, are required to comply with the privacy standards, 
transaction regulations and security regulations. Moreover, HITECH and associated regulatory requirements extend 
many of the HIPAA obligations, formerly imposed only upon covered entities, to business associates as well. As a 
business associate of our customers who are covered entities, we were in most instances already contractually 
required to ensure compliance with the HIPAA regulations as they pertain to the handling of covered customer data. 

25

However, the extension of these HIPAA obligations to business associates by law has created additional liability 
risks related to the privacy and security of individually identifiable health information.

Evolving HIPAA and HITECH-related laws or regulations could restrict the ability of our customers to obtain, 
use or disseminate patient information. This could adversely affect demand for our solutions and devices if they are 
not re-designed in a timely manner in order to meet the requirements of any new interpretations or regulations that 
seek to protect the privacy and security of patient data or enable our customers to execute new or modified 
healthcare transactions. We may need to expend additional capital and software development and other resources to 
modify our solutions to address these evolving data security and privacy issues. Furthermore, our failure to maintain 
the confidentiality of sensitive personal information in accordance with the applicable regulatory requirements could 
damage our reputation and expose us to claims, fines and penalties.

Federal and state statutes and regulations have granted broad enforcement powers to regulatory agencies to 

investigate and enforce compliance with these privacy and security laws and regulations. Federal and state 
enforcement personnel have substantial funding, powers and remedies to pursue suspected or perceived violations. If 
we fail to comply with any applicable laws or regulations, we could be subject to civil penalties, sanctions or other 
liability. Enforcement investigations, even if meritless, could have a negative impact on our reputation, cause us to 
lose existing customers or limit our ability to attract new customers.

ARRA Meaningful Use Program. Various federal and state government agencies are developing standards that 

could become mandatory for systems purchased by entities that are funded by these agencies. For example, the 
ARRA requires "meaningful use of certified electronic health record technology" by healthcare providers by 2015 in 
order to receive incentive payments. Regulations have been issued that identify standards and implementation 
specifications and establish the certification standards for qualifying EHR technology. Nevertheless, these standards 
and specifications are subject to interpretation by the entities designated to certify such technology. While a 
combination of our solutions has been certified as meeting both stage one and stage two standards for certified 
health record technology, the regulatory standards to achieve certification will continue to evolve over time. We may 
incur increased development costs and delays in delivering solutions if we need to upgrade our software or 
healthcare devices to be in compliance with these varying and evolving standards. In addition, delays in interpreting 
these standards may result in postponement or cancellation of our customers’ decisions to purchase our software 
solutions. If our software solutions are not compliant with these evolving standards, our market position and sales 
could be impaired and we may have to invest significantly in changes to our software solution.

Interoperability Standards. Our customers are concerned with and often require that our software and systems 

be interoperable with other third party healthcare information technology systems.  Market forces or governmental 
or regulatory authorities could create software interoperability standards that would apply to our software and 
systems, and if our software and systems are not consistent with those standards, we could be forced to incur 
substantial additional development costs.  For example, the HITECH Act contains interoperability standards that 
healthcare providers are required to adhere to in order to receive stimulus funds from the federal government under 
the ARRA.  Compliance with these and related standards is becoming a competitive requirement and, although a 
combination of our solutions has been certified as meeting all such required interoperability standards to date, 
maintaining such compliance with these varying and evolving rules may result in increased development costs and 
delays in upgrading our customer software and systems. To the extent these rules are narrowly construed, 
subsequently changed or supplemented, or that we are delayed in achieving certification under these evolving rules 
for applicable products, our customers may postpone or cancel their decisions to purchase or implement our 
software and systems.

As it relates specifically to interoperability, during 2013 we announced our membership in CommonWell 
Health Alliance ("CommonWell"), a not-for-profit trade association comprised of healthcare information technology 
vendors devoted to the notion that patient data should be safely, securely and immediately available to patients and 
healthcare providers to support better care delivery, regardless of where that care occurs.  CommonWell is 
committed to fostering standards that make this possible, and to having healthcare information technology 
companies embed these capabilities natively and cost effectively into their EHR systems.  Despite our membership 
in CommonWell, there is no guarantee that we will successfully manage the interoperability of our software and 
systems with third-party health IT providers.

26

Standards for Submission of Healthcare Claims. CMS has mandated the use of new patient codes for reporting 
medical diagnosis and inpatient procedures, referred to as the ICD-10 codes. CMS is requiring all providers, payors, 
clearinghouses and billing services to utilize these ICD-10 codes when submitting claims for payment. ICD-10 
codes will affect medical diagnosis and inpatient procedure coding for everyone covered by HIPAA, not just those 
who submit Medicare or Medicaid claims. Claims for services provided on or after October 1, 2014 must use 
ICD-10 codes for medical diagnosis and inpatient procedures or they will not be paid.

We do not anticipate significant remaining costs associated with implementing the use of the ICD-10 codes 

within our products and services. However, if our products and services do not accommodate CMS mandates at any 
future date, customers may cease to use those products and services that are not compliant and may choose 
alternative vendors and products that are compliant. This could adversely impact future revenues.

Economic, market and other 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 recent economic recession and continued 
decrease in availability of credit, combined with actual and potential reductions in federal and state funding for 
Medicare and Medicaid, has caused hospitals to reduce, eliminate or postpone information technology related and 
other 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 revenue 
growth rate.

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

There are a finite number of hospitals with 300 or fewer acute care beds in our general target market. 

Saturation of this market with our products or our competitors’ products could limit our revenues and revenue 
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 
of our products and services.

Volatility in and disruption to the global capital and credit markets and tightened lending standards may 
adversely affect our ability to access credit in the future, the cost of any credit obtained in the future, and the 
financial soundness of our customers and our business.

Domestic and international events during the last several years have resulted in volatility and disruption to the 

global capital and credit markets, manifested in the bankruptcy or restructuring of certain financial institutions and 
reduced lending activity by other financial institutions. Although certain indices and economic data have shown 
signs of stabilization in the United States and certain global markets, there can be no assurance that these 
improvements will be broad-based or sustainable. While the Company does not currently have any debt, continued 
or increased volatility and disruption in the global capital and credit markets may adversely affect the availability, 
terms and cost of credit should we seek it in the future. Although we believe that our operating cash flow and 
financial assets will give us the ability to meet our financing needs for the foreseeable future, there can be no 
assurance that the continued or increased volatility and disruption in the global capital and credit markets will not 
impair our liquidity or increase the costs of any future borrowing.

Our business could also be negatively impacted to the extent that our hospital customers experience 

disruptions resulting from tighter capital and credit markets, the recent economic recession or cuts in Medicare and 

27

Medicaid funding. As a result, hospitals may modify, delay or cancel plans to purchase our software systems or 
services. Additionally, if hospitals’ operating and financial performance deteriorates, or if they are unable to make 
scheduled payments or obtain credit, they may not be able to pay, or may delay payment of, accounts receivable 
owed to us. Any inability of customers to pay us for our products and services may adversely affect our earnings and 
cash flow.

Tightened lending standards and the absence of third-party credit has resulted in many of our hospital 
customers seeking financing arrangements from us to purchase our software systems and services. These financing 
arrangements impact our short-term operating cash flow and cash available. Should the requests for these financing 
arrangements continue or increase, our business could be negatively impacted by our inability to finance these 
arrangements. In addition, the absence of credit could negatively impact our existing financing receivables should 
our customers with financing arrangements be unable to meet their obligations.

Competition with companies that have greater financial, technical and marketing resources than we have could 
result in a 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, Healthland and HMS. Meditech, Healthland and HMS compete with 

us directly in our target market of rural and community hospitals with 300 or fewer acute care beds. These 
companies offer products and services that are comparable to our system and are designed to address the needs of 
rural and community hospitals.

Our secondary competitors include McKesson Corporation, Quadramed Corp., Cerner Corporation, Quality 

Systems, Inc., Siemens Corporation, Prognosis Health Information Systems LLC, and Razor Insights, LLC. Most of 
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, consequently, 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.

28

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 and viruses in our systems could result in customer claims against us and harm to our 
reputation causing us to incur expenses and/or lose customers.

In the course of our business operations, we compile and transmit confidential information, including patient 

health information. We have included security features in our systems that are intended to protect the privacy and 
integrity of this information. 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. In addition, the other systems with which we may interface, such as the 
Internet and related systems, may be vulnerable to security breaches, viruses, programming errors or similar 
disruptive problems. 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. Additionally, the effect 
of security breaches and related issues could disrupt our ability to perform certain key business functions and could 
potentially reduce demand for our products and services. Accordingly, we have expended significant resources 
toward establishing and enhancing the security of our related infrastructures, although no assurance can be given 
that these systems will be entirely free from potential breach. Maintaining and enhancing our infrastructure security 
may require us to expend significant capital in the future.

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.

The vast majority of our facilities and employees are located within 30 miles of 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 
business management, consulting and managed IT services. Also, the servers of customers who use our remote 

29

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, including back-up systems in 
remote locations, 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, business management, and managed IT and professional 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 result in lost revenue and increased insurance and other operating costs.

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 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.

Because we believe that proprietary rights are material to our success, misappropriation of these rights could 
limit our ability to compete effectively and adversely affect our financial condition.

We are heavily dependent on the maintenance and protection of our intellectual property and we rely largely 

on a combination of confidentiality provisions in our customer agreements, employee nondisclosure agreements, 
trademark and trade secret laws and other measures to protect our intellectual property. Additionally, our software is 
not patented or copyrighted. Although we attempt to control access to our intellectual property, unauthorized persons 
may attempt to copy or otherwise use our intellectual property. There can be no assurance that the legal protections 
and precautions we take will be adequate to prevent misappropriation of our technology or that competitors will not 
independently develop technologies equivalent or superior to ours. 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 

30

and profit margins. Third parties could obtain patents that may require us to negotiate licenses to conduct our 
business, and the required licenses may not be available on reasonable terms or at all. We also rely on nondisclosure 
agreements with certain employees, and we cannot be certain that these agreements will not be breached or that we 
will have adequate remedies for any breach.

If we are deemed to infringe on the intellectual property rights of third parties, we could incur unanticipated 
expense and be prevented from providing our products and services if we cannot obtain licenses to these rights on 
commercially acceptable terms.

We do not believe that our operations or products infringe on the intellectual property rights of others. 
However, there can be no assurance that others will not assert infringement or trade secret claims against us with 
respect to our current or future products. 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. In addition, claims against third parties from 
which we purchase software could adversely affect our ability to access third-party software for our systems.

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.

We are dependent on the continued and unimpeded access to the Internet by us and our customers, which is not 
within our control.

We deliver Internet-based services and, accordingly, depend on our ability and the ability of our customers to 

access the Internet. This access is currently provided by third parties that have significant market power in the 
broadband and Internet access marketplace, including incumbent telephone companies, cable companies, mobile 
communications companies and government-owned service providers - all of whom are outside of our control. In the 
event of any difficulties, outages and delays by Internet service providers, we may be impeded from providing 
services, resulting in a loss of potential or existing customers.

We may be subject to liability in the event we provide inaccurate claims data to payors.

We offer electronic claims submission services as part of our business management services. While we have 
implemented certain product features designed to maximize the accuracy and completeness of claims submissions, 
these features may not be sufficient to prevent inaccurate claims data from being submitted to payors. Should 
inaccurate claims data be submitted to payors, we may be subject to liability claims.

We are dependent on our licenses of rights, products and services from third parties, disruptions of which may 
cause us to discontinue, delay or reduce product shipments.

We are increasingly dependent upon licenses for some of the technology used in our products as well as other 
products and services from third-party vendors, and the costs of these licenses have increased in recent years. Most 
of these arrangements can be continued/renewed only by mutual consent and may be terminated for any number of 
reasons. We may not be able to continue using the technology, products or services made available to us under these 
arrangements on commercially reasonable terms or at all. As a result, we may have to discontinue, delay or reduce 
product shipments or services provided until we can obtain equivalent technology or services. Most of our third-
party licenses are non-exclusive. Our competitors may obtain the right to use any of the business elements covered 
by these arrangements and use these elements to compete directly with us. In addition, if our vendors choose to 

31

discontinue providing their technology, products or services in the future or are unsuccessful in their continued 
research and development efforts, we may not be able to modify or adapt our own products.

We are subject to changes in and interpretations of financial accounting matters that govern the measurement of 
our performance, one or more of which could adversely affect our business, financial condition, cash flows, 
revenue and results of operations.

Based on our reading and interpretations of relevant guidance, principles or concepts issued by, among other 
authorities, the American Institute of Certified Public Accountants, the Financial Accounting Standards Board and 
the Securities and Exchange Commission, we believe revenue received pursuant to our current sales and licensing 
contract terms and business arrangements have been properly recognized. However, there continue to be issued 
interpretations and guidance for applying the relevant standards to a wide range of sales and licensing contract terms 
and business arrangements that are prevalent in the software industry. Future interpretations or changes by the 
regulators of existing accounting standards or changes in our business practices could result in changes in our 
revenue recognition and/or other accounting policies and practices that could adversely affect our business, financial 
condition, cash flows, revenue and results of operations.

The unpredictability of our quarterly operating results may cause us to fail to meet revenues or earnings 
expectations which could cause the price of our common stock to fluctuate or decline.

There is no assurance that consistent quarterly growth in our business will occur. 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;

the ability of our customers to obtain financing for the purchase of our products;

the financial stability of our customers;

the specific mix of software, hardware and services in orders from customers;

the timing of new product announcements and product introductions by us and our competitors;

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

• 

• 

• 

• 

• 

• 

product and price competition;

our success in expanding our sales and marketing programs;

the availability and cost of system components;

delay of revenue recognition to future quarters due to an increase in the sales of our remote access SaaS 
services;

the length of sales cycles and installation processes;

changes in revenue recognition or other accounting guidelines employed by us and/or established by the 
Financial Accounting Standards Board or other rulemaking bodies;

32

• 

• 

• 

accounting policies concerning the timing of recognition of revenue;

personnel changes; and

general market and economic factors.

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. 
Because a significant percentage of our expenses are relatively fixed, a variation in the timing of systems sales, 
implementations and installations can cause significant variations in operating results from quarter to quarter. As a 
result, we believe that interim period-to-period comparisons of our results of operations are not necessarily 
meaningful and should not be relied upon as indications of future performance. Further, our historical operating 
results are not necessarily indicative of future performance for any particular period.

We currently recognize revenue pursuant to Financial Accounting Standards Board ("FASB") Accounting 
Standards Codification ("ASC") Topic 985-605, Software, Revenue Recognition, or ASC 985-605. ASC 985-605 
summarizes the FASB’s views in applying generally accepted accounting principles to revenue recognition in 
financial statements. There can be no assurance that application and subsequent interpretations of this 
pronouncement will not further modify our revenue recognition policies, or that such modifications would not 
adversely affect our operating results reported in any particular quarter or year.

Due to all of the foregoing factors, it is possible that our operating results may be below the expectations of 
securities analysts and investors. In such event, the price of our common stock would likely be adversely affected.

Our common stock price has periodically experienced significant volatility, which could result in substantial 
losses for investors purchasing shares of our common stock and in litigation against us.

Volatility may be caused by a number of factors including but not limited to:

• 

• 

• 

• 

• 

• 

• 

• 

actual or anticipated quarterly variations in operating results;

rumors about our performance, software solutions, or merger and acquisition activity;

changes in expectations of future financial performance or changes in estimates of securities 
analysts;

governmental regulatory action;

healthcare reform measures;

customer relationship developments;

purchases or sales of Company stock;

changes occurring in the markets in general;

•  macroeconomic conditions, both nationally and internationally; and

• 

other factors, many of which are beyond our control.

Furthermore, the stock market in general, and the market for software, healthcare and high technology 
companies in particular, has experienced significant volatility in recent years that often has been unrelated to the 
operating performance of particular companies. These broad market and industry fluctuations may adversely affect 
the trading price of our common stock, regardless of actual operating performance.

Moreover, in the past, securities class action litigation has often been brought against a company following 

periods of volatility in the market price of its securities. We may in the future be the target of similar litigation. 
Securities litigation could result in substantial costs and divert management’s attention and resources.

33

ITEM 1B.

UNRESOLVED STAFF COMMENTS

None.

ITEM 2.

PROPERTIES

Our corporate campus is located on approximately 16.5 acres in Mobile, Alabama and includes approximately 

135,500 square feet of office space. Our main campus headquarters building consists of approximately 66,000 
square feet of office and warehouse space. We also have eleven additional smaller campus buildings consisting of 
approximately 6,000 square feet of office space each. 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 an additional 
campus building consisting of approximately 3,500 square feet of office space which houses our sales personnel. 
The Company also owns 11.3 acres of undeveloped real property adjacent to our corporate campus.

Prior to December 13, 2011, we leased the 16.5 acres and all of our corporate campus buildings in Mobile, 
Alabama from a related party, C.P. Investments, Inc., an Alabama corporation. Our leases with C.P. Investments, Inc. 
were terminated on December 13, 2011 in conjunction with our purchase of the property from C.P. Investments for 
$9.5 million. The 11.3 acres of undeveloped property is also directly owned by CPSI.

On January 1, 2007, we entered into a lease with Riverside Corporation to house a call center to support the 
growth of our business management services (now offered by our subsidiary, TruBridge). This building consists of 
approximately 10,000 square feet and is located in Lanett, Alabama.

On January 20, 2009, we entered into a lease agreement with Strauss Properties, LLC to house a call center to 

further support the growth of our business management services (now offered by our subsidiary, TruBridge). This 
lease consists of approximately 10,800 square feet of space and is located in Monroe, Louisiana.

On September 14, 2009, we entered into a lease agreement with 3725 Airport Boulevard, LP to house the 
majority of our employees providing business management services (now offered by our subsidiary, TruBridge). 
This lease consists of approximately 32,240 square feet and is located in Mobile, Alabama, approximately 5 miles 
from our corporate campus location.

On February 1, 2010, we entered into a lease agreement with 3725 Airport Boulevard, LP to lease additional 
space for our employees providing business management services (now offered by our subsidiary, TruBridge). This 
lease consists of approximately 11,240 square feet and is located in Mobile, Alabama, approximately 5 miles from 
our corporate campus location.

On March 19, 2012, we entered into a lease agreement with Fairhope Group, LLC to lease additional space for 
our software services employees. This lease consists of approximately 45,020 square feet and is located in Fairhope, 
Alabama, approximately 30 miles from our corporate campus location.

We do not anticipate the need to lease additional office space in 2014, as we expect that our existing facilities 

will be sufficient to meet our needs until the end of 2014 and beyond.

ITEM 3.

LEGAL PROCEEDINGS

From time to time, we are involved in routine litigation that arises in the ordinary course of business. We are 

not currently involved in any claims outside the ordinary course of business that are material to our financial 
condition or results of operations.

ITEM 4.

MINE SAFETY DISCLOSURES

Not applicable.

34

PART II

ITEM 5.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market for CPSI Common Stock

As of March 11, 2014, CPSI had 75 stockholders of record (which does not include the number of beneficial 
owners whose shares are held in "street" names by broker-dealers and other nominees who are the record holders) 
and 11,163,950 shares of common stock outstanding.

CPSI’s common stock is listed on the NASDAQ Global Select 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 Global Select Market, and the cash dividends declared per share in each such 
quarter:

High

Low

Dividends
Declared
Per Share

2013
First Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Second Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third Quarter. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth Quarter. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012
First Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Second Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third Quarter. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth Quarter. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

$

54.50
56.31
59.53
62.87

64.00
61.90
59.17
56.03

$

$

46.08
48.02
47.23
55.36

50.58
51.64
44.95
46.76

0.51   
0.51   
0.51   
0.51

0.46   
0.46   
0.46   
0.46 (1)

(1) Excluded from the quarterly dividend declared per share in the fourth quarter of 2012 is the December 
2012 declaration of a special, one-time dividend of $1.00 per share that was made in anticipation of 
increased federal income tax rates on dividends that began in 2013.

The last reported sales price of CPSI’s common stock as reported on the NASDAQ Global Select Market on 

March 11, 2014 was $67.12.

Dividends

During 2013, we paid a quarterly dividend in the amount of $0.51 per share, compared to $0.46 per share 
during 2012. Additionally, our strong cash position resulted in the decision by our Board of Directors on January 30, 
2014 to approve a $0.06 increase in our quarterly dividend to $0.57 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. However, the 
declaration of dividends by CPSI is subject to the discretion of our Board of Directors. Our Board of Directors will 
take into account such matters as general business conditions, our financial results and such other factors as our 
Board of Directors may deem relevant.

35

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 . . . . . . . . . . . . . . . . . .
Provision for income taxes . . . . . . . . . . . . .
Net Income . . . . . . . . . . . . . . . . . . . . . . . . . $
Net income per share - basic. . . . . . . . . . . . $
Net income per share - diluted . . . . . . . . . . $
Weighted average shares outstanding:

Year Ended December 31,

2013

2012

2011

2010

2009

(in thousands except for share and per share data)

200,863
107,126
93,737
43,493
50,244
466
50,710
17,967
32,743
2.95
2.95

$

$
$
$

183,309
102,648
80,661
39,384
41,277
721
41,998
12,025
29,973
2.71
2.71

$

$
$
$

173,476
94,065
79,411
38,116
41,295
667
41,962
16,129
25,833
2.34
2.34

$

$
$
$

153,247
88,863
64,384
35,287
29,097
674
29,771
11,033
18,738
1.71
1.71

$

$
$
$

127,742
74,483
53,259
29,890
23,369
728
24,097
8,914
15,183
1.39
1.39

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . 11,100,825
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . 11,100,825

11,066,456
11,066,456

11,033,804
11,033,804

10,962,874
10,962,874

10,953,747
10,955,167

Cash dividends declared per common
share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

2.04

$

2.84

$

1.44

$

1.44

$

1.44

2013

2012

2011

2010

2009

As of December 31,

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

$

11,729
51,301
92,535
21,451
69,083

$

8,912
32,486
77,839
18,461
57,202

$

6,664
37,498
75,645
16,671
57,384

$

2,940
35,135
62,735
14,485
46,464

4,387
34,426
54,450
11,247
42,691

36

 
 
 
 
 
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 the "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 rural and community hospitals. Our systems and services are designed to support the primary 
functional areas of a hospital and to enhance access to necessary financial and clinical information. Our 
comprehensive system enables healthcare providers to improve clinical, financial and administrative processes and 
outcomes. Our products and services provide solutions in key areas, including patient management, financial 
accounting, clinical, patient care and enterprise applications. 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 business management, consulting and managed information technology ("IT") services, 
including electronic billing submissions, patient statement processing and accounts receivable management, as part 
of our overall information system solution. 

Our system currently is installed and operating in over 650 hospitals in 46 states and the District of Columbia. 

Our customers consist of rural and community hospitals with 300 or fewer acute care beds, with hospitals having 
100 or fewer acute care beds comprising approximately 94% of our customers.

Management Overview

Historically we have primarily sought revenue growth through sales of healthcare information technology 
systems and related services to existing and new customers within our target market. Our strategy has produced 
consistent revenue growth over the long term, as reflected in five- and ten-year compounded annual growth rates in 
revenues of approximately 10.9% and 9.5%, respectively. Selling new and additional products and services to our 
existing customer base is an important part of CPSI’s future revenue growth. We believe that as our customer base 
grows, the demand for additional products and services, including business management services, will also continue 
to grow, supporting further increases in recurring revenues. We also expect to drive revenue growth from new 
product development that we may generate from our research and development activities.

In January 2013, we announced the formation of TruBridge, LLC ("TruBridge"), a wholly-owned subsidiary 

of CPSI.  TruBridge provides the business management, consulting and managed IT services that historically had 
been provided by CPSI, with the expectation of expanding both our service offerings and our footprint in this 
particular marketplace in the future.  We expect this strategic initiative to allow us to more fully take advantage of 
the market opportunities in providing such services by facilitating the expansion of our target market to include the 
entire rural and community hospital market, no longer limiting the market for our services to hospitals where CPSI 
already serves as the primary IT vendor.

In addition to revenue growth, our business model is focused on earnings growth. Once a hospital has installed 

our system, we continue to provide support and maintenance services to the customer on an ongoing basis. These 
services are typically provided by the same personnel who perform our system installations but at a reduced cost to 
us, and therefore at an increased gross margin. We also look to increase margins through cost containment measures 
where appropriate.

37

As a result of the recent economic recession, continued economic uncertainty and tightened lending standards, 

hospitals have experienced reduced availability of third-party credit and increased volatility in their investment 
portfolios. In addition, healthcare organizations with a large dependency on Medicare and Medicaid populations, 
such as rural and community hospitals, have been impacted by the challenging financial condition of the federal 
government and many state governments and government programs. Accordingly, we recognize that prospective 
hospital customers often do not have the necessary capital to make investments in information technology. 
Additionally, in response to these challenges, hospitals have become more selective regarding where they invest 
capital, resulting in a focus on strategic spending that generates a return on their investment. Despite the current 
economic environment, we believe healthcare information technology is often viewed as more strategically 
beneficial to hospitals than other possible purchases because the technology offers the possibility of a quick return 
on investment. Information technology also plays an important role in healthcare by improving safety and efficiency 
and reducing costs. Additionally, we believe most hospitals recognize that they must invest in healthcare information 
technology to meet current and future regulatory, compliance and government reimbursement requirements.

Over the past five years, we have experienced an increase in customers seeking financing arrangements from 
us for system installations as a result of ongoing challenging economic conditions and tightened lending standards.  
Additionally, as our new system installation customers expect significant future cash inflows in the form of 
electronic health record ("EHR") incentive payments from the federal and state governments, we have experienced a 
significant demand for financing arrangements allowing these customers to minimize the near-term impact on their 
current cash resources.  As a result, we have experienced a significant increase in financing arrangements that allow 
customers to utilize anticipated cash inflows under the EHR incentive program in satisfaction of their payment 
obligations in purchasing our EHR solution.  The increased demand for financing arrangements has resulted in 
nearly all of our new system installation customers seeking and receiving financing arrangements during 2013. 
Historically, we have made financing arrangements available to customers on a case-by-case basis depending upon 
various aspects of the proposed contract and customer attributes. These financing arrangements include short-term 
payment plans, longer-term lease financing through us or third-party financing companies, and Software as a Service 
("SaaS") arrangements. We intend to continue to work with prospective customers to provide for financing 
arrangements to purchase our systems so long as such arrangements do not adversely affect our financial position or 
long-term liquidity. We believe that meeting the financial needs of rural and community hospitals while allowing for 
the profitable expansion of our footprint in this market will remain both an opportunity and a challenge for us in the 
foreseeable future.

Despite the ongoing challenging economic conditions generally, including continued tightened lending 
standards and the significant increase in customers entering into financing arrangements with us, we have not 
experienced a decline in demand for our products and services, and our collections of receivables remain consistent 
with historical trends.

American Recovery and Reinvestment Act of 2009

While the ongoing challenging economic conditions and tightened lending standards have impacted and are 
expected to continue to impact the rural and community hospitals that comprise our target market, we believe that 
the American Recovery and Reinvestment Act of 2009 (the "ARRA") has increased and will continue to increase 
demand for healthcare information technology and will have a positive impact on our business prospects through 
2015. The ARRA includes more than $19 billion in funding to aid healthcare organizations in modernizing their 
operations through the acquisition and wide-spread use of healthcare information technology. Included in the 
funding is approximately $17.2 billion in incentives through Medicare and Medicaid reimbursement systems to 
encourage and assist healthcare providers in adopting and using EHRs. These incentive payments began in 2011, but 
if an eligible healthcare provider does not begin to demonstrate meaningful use of an EHR by October 1, 2014, then 
reimbursement under Medicare will begin to be reduced. Our hospital customers began receiving these incentive 
payments under the ARRA in 2011.  As of the date of this filing, approximately 420 of our hospital customers have 
received payments for EHR adoption totaling approximately $577 million.  

We have been focused on ensuring that we take the necessary steps to meet the needs of rural and community 
hospitals to help them gain access to the incentives made available under the ARRA. Primary among those steps is 
ensuring that our technology meets the ARRA’s EHR certification requirements. During 2010, both our hospital and 

38

medical practice EHR solutions were certified as a complete EHR by CCHIT®.  Receiving this certification for both 
our hospital and medical practice EHR products ensures that both hospitals and providers using our EHR systems 
can attain "meaningful use" of EHRs and qualify for certain EHR incentives.  Continuing this focus on ensuring that 
our technology meets the ARRA's EHR certification requirements, we recently announced that Version 19 of our 
hospital and medical practice EHR systems were certified by CCHIT® as complete EHRs in compliance with the 
Office of the National Coordinator for Health Information Technology ("ONC") 2014 Edition criteria.  The ONC 
2014 Edition criteria support both stage one and stage two meaningful use measures required to qualify eligible 
hospitals and providers for funding under the ARRA.  

According to data reported by the ONC, along with CMS, as of December 31, 2013 CPSI is third among all 
vendors in terms of the number of successful hospital customer attestations for complete EHR systems. As a result 
of our obtaining the CCHIT® certification and our track record with our hospital customers successfully achieving 
meaningful use, the ARRA has had and should continue to have a positive impact on our business and the businesses 
of the rural and community hospitals that comprise our target market.

Health Care Reform

In March 2010, President Obama signed into law the Patient Protection and Affordable Care Act and the 
Health Care and Education Reconciliation Act of 2010, collectively referred to as the "Health Reform Laws." This 
sweeping legislation implements changes to the healthcare and health insurance industries from 2010 through 2015, 
with the ultimate goal of requiring substantially all U.S. citizens and legal residents to have qualifying health 
insurance coverage by 2014 and providing the means by which it will be made available to them. We anticipate that 
the Health Reform Laws will have little direct impact on our internal operation but may have a significant impact on 
the businesses of our hospital customers once fully in effect. We have not been able to determine at this point 
whether the impact will be positive, negative or neutral; however, it is likely that the Health Reform Laws will affect 
hospitals differently depending upon the populations they service. Rural and community hospitals typically service 
higher uninsured populations than larger urban hospitals and rely more heavily on Medicare and Medicaid for 
reimbursement. It remains to be seen whether the increase in the insured populations for rural and community 
hospitals, as well as the increase in Medicare and Medicaid reimbursements under the ARRA for hospitals that 
implement EHR technology, will be enough to offset cuts in Medicare and Medicaid reimbursements contained in 
the Health Reform Laws or as a result of sequestration or other federal legislation.

We believe healthcare initiatives will continue during the foreseeable future. If adopted, some aspects of 
previously proposed reforms, such as further reductions in Medicare and Medicaid payments, could adversely affect 
the businesses of our customers and thereby harm our business.

Deficit Reduction/Sequestration

President Obama signed legislation in August 2011, the Budget Control Act of 2011, to increase the U.S. debt 
ceiling. This legislation mandates significant cuts in federal spending over the next decade, as the special bipartisan 
Congressional committee appointed under the legislation failed to take any action on deficit reduction. Although 
Medicaid is specifically exempted from the federal spending cuts mandated by the legislation, it calls for a reduction 
of up to 2% in federal Medicare spending, all of which will be achieved by reduced reimbursements to healthcare 
providers. With the passage of the American Taxpayer Relief Act of 2012, the reduced reimbursements provided for 
under the Budget Control Act took effect starting on March 1, 2013. As our hospital customers rely heavily on 
reimbursements from Medicare to fund their operations, the anticipated reduction in reimbursement rates, although 
capped at 2%, could negatively affect the businesses of our customers and our business.

As the federal government seeks to further limit deficit spending in the future due to fiscal restraints, it will 
likely continue to cut entitlement spending programs such as Medicare and Medicaid matching grants which will 
place further cost pressures on hospitals and other healthcare providers.  Furthermore, federal and state budget 
shortfalls could lead to potential reductions in funding for Medicare and Medicaid.  Reductions in reimbursements 
from Medicare and Medicaid could lead to hospitals postponing expenditures on information technology.

39

2013 Financial Overview

Our gross revenues in 2013 increased 9.6%, while our net income increased 9.2%. Despite the increase in net 

income, cash flow from operations decreased 9.8% due primarily to significant increases in our financing 
receivables. We continued to experience increased levels of customers seeking financing arrangements for system 
installations during the year due to continued challenging economic conditions and unavailability of third-party 
credit. Additionally, as our new system installation customers expect significant future cash inflows in the form of 
EHR incentive payments, we have experienced a significant demand for financing arrangements allowing these 
customers to minimize the near-term impact on their current cash resources. As a result, we have experienced a 
significant increase in financing arrangements that allow customers to utilize anticipated cash inflows under the 
EHR incentive program in satisfaction of their principal obligation in purchasing our EHR solution. These 
customers have opted for payment terms that result in the full satisfaction of principal within a timeframe consistent 
with that of our historical financing arrangements. We will continue to grant financing arrangements to customers on 
a case-by-case basis depending upon various aspects of the proposed contract and customer attributes.

Despite the decrease in cash flow from operations during the year, we have maintained a strong cash position 
that we believe is sufficient to meet our operating requirements. We believe that a strong cash position enables us to 
compete better in the marketplace and maintain the quality of our customer service and product offerings.

As mentioned above, our operations have been significantly affected by the EHR incentives offered under the 

ARRA and the related reduction in Medicare reimbursement rates for those providers that fail to demonstrate 
meaningful use of EHR by October 1, 2014.  "Meaningful use" of EHR under the ARRA refers to a set of core 
criteria that medical providers must meet in order to prove that they are using their EHR as an effective tool in their 
practice, plus additional a la carte menu items.  Meaningful use is measured in three stages, with each stage 
representing a level of adoption of EHR.  EHR incentive payments to eligible hospitals meeting the stage one 
criteria began in 2011 and eligible hospitals not meeting the stage one criteria by October 1, 2013 will experience a 
decrease in the overall incentive payments for which they are eligible under the incentive program. To achieve the 
stage one criteria, eligible hospitals are required to meet 14 core objectives and five menu objectives that they select 
from a total list of 10.  Stage two criteria, published in September 2012, became effective at the beginning of the 
federal government's 2014 fiscal year (October 1, 2013) and require eligible hospitals to meet 16 core objectives and 
three menu objectives to be selected from a total list of six.  Most of the stage one objectives are core objectives 
under stage two, but the thresholds that providers must meet to satisfy these objectives for stage two have been 
raised.  Stage three criteria (the final rules for which have not yet been published) are expected to become effective 
at the beginning of the federal government's 2017 fiscal year (October 1, 2016).

First Generation Meaningful Use Installment Plans. During 2012, we included language in certain of our 
customer license agreements that more evenly matched customers’ anticipated cash inflows under the EHR incentive 
program with the necessary cash outflows for purchasing our EHR solution ("First Generation Meaningful Use 
Installment Plans," previously referred to as "Extended Meaningful Use Installment Plans" in our prior filings with 
the Securities and Exchange Commission). Under these arrangements, a customer is required to remit to us 
Medicare and Medicaid incentive payments (not to exceed the remaining balance under the arrangement) received 
for adoption of qualifying EHRs upon receipt of such funds, with only nominal payments required until the 
customer’s receipt of such incentive payments. If no such incentive payments are received by the customer or if such 
payments are not sufficient to pay the remaining balance under the arrangement, payments continue at contracted 
nominal amounts until the balance of the contract price is paid in full. EHR incentive payments aside, these nominal 
payment amounts would result in the overall duration of the payment periods significantly exceeding that of our 
historical financing arrangements. As a result, revenue from these arrangements is recognized as the amounts 
become due. As of December 31, 2013, we have remaining accumulated unrecognized revenue of $2.7 million to be 
recognized as the amounts become due under these contracts. Of the customers contributing to the $2.7 million in 
accumulated unrecognized revenue as of December 31, 2013, all have attested to stage one of meaningful use as of 
the date of this filing, with half of those customers attesting to stage one having already received related Medicaid 
incentive payments. Medicare payments, which are typically significantly larger than the related Medicaid 
payments, are still pending for most of these customers. 

40

Our experience suggests an average time from successful attestation in stage one to receipt of funds from 
Medicare under the EHR incentive program of approximately six weeks. Overall with respect to these contracts, we 
have typically experienced a timeframe of 6 to 12 months from the date of installation to receipt of funds under the 
EHR incentive program. While those customers contributing to the $2.7 million of accumulated unrecognized 
revenue have experienced significantly expanded timeframes from installation to receipt of incentive funds, we do 
not consider the events giving rise to such timeframe expansion to be indicative of an increased risk of 
noncompliance with the ARRA requirements, collectibility or eventual revenue recognition. The final new system 
installation under a First Generation Meaningful Use Installment Plan was performed during the fourth quarter of 
2012, and the Company does not expect to offer such payment terms going forward. As a result, aside from the 
anticipated recognition of the $2.7 million of accumulated unrecognized revenue as of December 31, 2013, we do 
not expect First Generation Meaningful Use Installment Plans to have a significant impact on our future financial 
statements. 

Second Generation Meaningful Use Installment Plans. Beginning in the fourth quarter of 2012, we ceased 

offering First Generation Meaningful Use Installment Plans to our customers, opting instead for license agreements 
with payment terms that provide us with greater visibility into and control over the customer's meaningful use 
attestation process and significantly reducing the maximum timeframe over which customers must satisfy their full 
payment obligations in purchasing our system ("Second Generation Meaningful Use Installment Plans").  Under 
these arrangements, for the first two years following execution of the contract, a customer is only required to remit 
to us Medicare and Medicaid incentive payments (not to exceed the remaining balance under the arrangement) 
received for adoption of a qualifying EHR upon receipt of such funds.  Upon the expiration of this two-year period, 
the remaining balance (if any) is required to be paid in full over a period not to exceed twelve months.  As the 
overall payment period durations of the Second Generation Meaningful Use Installment Plans are consistent with 
that of our historical system sale financing arrangements, revenues under the Second Generation Meaningful Use 
Installment Plans are recognized upon installation of our EHR solution.  Nearly all of our new system installations 
during 2013 were under Second Generation Meaningful Use Installment Plans, resulting in a significant increase in 
our financing receivables balances from December 31, 2012 to December 31, 2013.  

We expect the demand for financing arrangements to continue for the next few years, but at a lower frequency 

than that experienced during 2012 and 2013.  As a result, our financing receivables balances are expected to 
decrease beginning in 2014 upon successful collection of currently outstanding amounts.

Revenues

The Company allocates revenue to its multiple element arrangements, including software and software-related 

services, based on a hierarchy of evidence to support selling prices in accordance with generally accepted 
accounting principles. Revenue from general support agreements for post-contract support services (support and 
maintenance) and information technology management and consulting services are recognized by the Company 
ratably over the term of the agreement.

System Sales. Revenues from system sales are derived from the sale of information systems (including 
software, conversion and installation services, hardware and peripherals) 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. 
Revenue from the sale of the software perpetual license and system installation and training is recognized on a 
module-by-module basis after the installation and training have been completed and the system is functioning as 
designed for each individual module. Revenue from the sale of hardware is recognized upon shipment of the 
hardware 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, and sales of forms 
and supplies. 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 typically range from three to five years. Upon expiration of the initial term, these contracts renew 
automatically on a year-to-year basis thereafter until terminated. Revenues from support services are recognized in 
the month when these services are performed.

41

We provide our products to some customers utilizing the "Software as a Service" model, or "SaaS," which 
includes our Cloud EHR service. We provide SaaS services on a remote access basis by storing and maintaining 
servers at our headquarters which contain customers’ patient and administrative data. Revenues from our SaaS 
services are recognized in the month when these services are performed.

Business Management, Consulting and Managed IT Services. Our business management services include 
electronic billing, statement processing, payroll processing and business office management (primarily accounts 
receivable management and private pay services). Most of these business management services are sold pursuant to 
one-year customer agreements, with automatic one-year renewals until terminated. We also provide web site design, 
hosting services, and other managed IT and professional IT services if needed. Revenues from business 
management, consulting and managed IT services are recognized when these services are performed.  

Reference is made to Note 2 to the financial statements for additional discussion of our revenue recognition 

policies.

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. These costs are expensed as 
incurred. For the sale of equipment, we incur costs to acquire these products from the respective distributors or 
manufacturers. The costs related to the acquisition of equipment are capitalized into inventory and expensed upon 
the sale of the equipment utilizing the average cost method.

Support and Maintenance. The principal costs associated with our system support and maintenance services 

are employee salaries, benefits and certain other overhead expenses. These costs are expensed as incurred.

Our employees that perform system installations also provide support and maintenance services. We allocate 

their time equally between the two functions to provide them with an equal amount of time at home providing 
support services versus traveling away from home performing system installations. As such, 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. We had 558 software installation and support 
employees as of December 31, 2013 compared to 652 as of December 31, 2012.

Additionally, as the employees in our Product Development Services division devote a portion of their time to 
the development of software enhancements governed by our support arrangements with our customers, we similarly 
allocate this division's salary-related expenses between cost of system sales and cost of support and maintenance 
services.  The average headcount in this division increased from 174 during 2012 to 195 during 2013.

Supplies and forms represent an additional cost associated with our support and maintenance services. These 

costs are expensed as incurred.

Business Management, Consulting and Managed IT Services. The principal cost related to our statement 

processing services is postage. The principal costs related to our other business management, consulting and 
managed IT services are employee-related expenses, such as salaries and benefits, and telecommunication fees.

42

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, 2013, expressed as a percentage of our total revenues for these periods (dollar 
amounts in thousands):

Year ended December 31,

2013

2012

2011

Amount

% Revenues

Amount

% Revenues

Amount

% Revenues

INCOME DATA:

Sales revenues:

System sales . . . . . . . . . . . . . . . . . . . . . $
Support and maintenance (1) . . . . . . . . .

Business management, consulting and 
managed IT services (1) . . . . . . . . . . . . .

Total sales revenues. . . . . . . . . . . . . . . . . . . .

Costs of sales:

System sales . . . . . . . . . . . . . . . . . . . . .
Support and maintenance (1) . . . . . . . . .

Business management, consulting and 
managed IT services (1) . . . . . . . . . . . . .

Total costs of sales. . . . . . . . . . . . . . . . . . . . .

Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . .

Operating expenses:

Sales and marketing . . . . . . . . . . . . . . .

General and administrative. . . . . . . . . .

Total operating expenses . . . . . . . . . . . . . . . .

Operating income . . . . . . . . . . . . . . . . . . . . .

Other income:

Interest income . . . . . . . . . . . . . . . . . . .

Total other income. . . . . . . . . . . . . . . . . . . . .

Income before taxes. . . . . . . . . . . . . . . . . . . .

Provision for income taxes . . . . . . . . . . . . . .

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . $

79,792

71,506

49,565

200,863

47,840

28,640

30,646

107,126

93,737

14,737

28,756

43,493

50,244

466

466

50,710

17,967

32,743

39.7% $

35.6%

72,553

67,293

39.6% $

36.7%

70,644

64,153

24.7%

43,463

23.7%

38,679

100.0%

183,309

100.0%

173,476

23.8%

14.3%

15.3%

53.4%

46.6%

7.3%

14.3%

21.6%

25.0%

0.2%

0.2%

25.2%

8.9%

16.3% $

49,019

27,710

25,919

102,648

80,661

14,290

25,094

39,384

41,277

721

721

41,998

12,025

29,973

26.7%

15.1%

14.1%

55.9%

44.1%

7.8%

13.7%

21.5%

22.6%

0.4%

0.4%

23.0%

6.6%

16.4% $

47,603

25,844

20,618

94,065

79,411

13,413

24,703

38,116

41,295

667

667

41,962

16,129

25,833

40.7%

37.0%

22.3%

100.0%

27.4%

14.9%

11.9%

54.2%

45.8%

7.7%

14.2%

21.9%

23.9%

0.4%

0.4%

24.3%

9.3%

15.0%

(1) Prior year amounts have been reclassified to reflect the current presentation.  See Note 2 to the consolidated 
financial statements.

2013 Compared to 2012 

Revenues. Total revenues increased 9.6%, or $17.6 million. This was largely attributable to an increase in 

system sales revenues, primarily caused by an increase in new system installations under Second Generation 
Meaningful Use Installment Plans combined with revenue recognized related to First Generation Meaningful Use 
Installment Plans of $3.9 million (net of approximately $0.6 million of additional unrecognized revenue 
accumulated during 2013 related to these arrangements) compared to accumulated unrecognized revenue of $7.1 
million (net of approximately $5.5 million of revenue recognized) related to these arrangements during 2012. 
Additionally, we experienced an increase in support and maintenance revenues and business management, 
consulting and managed IT services revenues due to a larger customer base and increased applications within that 
customer base requiring support and maintenance services, as well as increased demand for and market acceptance 
of our business management, consulting and managed IT services.

43

 
 
 
System sales revenues increased by 10.0%, or $7.2 million. We completed financial and patient software 
system installations at 30 new hospital clients in 2013 (none of which was under a First Generation Meaningful Use 
Installment Plan and one of which was under a SaaS arrangement) compared to 34 in 2012 (10 of which were under 
First Generation Meaningful Use Installment Plans). Sales to existing customers accounted for 58.0% of our system 
sales revenues during 2013 compared to 64.1% during 2012. During 2012, the Company installed systems under 
First Generation Meaningful Use Installment Plans for which a substantial majority of the consideration is not 
received or revenue recognized until the customers successfully achieve "meaningful use" designation and receive 
related stage one ARRA incentive payments. These arrangements resulted in revenue recognized (net of additional 
unrecognized revenue accumulated) of $3.9 million during 2013 and $7.1 million of accumulated unrecognized 
revenue during 2012.  Excluding the net effect on revenue resulting from these arrangements, adjusted system sales 
(as hereinafter defined in the "Non-GAAP Financial Measures" section below) decreased $3.7 million, or 4.7%, due 
to the decrease in add-on sales to existing customers. Add-on sales in 2012 benefited from those customers 
purchasing necessary incremental applications in order to satisfy both stage one and stage two meaningful use 
criteria, whereas during 2013 the opportunities for add-on sales for stage one incremental applications had largely 
been exhausted.

Support and maintenance revenues increased by 6.3%, or $4.2 million. Support service fees increased by 

8.5%, or $5.3 million, due to an increase in recurring revenues as a result of a larger customer base, an increase in 
support fees for add-on business sold to existing customers, and increases in support rates from contractually agreed 
upon Consumer Price Index rate increases. The increase in support service fees was partially offset by a 27.7%, or 
$0.8 million, decrease in SaaS, hosting and other fees as a result of the high volume during 2012 of conversions of 
previously installed SaaS arrangements to perpetual licenses at the customers' request. 

Business management, consulting and managed IT services revenues increased by 14.0%, or $6.1 million. We 

experienced this increase in business management, consulting and managed IT services revenues primarily as a 
result of growth in customer demand for accounts receivable management (increasing 29.5%, or $3.4 million), 
consulting services (increasing 88.5%, or $2.0 million, due to an approximately 80% increase in related contract 
signings), cloud computing (a component of managed IT services, increasing 58.4%, or $0.5 million), and private 
pay services (increasing 3.3%, or $0.3 million) due to more effective marketing of these services.   

Costs of Sales. Total costs of sales increased by 4.4%, or $4.5 million. As a percentage of revenues, costs of 

sales decreased from 55.9% to 53.4%.

Costs of system sales decreased 2.4%, or $1.2 million. The decrease in costs of system sales was primarily due 

to a $1.6 million decrease in travel expenses and a $1.2 million decrease in cost of equipment as a result of the 
decrease in new system installations.  These cost decreases were partially offset by a $2.0 million increase in the 
cost of third-party software subscriptions as a result of our expanding customer base utilizing such third-party 
software services and new royalty payments for newly copyrighted and newly provided third-party content. The 
gross margin on system sales increased to 40.0% in 2013 from 32.4% in 2012.  Excluding the net effect on revenue 
resulting from First Generation Meaningful Use Installment Plans (which were used by the Company in 2012) and 
the deferral of the related cost of equipment, the adjusted gross margin on system sales (as hereinafter defined in the 
"Non-GAAP Financial Measures" section below) decreased slightly to 37.5% in 2013 from 37.8% in 2012. The 
table below summarizes the major components of costs of system sales as a percentage of system sales revenues:

Year Ended December 31,    

2013

2012

Payroll and related expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Travel expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

31.0%
14.1%
7.3%

34.5%
17.7%
9.7%

Excluding the net effect on revenue and cost of equipment resulting from First Generation Meaningful Use 

Installment Plans, payroll and related expenses, travel expenses, and adjusted cost of equipment (as hereinafter 
defined in the "Non-GAAP Financial Measures" section below) would represent 32.6%, 14.9% and 7.7%, 
respectively, of adjusted system sales (as hereinafter defined in the "Non-GAAP Financial Measures" section below) 

44

 
 
for 2013 compared to 31.4%, 16.1% and 9.5%, respectively, for 2012. Please see the tables set forth below under the 
caption "Non-GAAP Financial Measures" for a reconciliation of each of these non-GAAP financial measures to the 
comparable financial measure determined in accordance with GAAP.

Costs of support and maintenance increased 3.4%, or $0.9 million, primarily due to an increase in payroll and 
related costs of 4.7%, or $1.2 million, due to increased personnel in our Product Development Services division. The 
gross margin on support and maintenance revenues increased slightly to 60.0% in 2013 from 58.8% in 2012.

Our costs associated with business management, consulting and managed IT services increased 18.2%, or 

$4.7 million, due primarily to an increase in payroll and related expenses. The gross margin on these services 
decreased to 38.2% in 2013 from 40.4% in 2012 due to the disproportionate increase in payroll and related expenses 
versus revenues. Payroll and related expenses increased 20.8%, or $3.4 million, as a result of adding more 
employees during the trailing twelve months in order to support and develop our growing customer base and 
increase capacity in advance of anticipated future increases in demand.  We also experienced a $0.9 million increase 
in related travel costs, primarily due to the increased volume of clinical consulting engagements and increased sales 
generation efforts.

Sales and Marketing Expenses. Sales and marketing expenses increased 3.1%, or $0.4 million. This increase 

was primarily attributable to increased commissions resulting from an increase in system sales revenues and 
increased salary expense due to the promotion of two new vice presidents during the fourth quarter of 2012. 

General and Administrative Expenses. General and administrative expenses increased 14.6%, or $3.7 million, 
with the largest contributing factor being a $1.4 million increase in bad debt expense due to the continued significant 
increase in our financing receivables balances and the write-off of substantial amounts related to a single customer 
experiencing considerable financial difficulty. Our group health insurance expense increased 11.9%, or $0.9 million, 
due to continuing increases in healthcare costs. Depreciation expense increased $0.4 million as a result of significant 
capital expenditures over the trailing twelve months, mostly related to the build-out of our new facility in Fairhope, 
Alabama.  This new facility also resulted in a $0.3 million increase in utilities expense. Payroll and related expenses 
increased 6.5%, or $0.3 million, due to increased stock-based compensation costs resulting from additional grants of 
restricted stock to our executive officers and non-employee directors and increased costs related to our incentive 
bonus program for certain members of management as profitability growth improved from 2012 to 2013. Lastly, our 
expenses related to our customer user group increased $0.3 million as, in addition to our annual User Group 
Conference, we held our Financial, Clinical, and Physician Conferences in May 2013; the only such large event to 
take place during 2012 was the annual User Group Conference.  

 As a percentage of total revenues, sales and marketing expenses, and general and administrative expenses 

increased slightly to 21.6% in 2013 compared to 21.5% in 2012.

As a result of the foregoing factors, income before taxes increased by 20.8%, or $8.7 million.

Income Taxes.  Our effective income tax rate for the years ended December 31, 2013 and 2012 was 35.4% and 

28.6%, respectively.  The significant increase in our effective income tax rate was primarily due to $3.1 million in 
favorable provision-to-return adjustments recorded during 2012.  These provision-to-return adjustments were 
primarily related to differences between the Domestic Production Activities Deduction ("DPAD") reported on the 
2011 federal income tax return and amounts previously estimated, as well as the estimated additional net federal tax 
benefit to be realized by the Company upon amending federal income tax returns for all open years for revised 
DPAD amounts.  This increase in our effective tax rate resulting from the significant provision-to-return adjustments 
recorded during 2012 was partially offset as our effective tax rate for 2013 included a tax benefit from federal 
research and development tax credits attributable to the entire 2012 and 2013 fiscal years.  The federal research and 
development tax credit expired effective December 31, 2011 and was extended retroactively for amounts incurred 
between January 1, 2012 through December 31, 2013 when the American Taxpayer Relief Act of 2012 (the 
"ATRA") was signed into law in January 2013.  As the ATRA was signed into law after December 31, 2012, the tax 
benefit from credits related to 2012 were recorded during 2013.  

45

2012 Compared to 2011

Revenues. Total revenues increased by 5.7%, or $9.8 million. This was largely attributable to an increase in 

support and maintenance revenues and business management, consulting and managed IT services revenues due to a 
larger customer base and increased applications within that customer base requiring support and maintenance 
services, as well as increased demand and market acceptance of our managed IT services.

System sales revenues increased by 2.7%, or $1.9 million. We completed financial and patient software system 

installations at 34 new hospital clients in 2012 (10 of which were under First Generation Meaningful Use 
Installment Plans), compared to 17 new hospital clients in 2011 (none of which were under First Generation 
Meaningful Use Installment Plans). System sales to existing customers accounted for 64.1% of our revenues during 
2012 compared to 75.4% in 2011. During 2012, the Company installed systems under First Generation Meaningful 
Use Installment Plans for which a substantial majority of the consideration will not be received or revenue 
recognized until the customers successfully achieve "meaningful use" designation and receive related stage one 
ARRA incentive payments, resulting in net unrecognized revenue of $7.1 million accumulated during 2012 to be 
recognized in future periods as the amounts become due and payable. The Company recognized $3.6 million of 
revenue during 2012 for previously installed SaaS arrangements that were converted to perpetual license 
arrangements.

Support and maintenance revenues increased by 4.9%, or $3.1 million. Support service fees increased by 

8.1%, or $4.7 million, due to an increase in recurring revenues as a result of a larger customer base, an increase in 
support fees for add-on business sold to existing customers, and increases in support rates from contractually agreed 
upon Consumer Price Index rate increases. The increase in support service fees was partially offset by a 26.3%, or 
$1.0 million, decrease in SaaS, hosting and other fees as a result of the high volume during 2012 of conversions of 
previously installed SaaS arrangements to perpetual licenses at the customers' request. 

Business management, consulting and managed IT services revenues increased by 12.4%, or $4.8 million. 

Consulting and managed IT services (exclusive of ASP and ISP fees) were new service offerings beginning in the 
third quarter of 2011, and resulted in revenues of $3.3 million in 2012 compared to $0.7 million in 2011.  We also 
experienced increases in customer demand for accounts receivable management (increasing 9.2%, or $1.0 million) 
and private pay (increasing 6.8%, or $0.7 million) services due to more effective marketing of these services.

Costs of Sales. Total costs of sales increased by 9.1%, or $8.6 million. As a percentage of revenues, costs of 

sales increased slightly from 54.2% to 56.0%.

Costs of systems sales increased 3.0%, or $1.4 million. This increase is mostly attributable to increases in 

travel costs and payroll and related expenses. Travel costs increased 21.6%, or $2.3 million, as a result of the 
increased activity in new system installations. Payroll and related expenses increased 4.0%, or $1.0 million, due to 
moderate increases in the related headcount necessary to successfully accomplish the increased installation 
workload. These increases were partially offset by a 19.4%, or $1.7 million, decrease in cost of equipment due 
largely to a 27% decrease in equipment sales. During 2011, we experienced an unusually high number of equipment 
sales to existing customers and related cost of equipment due to the Company’s migration to a new operating 
platform, which required many customers to upgrade existing hardware to support the new platform. The gross 
margin on system sales remained relatively flat, decreasing slightly from 32.6% in 2011 to 32.4% in 2012. This is 
despite the prevalence of First Generation Meaningful Use Installment Plans in the Company’s 2012 new system 
implementations, which comprised nearly one third of all new system installations for 2012. Under these 
arrangements, the Company recognizes all non-equipment expenses as the installations occur but will not recognize 
the related revenue until the customers successfully achieve "meaningful use" designation and receive related ARRA 
incentive payments. Excluding the effects of the unrecognized revenue noted above and the deferral of the related 
cost of equipment, the adjusted gross margin on system sales (as hereinafter defined in the "Non-GAAP Financial 
Measures" section below) increased to 37.8% in 2012. The table below summarizes the major components of costs 
of system sales as a percentage of system sales revenues:

46

Year Ended December 31,    

2012

2011

Payroll and related expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Travel expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

34.5%
17.7%
9.7%

34.1%
14.9%
12.4%

If the Company had recognized the $7.1 million of unrecognized revenue accumulated during 2012 from First 

Generation Meaningful Use Installment Plans, payroll and related expenses, travel expenses, and adjusted cost of 
equipment (as hereinafter defined in the "Non-GAAP Financial Measures" section below) would represent 31.4%, 
16.1%, and 9.5%, respectively, of adjusted system sales (as hereinafter defined in the Non-GAAP Financial 
Measures” section below) for 2012. Please see the tables set forth below under the caption "Non-GAAP Financial 
Measures" for a reconciliation of each of these non-GAAP financial measures to the comparable financial measure 
determined in accordance with GAAP.

Cost of support and maintenance increased 7.2%, or $1.9 million, due entirely to an increase in payroll and 

related costs of 8.7%, or $2.0 million, driven by an increase in headcount. The gross margin on support and 
maintenance decreased from 59.7% in 2011 to 58.8% in 2012, due mainly to the decrease in SaaS, hosting and other 
fees.

Our costs associated with business management, consulting and managed IT services increased 25.7%, or $5.3 

million, due primarily to an increase in payroll and related costs. Payroll and related expenses increased 37.3%, or 
$4.4 million, as a result of the addition of personnel to provide consulting and managed IT services, which were new 
service offerings beginning in the third quarter of 2011. Similarly, temporary labor expenses increased 26.8%, or 
$0.2 million. The gross margin on business management, consulting and managed IT services decreased to 40.4% in 
2012 from 46.7% in 2011 due to the disproportionate increase in payroll and related costs versus revenues as our 
consulting and managed IT services offerings have yet to achieve economies of scale on a level consistent with our 
business management services offerings. 

Sales and Marketing Expenses. Sales and marketing expenses increased 6.5%, or $0.9 million. The increase 

was attributable to increased sales commission expense and increased salaries as a result of additional personnel.

General and Administrative Expenses. General and administrative expenses increased 1.6%, or $0.4 million. 
Group health insurance expense increased 16.4%, or $1.1 million, due to the combined factors of increased overall 
headcount and continuing increases in healthcare costs. Expenses resulting from our annual national user group 
conference and various regional or application-specific user group meetings hosted during 2012 increased $0.8 
million due to an increase in the number of such meetings and more costly host locations in 2012 than in 2011. 
Depreciation expense increased $0.7 million as a result of our acquisition of our corporate campus in Mobile, 
Alabama during December 2011. These increases were mostly offset by a $1.5 million decrease in rent expense 
related to the aforementioned campus acquisition during December 2011 and a $0.9 million decrease in bad debt 
expense. Bad debt expense in 2011 was significantly higher than historical trends as several customers declared 
bankruptcy during the second quarter of 2011 and we increased reserves for specific customers with which we had 
experienced collection problems.

As a result of the foregoing factors, income before taxes remained unchanged at $42.0 million during both 

2012 and 2011.

Income Taxes. Our effective income tax rate for the years ended December 31, 2012 and 2011was 28.6% and 

38.4%, respectively. The significant decrease in our effective income tax rate was primarily due to favorable 
provision-to-return adjustments related to differences between the DPAD reported on the 2011 federal income tax 
returns and amounts previously estimated, as well as the estimated additional net federal tax benefit to be realized by 
the Company upon amending federal income tax returns for all open years for revised DPAD amounts. The federal 
research and development tax credit expired effective December 31, 2011, but was retroactively extended for 
amounts incurred from January 1, 2012 through December 31, 2013, when the ATRA was signed into law in January 
2013. As the ATRA was signed into law during the first quarter of 2013, no tax benefit from these potential credits 

47

 
 
was recorded for 2012. However, our effective tax rate for the first quarter of 2013 included a tax benefit from 
federal research and development tax credits attributable to the entire 2012 fiscal year and the first quarter of 2013.

Liquidity and Capital Resources

As of December 31, 2013, we had $11.7 million in cash and cash equivalents and $10.7 million in 
investments. Management believes that cash and investments plus cash generated from our normal operating 
activities should be adequate to fund our business through the remainder of 2014. 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 of our business and return cash to our shareholders in the form of dividends. Because of our 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 $22.6 million in 2013, $31.4 million in 2012 (including a special, one-time 
dividend of approximately $11.1 million during December 2012 in anticipation of a significant increase in tax rates 
on dividends beginning in 2013), and $15.9 million in 2011. We believe that paying dividends is an effective way of 
providing an investment return to our stockholders and a beneficial use of our cash. However, the declaration of 
dividends by CPSI is subject to the discretion of our Board of Directors. Our Board of Directors will continue to 
take into account such matters as general business conditions, our financial results and such other factors as our 
Board of Directors may deem relevant.

Net cash provided by operating activities totaled $29.0 million, $32.2 million and $33.5 million for 2013, 
2012 and 2011, respectively. The 9.8% decrease in net cash provided by operating activities in 2013 is despite a 
9.2% increase in net income from 2012 to 2013, due primarily to significant increases in our financing receivables. 
We continued to experience increased levels of customers seeking financing arrangements for system installations 
during 2013 due to continued challenging economic conditions, unavailability of third-party credit, and the 
increasing preference by our new system installation customers to minimize the near-term impact that purchasing 
our system will have on their current cash resources. We expect this trend of increased levels of customers seeking 
financing arrangements for system installations to continue during the next twelve months, resulting in further 
increases in our financing receivables, although at lower levels than that experienced during 2013. The expected 
increase in financing receivables, although offset by periodic collections of previously outstanding amounts, could 
temporarily have a negative impact on our net cash provided by operating activities.

Net cash used in investing activities totaled $3.7 million in 2013, compared to $1.5 million of net cash 
provided by investing activities during 2012 and net cash used in investing activities of $14.0 million in 2011.  We 
used cash for the purchase of property and equipment of $3.6 million, $4.4 million and $10.8 million in 2013, 2012 
and 2011, respectively. Of the $10.8 million in capital expenditures in 2011, $9.5 million related to the purchase of 
our corporate headquarters which we had previously been leasing. We experienced a return to more historical levels 
of capital expenditures in 2012, with 2013 capital expenditures further normalizing with the completion of the build-
out of our new facility in Fairhope, Alabama. Purchases of investments, net of cash inflows from liquidated 
positions, were $0.1 million in 2013 compared to net cash inflows from investments of $5.8 million in 2012.  We 
liquidated $7.0 million of our investment portfolio in December 2012 to partially fund the aforementioned one-time, 
special dividend of $11.1 million. For 2014, we anticipate the need for approximately $3.5 million in capital 
expenditures.

Net cash used in financing activities totaled $22.5 million, $31.4 million and $15.8 million for 2013, 2012 and 

2011, respectively. We declared and paid dividends in the aggregate amount of $22.6 million, $31.4 million 
(including the aforementioned one-time, special dividend of $11.1 million), and $15.9 million during 2013, 2012 
and 2011, respectively.

Our days sales outstanding, which represents the average collection time for accounts receivable, for the years 

2013, 2012 and 2011 were 38, 41, and 47 days, respectively.

We currently do not have a bank line of credit or other credit facility in place. Because we have no debt, we 

are not 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 
48

payment of substantial funds and substantial restrictions on expenditures, among other things. Due to the recent 
economic recession and ongoing tightened lending standards, additional capital, if needed, may not be available on 
terms favorable to us, or at all.

Our future capital requirements will depend upon a number of factors, including the rate of growth of our 
sales, cash collections from our customers and future investments in fixed assets. We believe that our available cash 
and cash equivalents, investments and anticipated cash generated from operations will be sufficient to meet our 
operating requirements for at least the next 12 months.

Non-GAAP Financial Measures

We have included in the discussion under the captions "2013 Compared to 2012" and "2012 Compared to 
2011" above financial measures that were not prepared in accordance with GAAP. Any analysis of non-GAAP 
financial measures should be made only in conjunction with results presented in accordance with GAAP. Below, we 
define each of these non-GAAP financial measures, provide a reconciliation of each non-GAAP financial measure to 
the most directly comparable financial measure calculated in accordance with GAAP, and discuss the reasons that 
we believe this information is useful to management and may be useful to investors.

We use the non-GAAP financial measures "adjusted gross margin on system sales," "adjusted cost of 
equipment," and "adjusted system sales." Management believes these non-GAAP financial measures provide our 
Board of Directors, investors, potential investors, securities analysts and others with useful information to evaluate 
our performance because they exclude the impact of unrecognized revenue, recognized revenue and related deferral 
of cost of equipment resulting from our use of First Generation Meaningful Use Installment Plans.  First Generation 
Meaningful Use Installment Plans were new to the Company in 2012, resulting in the Company not having 
sufficient experience with comparable arrangements to establish evidence of a standard business practice of 
historically collecting under the original payment terms of such contracts without making concessions. As a result, 
the provisions of the Software topic and Revenue Recognition subtopic of the FASB Accounting Standards 
Codification result in a conclusion that the fee is not fixed or determinable and, as a result, the revenue is to be 
recognized as the amounts become due. Because the timing of our recognition of revenue under First Generation 
Meaningful Use Installment Plans is not related to any remaining obligation on the part of the Company, the 
Company and our Board of Directors use these non-GAAP financial measures to evaluate our performance relative 
to other periods. We believe that the most directly comparable GAAP measures to adjusted gross margin on system 
sales, adjusted cost of equipment, and adjusted system sales are gross margin on system sales, cost of equipment, 
and system sales, respectively. Set forth below are reconciliations of adjusted gross margin on system sales, adjusted 
cost of equipment, and adjusted system sales to the comparable financial measures calculated in accordance with 
GAAP (dollar amounts in thousands):

Adjusted Gross Margin on System Sales

Gross margin on system sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Add: Unrecognized revenue accumulated related to First Generation
Meaningful Use Installment Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Less: Revenue recognized related to First Generation Meaningful Use
Installment Plans. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Less: Deferred cost of equipment related to First Generation
Meaningful Use Installment Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Add: Amortization of deferred cost of equipment related to First
Generation Meaningful Use Installment Plans . . . . . . . . . . . . . . . . . . . . .
Adjusted gross margin on system sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

Year ended December 31,    

2013

2012

2011

31,953

$

23,534

$

23,041

597

12,581

(4,488)

(5,524)

—

416

(983)

462

—

—

—

—

28,478

$

30,070

$

23,041

49

 
 
Adjusted Cost of Equipment

Cost of equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

5,836

$

7,055

$

8,763

Add: Deferred cost of equipment related to First Generation
Meaningful Use Installment Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Less: Amortization of deferred cost of equipment related to First
Generation Meaningful Use Installment Plans . . . . . . . . . . . . . . . . . . . . .
Adjusted cost of equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

—

983

(416)
5,420

$

(462)
7,576

—

—

$

8,763

Year ended December 31,    

2013

2012

2011

Adjusted System Sales

System sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Add: Unrecognized revenue accumulated related to First Generation
Meaningful Use Installment Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Less: Revenue recognized related to First Generation Meaningful Use
Installment Plans. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjusted system sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

(4,488)
75,901

$

(5,524)
79,610

Year ended December 31,    

2013

2012

2011

79,792

$

72,553

$

70,644

597

12,581

—

—

$

70,644

Related Party Transactions

On December 13, 2011, we purchased our corporate campus headquarters, including 16.5 acres of land on 
which the headquarters is located, in Mobile, Alabama from a related party, C.P. Investments, Inc., an Alabama 
corporation, for $9.5 million. The stockholders of C.P. Investments, Inc. include, among others, Michael K. Muscat, 
Jr., who is one of our executive officers, and his siblings, Ellen M. Harvey and Susan M. Slaton. Prior to the 
purchase, we leased the facilities from C.P. Investments, Inc. In 2011, we made total lease payments in the amount 
of $1,900,810 to C.P. Investments, Inc. These lease agreements were all canceled simultaneously with the purchase. 
The purchase price for the corporate campus headquarters and 16.5 acres of land was determined following receipt 
of three separate independent third-party appraisals of the property.

Contractual Obligations

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

payments under these leases subsequent to December 31, 2013, are set forth below:

Operating lease obligations. . . . . . . . . . . . . . . . . . $4,212,473

Total

Payment due by period

Less than 1 
Year
$ 772,079

1-3 Years
$ 881,670

3-5 Years
$ 757,278

More than 5
Years
$1,801,446

The table above excludes any amounts related to the $1,317,977 of unrecognized tax benefit as the Company 
cannot make a reasonably reliable estimate of the periods of cash settlements with the respective taxing authorities. 
See Note 7 to the financial statements for additional information.

Off-Balance Sheet Arrangements

We had no off-balance sheet arrangements as of December 31, 2013 or December 31, 2012. 

50

 
 
 
 
 
 
 
  
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. 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 generate revenue from the following sources:

•  The sale of information systems, which includes perpetual software licenses, conversion, installation and 

training services, hardware and peripherals;

•  The provision of system support services, which includes software application support, hardware 

maintenance, continuing education, Software as a Service (or "SaaS") products, and forms and supplies; 
and

•  The provision of business management services, which includes electronic billing, statement processing, 

payroll processing, accounts receivable management, contract management and insurance services, as well 
as Internet service provider ("ISP") services and consulting and managed IT services (collectively, "other 
professional IT services").

We recognize revenue in accordance with the accounting principles required by the Software topic and 
Revenue Recognition subtopic of the Financial Accounting Standards Board ("FASB") Accounting Standards 
Codification (the "Codification") and those prescribed by the Securities and Exchange Commission, as well as the 
accounting principles relevant to multiple-element arrangements in the Revenue Recognition topic and Multiple-
Element Arrangements subtopic of the Codification. These standards 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) collectability is reasonably assured. The 
recognition of revenue pursuant to these criteria involves estimates and judgments regarding:

1)  The allocation of total arrangement consideration to the various elements of our multiple-element 

arrangements, including, for certain elements, estimates and judgments regarding vendor-specific objective 
evidence ("VSOE") of fair value, which we base on either the price charged when the same element is sold 
separately or the price established by management having the relevant authority to do so, for an element not 
yet sold separately. VSOE calculations are updated and reviewed regularly depending on the nature of the 
product or service. We base VSOE for the related undelivered elements on either renewals or stand-alone 
sales as appropriate.

2)  Our determination that total fees for our products and services are fixed or determinable, which we base on 

signed contracts and orders.

3)  Our assessment that collection of amounts due is reasonably assured, which we base on our standard 

payment terms and collection history.

Risks associated with these estimates and judgments and the effects thereof include: (1) if VSOE of fair value 

of any undelivered element does not exist, all revenue is deferred until VSOE of fair value of the undelivered 
element is established or the element has been delivered and (2) if the fees are not fixed or determinable, or if 
collection is not reasonably assured, then the revenue recognized in various periods will be less than amounts that 
would have been otherwise recognizable using the residual method provided under the Codification. See Note 2 to 
the financial statements for further discussion of our revenue recognition policies.

Although we believe that our approach to estimates and judgments regarding revenue recognition is 
reasonable, actual results could differ and we may be exposed to increases or decreases in revenue that could be 
material.

51

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

collect and do not bear interest. The collectability 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, resulting in the establishment of general 
reserves. Additionally, 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 event impacting its business, a specific reserve for bad debt is 
recorded to reduce the related receivable to the amount expected to be recovered.

Although we believe that our approach to estimates and judgments regarding our allowance for doubtful 
accounts is reasonable, actual results could differ and we may be exposed to increases or decreases in required 
reserves that could be material.

Allowance for Credit Losses. The Company has sold information and patient care systems to certain healthcare 

providers under short-term payment plans and sales-type leases. The Company establishes an allowance for credit 
losses for these financing receivables based on the historical level of customer defaults under such financing 
arrangements. Additionally, if it is determined that a customer will be unable to meet its financial obligation, such as 
in the case of a bankruptcy filing or other material event impacting its business, a specific reserve is recorded to 
reduce the related receivable to the amount expected to be recovered. Reference is made to Note 10 to the financial 
statements for further information about our financing receivables.

Although we believe that that our approach to estimates and judgments regarding our allowance for credit 
losses is reasonable, actual results could differ and we may be exposed to increases or decreases in required reserves 
that could be material.

Estimates. The Company uses estimates to record certain transactions and liabilities. These estimates are 
generally based on management’s best judgment, past experience, and utilization of third party services such as 
actuarial and other expert services. Because these estimates are subjective and variable, actual results could differ 
significantly from these estimates. Significant estimates included in our financial statements include those for self-
insurance reserves under our health insurance plan, reserves for uncertain tax positions, bad debt and credit 
allowances, legal liability exposure or lack thereof, and accrued expenses.

Quantitative and Qualitative Disclosures about Market and Interest Rate Risk

Our exposure to market risk relates primarily to the potential change in the value of our investment portfolio 
as a result of fluctuations in interest rates. The primary purpose of our investment activities is to preserve principal 
while maximizing the income we receive from our investments without significantly increasing risk of loss. As of 
December 31, 2013, our investment portfolio consisted of a variety of financial instruments, primarily including, but 
not limited to, money market securities and high quality government and corporate obligations. It is our intent to 
ensure the safety and preservation of our invested principal funds by limiting default risk, market risk and 
reinvestment risk. We do not hold financial instruments for trading or other speculative purposes. The securities in 
our investment portfolio are classified as available-for-sale and, consequently, are recorded on our balance sheet at 
fair market value with their related unrealized gain or loss reflected as a component of accumulated other 
comprehensive income (loss) in stockholders’ equity.

Investments in both fixed rate and floating rate interest earning instruments carry a degree of interest rate risk. 

Fixed rate securities may have their fair market value adversely impacted due to a rise in interest rates, while 
floating rate securities may produce less income than expected if interest rates fall. Due in part to these factors, our 
future investment income may fall short of expectation due to changes in interest rates or we may suffer losses in 
principal if forced to sell securities which have declined in market value due to changes in interest rates.

We believe that the market risk arising from our holdings of these financial instruments is minimal. Due to the 

conservative allocation of our investment portfolio, we do not believe that an immediate 10% increase in interest 
rates would have a material effect on the fair market value of our portfolio. Additionally, since we believe we have 
the ability to liquidate this portfolio, we do not expect our operating results or cash flows to be materially affected to 
any significant degree by a sudden change in market interest rates on our investment portfolio. We do not utilize 
derivative financial instruments to manage our interest rate risks.

52

The table that follows presents fair values of principal amounts and weighted average interest rates for our 

investment portfolio as of December 31, 2013 and 2012.

Cash and Cash Equivalents:

Cash and cash equivalents. . . . . . . . . . . . . . . . . . $ 11,729,185

$ 8,912,457

—%

—%

Short-Term Investments:(1)

Aggregate Fair Value

2013

2012

Weighted Average
Interest Rate

2013

2012

Accrued income . . . . . . . . . . . . . . . . . . . . . . . . . $
Money market funds . . . . . . . . . . . . . . . . . . . . . .
Obligations of the U.S. Treasury, U.S
government corporations and agencies . . . . . . . .

Corporate debt securities. . . . . . . . . . . . . . . . . . .

1,444,257
2,799,905
Total short-term investments . . . . . . . . . . . . $ 7,647,083

45,607
3,357,314

$

57,507
391,913

1,448,433
2,579,992
$ 4,477,845

Long-Term Investments:(2)

Obligations of the U.S. Treasury, U.S
government corporations and agencies . . . . . . . . $ 1,304,593
Mortgage backed securities. . . . . . . . . . . . . . . . .
81,112
1,669,838
Total long-term investments . . . . . . . . . . . . $ 3,055,543

Corporate debt securities. . . . . . . . . . . . . . . . . . .

$

933,346

95,604
5,167,814
$ 6,196,764

(1)  Reflects instruments with a contractual maturity of less than one year.

(2)  Reflects instruments with a contractual maturity of one year or more.

—%
0.02%

2.39%
2.84%

1.19%

1.63%
2.09%

—%
0.14%

0.45%
3.83%

1.10%

1.75%
2.68%

As of December 31, 2013, the Company had no borrowings and, therefore, is not subject to interest rate risks 

related to debt instruments.

Recent Accounting Pronouncements

Reference is made to Note 2 to the financial statements for a discussion of accounting pronouncements that 

have been recently issued which we have not yet adopted.

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."

53

 
ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Index to Financial Statements

Management’s Report on Internal Control Over Financial Reporting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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

Consolidated Balance Sheets — December 31, 2013 and 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Consolidated Statements of Income — Years ended December 31, 2013, 2012 and 2011 . . . . . . . . . . . . . . . .

Consolidated Statements of Comprehensive Income — Years ended December 31, 2013, 2012, and 2011. . .

Consolidated Statements of Stockholders’ Equity — Years ended December 31, 2013, 2012 and 2011. . . . . .

Consolidated Statements of Cash Flows — Years ended December 31, 2013, 2012 and 2011. . . . . . . . . . . . .

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

Index to Financial Statement Schedules

Page
55

56

57

58

59

60

61

62

63

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

82

All other schedules to the financial statements required by Article 9 of Regulation S-X are not applicable
and therefore have been omitted. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

54

 
 
 
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

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. Computer Programs and Systems, Inc.’s 
("CPSI") 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 CPSI 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, 

2013. 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 (1992).

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

control over financial reporting as of December 31, 2013.

The independent registered public accounting firm, Grant Thornton LLP, has audited the financial statements 

as of and for the year ended December 31, 2013, and has also issued its report on the effectiveness of the Company’s 
internal control over financial reporting included in this report on page 57.

55

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders
Computer Programs and Systems, Inc.:

We have audited the accompanying consolidated balance sheets of Computer Programs and Systems, Inc. (a 
Delaware corporation) and its subsidiary (collectively, the "Company") as of December 31, 2013 and 2012, and the 
related consolidated statements of income, comprehensive income, changes in stockholders’ equity, and cash flows 
for each of the three years in the period ended December 31, 2013. Our audits of the basic consolidated financial 
statements included the financial statement schedule listed in the index appearing under Item 8. These financial 
statements and financial statement schedule are the responsibility of the Company’s management. Our responsibility 
is to express an opinion on these financial statements and financial statement schedule 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 consolidated financial statements referred to above present fairly, in all material respects, the 
financial position of Computer Programs and Systems, Inc. and its subsidiary as of  December 31, 2013 and 2012, 
and the results of their operations and their cash flows for each of the three years in the period ended December 31, 
2013 in conformity with accounting principles generally accepted in the United States of America. Also in our 
opinion, the related financial statement schedule, when considered in relation to the basic consolidated financial 
statements taken as a whole, presents fairly, in all material respects, the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United 
States), the Company’s internal control over financial reporting as of December 31, 2013, based on criteria 
established in the 1992 Internal Control—Integrated Framework issued by the Committee of Sponsoring 
Organizations of the Treadway Commission (COSO) and our report dated March 12, 2014 expressed an unqualified 
opinion on the internal control over financial reporting.

/s/ GRANT THORNTON LLP

Atlanta, Georgia
March 12, 2014

56

 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders
Computer Programs and Systems, Inc.:

We have audited the internal control over financial reporting of Computer Programs and Systems, Inc. (a Delaware 
corporation) and its subsidiary (collectively, the "Company") as of December 31, 2013, based on criteria established 
in the 1992 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the 
Treadway Commission (COSO). The Company’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, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our 
responsibility is to express an opinion on 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, assessing the risk that a material weakness 
exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, 
and performing such other procedures as we considered necessary in the circumstances. We believe that our audit 
provides a reasonable basis for our opinion.

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, the Company maintained, in all material respects, effective internal control over financial reporting 
as of December 31, 2013, based on criteria established in the 1992 Internal Control—Integrated Framework issued 
by COSO.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United 
States), the consolidated financial statements of the Company as of and for the year ended December 31, 2013, and 
our report dated March 12, 2014 expressed an unqualified opinion on those financial statements.

/s/ GRANT THORNTON LLP

Atlanta, Georgia
March 12, 2014

57

 
COMPUTER PROGRAMS AND SYSTEMS, INC.

Consolidated Balance Sheets

December 31,
2013

December 31,
2012

Assets

Current assets:

Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 11,729,185
Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10,702,626
Accounts receivable, net of allowance for doubtful accounts of $1,125,000
and $1,124,000, respectively. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Financing receivables, current portion, net . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total current assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment, net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financing receivables, net of current portion. . . . . . . . . . . . . . . . . . . . . . . . . . . . .

20,076,592
25,387,637
1,588,673
2,366,369
—
901,228
72,752,310
19,231,372
550,956
Total assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 92,534,638
Liabilities and Stockholders’ Equity

Current liabilities:

Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 3,213,714
9,581,357
Deferred revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,694,600
Accrued vacation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
797,101
Income taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,164,242
Other accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
21,451,014
Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,001,077
Stockholders’ equity:

Common stock, $0.001 par value; 30,000,000 shares authorized;
11,159,142 and 11,077,672 shares issued and outstanding. . . . . . . . . . . . . . .

11,159
34,643,900
11,368
34,416,120
69,082,547
Total liabilities and stockholders’ equity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 92,534,638

Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total stockholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 8,912,457
10,674,609

19,704,767
4,618,131
1,682,008
2,463,567
1,064,515
1,081,421
50,201,475
19,029,974
7,862,833
$ 77,094,282

$ 2,980,174
7,452,612
3,506,106
—
3,777,068
17,715,960
2,176,130

11,078
32,848,101
27,693
24,315,320
57,202,192
$ 77,094,282

The accompanying notes are an integral part of these financial statements.

58

 
COMPUTER PROGRAMS AND SYSTEMS, INC.

Consolidated Statements of Income

Year ended December 31,

2013

2012

2011

Sales revenues:

System sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 79,792,563
71,505,736
Support and maintenance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
49,565,033
Business management, consulting and managed IT services . . . .
Total sales revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 200,863,332
Costs of sales:

System sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Support and maintenance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Business management, consulting and managed IT services . . . .

47,839,794
28,639,891
30,646,789
Total costs of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 107,126,474
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
93,736,858
Operating expenses:

$ 72,553,036
67,293,101
43,463,266
183,309,403

$ 70,643,877
64,152,937
38,679,530
173,476,344

49,018,946
27,710,252
25,919,236
102,648,434
80,660,969

47,602,817
25,844,109
20,618,213
94,065,139
79,411,205

13,413,587
24,702,679
38,116,266
41,294,939

Sales and marketing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General and administrative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income:

14,737,440
28,755,477
43,492,917
50,243,941

14,290,061
25,093,527
39,383,588
41,277,381

466,678
Interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
466,678
Total other income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
50,710,619
Income before taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
17,967,381
Provision for income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 32,743,238
2.95
Net income per share - basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Net income per share - diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
2.95
Weighted average shares outstanding

720,573
720,573
41,997,954
12,024,482
$ 29,973,472
2.71
$
2.71
$

667,564
667,564
41,962,503
16,129,113
$ 25,833,390
2.34
$
2.34
$

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

11,100,825
11,100,825

11,066,456
11,066,456

11,033,804
11,033,804

The accompanying notes are an integral part of these financial statements.

59

 
 
 
COMPUTER PROGRAMS AND SYSTEMS, INC.

Consolidated Statements of Comprehensive Income

Year Ended December 31,

Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 32,743,238
Other comprehensive (loss) income, net of tax

2013

Unrealized (loss) gain on investments available for sale, net of
tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total other comprehensive (loss) income, net of tax. . . . . . . . . . . . . .

(16,325)
(16,325)
Comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 32,726,913

2012
$ 29,973,472

2011
$ 25,833,390

20,313

20,313
$ 29,993,785

(51,523)
(51,523)
$ 25,781,867

The accompanying notes are an integral part of these financial statements.

60

 
 
 
COMPUTER PROGRAMS AND SYSTEMS, INC.

Consolidated Statements of Stockholders’ Equity

Common
Shares

Common
Stock

Additional
Paid-in
Capital

Accumulated
Other
Comprehensive
Income(Loss)

Retained
Earnings

Total
Stockholders’
Equity

Balance at December 31,
2010 . . . . . . . . . . . . . . . . . . 10,962,874
Net income . . . . . . . . . . . . .
—

Unrealized loss on
investments held for sale,
net of tax . . . . . . . . . . . . . . .

—

Issuance of restricted stock.

100,346

Stock-based compensation .

Dividends . . . . . . . . . . . . . .

Income tax benefit from
restricted stock dividends . .

Income tax benefit from
restricted stock . . . . . . . . . .

—

—

—

—

Balance at December 31,
2011 . . . . . . . . . . . . . . . . . . 11,063,220
Net income . . . . . . . . . . . . .
—

Unrealized gain on
investments held for sale,
net of tax . . . . . . . . . . . . . . .

Issuance of restricted stock.

Stock-based compensation .

Dividends . . . . . . . . . . . . . .

Income tax benefit from
restricted stock dividends . .

Deficient tax benefit from
restricted stock . . . . . . . . . .

—

14,452

—

—

—

—

Balance at December 31,
2012 . . . . . . . . . . . . . . . . . . 11,077,672
Net income . . . . . . . . . . . . .
—
Unrealized loss on
investments held for sale,
net of tax . . . . . . . . . . . . . . .

—

Issuance of restricted stock.

81,470

Stock-based compensation .

Dividends . . . . . . . . . . . . . .

Income tax benefit from
restricted stock dividends . .

Income tax benefit from
restricted stock . . . . . . . . . .

—

—

—

—

$ 10,963

$ 30,549,149

$

58,903

$ 15,845,008

$ 46,464,023

—

—

100

—

—

—

—

—

— 25,833,390

25,833,390

—
(100)
928,224

—

42,266

62,569

(51,523)
—

—

—

(51,523)
—

—
—
— (15,894,912)

928,224
(15,894,912)

—

—

—

—

42,266

62,569

11,063

31,582,108

7,380

25,783,486

57,384,037

—

—

15

—

—

—

—

—

— 29,973,472

29,973,472

—
(15)
1,264,779

—

98,163

(96,934)

20,313

—

—

—

20,313

—

—
—
— (31,441,638)

1,264,779
(31,441,638)

—

—

—

—

98,163

(96,934)

11,078

32,848,101

27,693

24,315,320

57,202,192

—

—

81

—

—

—

—

—

— 32,743,238

32,743,238

—
(81)
1,699,128

—

74,939

21,813

(16,325)
—

—

—

(16,325)
—

—
—
— (22,642,438)

1,699,128
(22,642,438)

—

—

—

—

74,939

21,813

Balance at December 31,
2013 . . . . . . . . . . . . . . . . . . 11,159,142

$ 11,159

$ 34,643,900

$

11,368

$ 34,416,120

$ 69,082,547

The accompanying notes are an integral part of these financial statements.

61

COMPUTER PROGRAMS AND SYSTEMS, INC.

Statements of Cash Flows

Year ended December 31,

2013

2012

2011

Operating Activities
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 32,743,238
Adjustments to net income:

Provision for bad debt. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Excess) deficient tax benefit from restricted stock . . . . . . . . . . .
Income tax benefit from restricted stock dividends . . . . . . . . . . .
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,911,480
(67,848)
1,699,128
(21,813)
(74,939)
3,429,053

Changes in operating assets and liabilities:

(974,145)
(14,766,789)
93,335
180,193
233,540
2,128,745
575,668
1,958,368
29,047,214

Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financing receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid expenses and other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepaid income taxes/income taxes payable. . . . . . . . . . . . . . . . .
Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . .
Investing Activities
Purchases of property and equipment . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sale of investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash (used in) provided by investing activities . . . . . . . . . . . . . . .
Financing Activities
(22,642,438)
Dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
21,813
Excess (deficient) tax benefit from restricted stock. . . . . . . . . . . . . . .
74,939
Income tax benefit from restricted stock dividends. . . . . . . . . . . . . . .
(22,545,686)
Net cash used in financing activities . . . . . . . . . . . . . . . . . . . . . . . . . .
2,816,728
Increase in cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents at beginning of year . . . . . . . . . . . . . . . . .
8,912,457
Cash and cash equivalents at end of year. . . . . . . . . . . . . . . . . . . . . . . $ 11,729,185
Supplemental disclosure of cash flow information
Cash paid for interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Cash paid for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 16,236,693
Reclassification of inventory to property and equipment . . . . . . . . . . $
Write-off of fully depreciated assets . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,360,563

(3,630,451)
(2,733,109)
2,678,760
(3,684,800)

The accompanying notes are an integral part of these financial statements.

62

$ 29,973,472

$ 25,833,390

515,138
654,093
1,264,779
96,934
(98,163)
3,164,184

1,516,349
(4,858,589)
(255,037)
(583,249)
511,017
1,862,820
(597,169)
(959,882)
32,206,697

1,436,549
(452,891)
928,224
(62,569)
(42,266)
2,500,324

3,014,205
(790,376)
(445,974)
64,038
(148,220)
1,120,285
1,179,498
(594,042)
33,540,175

(4,362,961)
(1,155,352)
7,000,000
1,481,687

(10,846,717)
(3,178,738)
—
(14,025,455)

(31,441,638)
(96,934)
98,163
(31,440,409)
2,247,975
6,664,482
$ 8,912,457

(15,894,912)
62,569
42,266
(15,790,077)
3,724,643
2,939,839
$ 6,664,482

— $

— $

— $

$ 12,330,270
411,966
$ 8,687,631

—
$ 17,146,023
389,780
$
—
$

 
 
 
COMPUTER PROGRAMS AND SYSTEMS, INC.
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2013 

1.   NATURE OF OPERATIONS

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 business management services, remote hosting, 
networking technologies and other related services. The Company operates in a single segment reporting to the 
chief executive officer, based on the criteria of the Segment Reporting topic of the Financial Accounting 
Standards Board ("FASB") Accounting Standards Codification (the "Codification").

In January 2013, the Company announced the formation of TruBridge, LLC ("TruBridge"), a wholly-owned 
subsidiary of CPSI. TruBridge provides business management, consulting and managed information technology 
("IT") services specifically targeted at rural and community healthcare organizations.

2. 

 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The consolidated financial statements of CPSI include the accounts of TruBridge, a wholly owned subsidiary of 
CPSI.  All significant intercompany balances and transactions have been eliminated.

Reclassifications

With the formation of TruBridge in January 2013 as a wholly-owned subsidiary of the Company focusing 
exclusively on providing business management, consulting and managed IT services to rural and community 
healthcare organizations, the Company's presentation of certain revenues and related costs of sales within its 
Consolidated Statements of Income was changed as follows:

•  The Company's consulting and managed IT services revenues and related costs of sales are now 

included under the caption "Business management, consulting and managed IT services" within the 
accompanying Consolidated Statements of Income.  These amounts were formerly included as a 
component of "Support and maintenance" within the Statements of Income.

•  The former captioned item "Business management services" within the Statements of Income has been 
changed to "Business management, consulting and managed IT services" to reflect the additional 
revenue streams included under the recaptioned item as a result of the aforementioned reclassifications.

These reclassifications had no effect on previously reported total sales revenues, total costs of sales, gross profit, 
operating income, income before taxes or net income.

63

Amounts presented for the years ended December 31, 2012  and 2011 have been reclassified to conform to the 
current presentation. The following table provides the amounts reclassified for the years ended December 31, 
2012 and 2011:

Sales revenues:

Support and maintenance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (5,733,390) $ (3,404,449)
$ 3,404,449
Business management, consulting and managed IT services . . . . . . . . . . . . $ 5,733,390

2012

2011

Costs of sales:

Support and maintenance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (3,409,466) $ (1,394,670)
$ 1,394,670
Business management, consulting and managed IT services . . . . . . . . . . . . $ 3,409,466

Additionally, effective September 30, 2013, the Company changed its presentation of liabilities arising from 
unrecognized tax benefits related to uncertain tax positions.  These amounts, formerly included as a component 
of "Other accrued liabilities" within the Consolidated Balance Sheets, are now included as a component of 
"Income taxes payable" or "Prepaid income taxes" (as determined by the status of the Company's overall federal 
and state income tax position at the respective balance sheet dates) within the Consolidated Balance Sheets.  
The purpose of this change was to present the entirety of the Company's overall federal and state income tax 
position under a single caption within the Consolidated Balance Sheets.  Amounts presented in the 
accompanying Consolidated Balance Sheet at December 31, 2012 have been reclassified to conform to the 
current presentation. The following table provides the amounts reclassified as of December 31, 2012:

Assets:

Prepaid income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Liabilities and Stockholders' Equity

Other accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

December 31,
2012

$

$

(744,705)

(744,705)

Cash and Cash Equivalents

Cash and cash equivalents can include time deposits and certificates of deposit with original maturities of three 
months or less that are highly liquid and readily convertible to a known amount of cash. These assets are stated 
at cost, which approximates market value, due to their short duration or liquid nature.

Investments

The Company accounts for investments in accordance with FASB Codification topic, Investments – 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 
stockholders’ 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. 
An average cost method is used for purposes of determining the cost of investments sold.

Income Taxes

We account for income taxes in accordance with FASB Codification topic – Income Taxes. Under this topic, 
deferred income taxes are determined utilizing the asset and liability approach. This method gives consideration 
to the future tax consequences associated with differences between financial accounting and tax bases of assets 
and liabilities. The effect on the deferred tax assets and liabilities of a change in tax rates is recognized in 
income in the period that includes the enactment date. We recognize interest and penalties accrued related to 
unrecognized tax benefits in the consolidated statements of income under general and administrative expenses.

64

We also make a provision for uncertain income tax positions in accordance with the Income Taxes Codification 
topic. These provisions require that a tax position taken in a tax return be recognized in the financial statements 
when it is more likely than not (i.e., a likelihood of more than fifty percent) that the position would be sustained 
upon examination by tax authorities. A recognized tax position is then measured at the largest amount of benefit 
that is greater than fifty percent likely of being realized upon settlement. The topic also requires that changes in 
judgment that result in subsequent recognition, derecognition, or change in a measurement date of a tax position 
taken in a prior annual period (including any related interest and penalties) be recognized as a discrete item in 
the interim period in which the change occurs.

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 
Company establishes a general allowance for doubtful accounts based on collections history. In the case of a 
bankruptcy filing or other similar event indicating the collectability of specific customer accounts is no longer 
probable, a specific reserve for bad debt is recorded to reduce the related receivable to the amount expected to 
be recovered.

Financing Receivables

Financing receivables are comprised of short-term payment plans and sales-type leases.  Short-term payment 
plans are stated at the amount the Company expects to collect and do not bear interest.  Sales-type leases are 
initially recorded at the present value of the related minimum lease payments, computed at the interest rate 
implicit in the lease, and are presented net of unearned income. Unearned income is amortized over the lease 
term to produce a constant periodic rate of return on the net investment in the lease (the interest method). 

An allowance for credit losses has been established for our financing receivables based on the historical level of 
customer defaults under such arrangements. In the case of a bankruptcy filing or other similar event indicating 
the collectability of specific customer accounts is no longer probable, a specific reserve is recorded to reduce 
the related receivable to the amount expected to be recovered. Customer payments are considered past due if a 
scheduled payment is not received within contractually agreed upon terms, with amounts reclassified to 
accounts receivable when they become due. As a result, we evaluate the credit quality of our financing 
receivables on an ongoing basis utilizing an aging of receivables and write-offs, customer collection experience, 
the customer’s financial condition and known risk characteristics impacting the respective customer base, as 
well as existing economic conditions, to determine if any further allowance is necessary. Amounts are 
specifically charged off once all available means of collection have been exhausted.

Inventories

Inventories are stated at lower of cost or market using the average cost method. The Company’s inventories are 
comprised of computer equipment, forms and supplies. For cash flow presentation, inventory used by the 
Company and capitalized as property and equipment is shown as a change in inventory.

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, which is generally 
5 years for computer equipment, furniture, and fixtures and 30 years for buildings. Leasehold improvements are 
depreciated over the shorter of the asset’s useful life or the remaining lease term. 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. Depreciation expense is reported in the consolidated statements of 
income as a component of support and maintenance costs and operating expenses.

65

Deferred Revenue

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

Revenue Recognition

The Company recognizes revenue in accordance with accounting principles generally accepted in the United 
States of America ("GAAP"), principally those required by the Software topic and Revenue Recognition 
subtopic of the Codification and those prescribed by the Securities and Exchange Commission (the "SEC").

The Company's revenue is generated from three sources:

• 

• 

System Sales - the sale of information systems, which includes perpetual software licenses, conversion, 
installation and training services, hardware and peripherals;

Support and Maintenance - the provision of system support services, which includes software 
application support, hardware maintenance, continuing education, "Software as a Service" (or "SaaS") 
services, and forms and supplies; and

•  Business Management, Consulting and Managed IT Services - the provision of business management 

services, which includes electronic billing, statement processing, payroll processing, accounts 
receivable management, contract management and insurance services, as well as Internet service 
provider ("ISP") services and consulting and managed IT services (collectively, "other professional IT 
services").

System Sales, Software Application Support, and Hardware Maintenance

The Company enters into contractual obligations to sell hardware, perpetual software licenses, conversion, 
installation and training services, and software application support and hardware maintenance services. On 
average, the Company is able to complete a system installation in three to four weeks. The methods employed 
by the Company to recognize revenue, which are discussed by element below, achieve results materially 
consistent with the provisions of Accounting Standards Update ("ASU") 2009-13, Multiple-Deliverable 
Revenue Arrangements, due to the relatively short period during which there are multiple undelivered elements, 
the relatively small amount of non-software related elements in the system sale arrangements, and the limited 
number of contracts in-process at the end of each reporting period. The Company recognizes revenue on the 
elements noted above as follows:

•  Hardware – We recognize revenue for hardware upon shipment. The selling price of hardware is based 

on management’s best estimate of selling price, which consists of cost plus a targeted margin.

• 

• 

Software application support and hardware maintenance services – We have established vendor-
specific objective evidence ("VSOE") of the fair value of our software application support and 
hardware maintenance services by reference to the price our customers are required to pay for the 
services when sold separately via renewals. Support and maintenance revenue is recognized on a 
straight-line basis over the term of the maintenance contract, which is generally three to five years.

Perpetual software licenses and conversion, installation and training services – The selling price of 
perpetual software licenses and conversion, installation and training services is based on management’s 
best estimate of selling price. In determining management’s best estimate of selling price, we consider 
the following: (1) competitor pricing, (2) supply and demand of installation staff, (3) overall economic 
conditions, and (4) our pricing practices as they relate to discounts. With the exception of certain 
arrangements with extended payment terms that were entered into in 2012 and that are not comparable 
to our historical and current arrangements (see Note 10), the method of recognizing revenue for the 
perpetual license of the associated modules included in the arrangement, and the related conversion, 
installation and training services over the term the services are performed, is on a module by module 

66

basis as the respective conversion, installation and training for each specific module is completed, as 
this is representative of the pattern of provision of these services.

SaaS, ISP, and Other Professional IT Services

The Company accounts for SaaS services in accordance with the requirements of the Hosting Arrangement 
section under the Software topic and Revenue Recognition subtopic of the Codification. The Codification states 
that the software elements of SaaS services should not be accounted for as a hosting arrangement "if the 
customer has the contractual right to take possession of the software at any time during the hosting period 
without significant penalty and it is feasible for the customer to either run the software on its own hardware or 
contract with another party unrelated to the vendor to host the software." Each SaaS contract entered into by the 
Company includes a system purchase and buyout clause, and this clause specifies the total amount of the system 
buyout. In addition, a clause is included in the contract which states that should the system be bought out by the 
customer, the customer would be required to enter into a general support agreement (for post-contract support 
services) for the remainder of the original SaaS term. Accordingly, the Company has concluded that SaaS 
customers do not have the right to take possession of the system without significant penalty (i.e., the purchase 
price of the system), resulting in the determination that these contracts are service contracts for which revenue is 
recognized when the services are performed.

The Company will occasionally provide ISP and other professional IT services. We consider these services to be 
non-software elements. The selling price of these services is based on third-party evidence of selling price of 
similar services. Revenue from this element is recognized as the services are performed.

Business Management Services

Business management services consist of electronic billing services, statement processing services, payroll 
processing, accounts receivable management services, contract management and insurance services. While 
business management service arrangements are contracts separate from the system sale and support and 
maintenance contracts, these contracts are sometimes executed within a short time frame of each other. The 
selling price of these services is based on VSOE of fair value by reference to the rate at which our customers 
renew as well as the rate at which the services are sold to customers when the business management services 
agreement is not executed within a short time frame of the system sale and support and maintenance contracts. 
Because the pricing is transaction based (per unit pricing), customers are billed and revenue recognized as 
services are performed based on transaction levels.

Stock-Based Compensation

The Company accounts for stock-based compensation according to the provisions of FASB Codification topic, 
Compensation – Stock Compensation, which establishes accounting for stock-based awards exchanged for 
employee services. Accordingly, stock-based compensation cost is measured at the grant date based on the fair 
value of the award, and is recognized as an expense on a straight-line basis over the employee’s or non-
employee director’s requisite service period.

Research and Development Costs

Research and development costs are expensed as incurred. Research and development costs totaled 
approximately $2,761,000, $2,757,000 and $2,452,000 for the years ended December 31, 2013, 2012 and 2011, 
respectively. Research and development costs are included in cost of support and maintenance in the 
accompanying consolidated statements of income.

Advertising

Advertising costs are expensed as incurred. Advertising expense was approximately $97,000, $132,000 and 
$283,000 for the years ended December 31, 2013, 2012 and 2011, respectively, and is recorded in sales and 
marketing expenses in the accompanying consolidated statements of income.

67

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 $482,000, $617,000 and $720,000 for the years ended 
December 31, 2013, 2012 and 2011, respectively.

Use of Estimates

The preparation of financial statements in conformity with GAAP 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.

New Accounting Standards Adopted in 2013

There were no new standards required to be adopted during the year ended December 31, 2013 that had or will 
have a material impact on our financial statements.

New Accounting Standards Yet to be Adopted

There are no new standards required to be adopted in future periods that will have a material impact on our 
financial statements.

3.   INVESTMENTS

Investments were comprised of the following at December 31, 2013: 

Amortized
Cost

Unrealized
Gains

Unrealized
Losses

Fair
Value

Short-term investments (money market funds
and accrued income) . . . . . . . . . . . . . . . . . . . . . $ 3,402,921
Obligations of U.S. Treasury, U.S. government
corporations and agencies . . . . . . . . . . . . . . . . .

2,748,721

Mortgaged-backed securities. . . . . . . . . . . . . . .

Corporate debt securities . . . . . . . . . . . . . . . . . .

78,540

4,454,107

$

— $

— $ 3,402,921

250

2,572

17,038

2,748,850

(121)
—
(1,402)
4,469,743
(1,523) $ 10,702,626

81,112

$ 10,684,289

$

19,860

$

68

Shown below are the amortized cost and estimated fair value of securities with fixed maturities at December 31, 
2013, by contract maturity date. Actual maturities may differ from contractual maturities because issuers of 
certain securities retain early call or prepayment rights.

Due in 2014. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 7,639,903
2,815,913
Due in 2015. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
149,933
Due in 2016. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due in 2017. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
78,540
Due thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 10,684,289

Amortized
Cost

Fair
Value
$ 7,647,082
2,825,521
148,911
—
81,112
$ 10,702,626

Investments were comprised of the following at December 31, 2012:

Short-term investments (money market funds
and accrued income) . . . . . . . . . . . . . . . . . . . . . $
Obligations of U.S. Treasury, U.S. government
corporations and agencies . . . . . . . . . . . . . . . . .

Mortgaged-backed securities. . . . . . . . . . . . . . .

Corporate debt securities . . . . . . . . . . . . . . . . . .

Amortized
Cost

Unrealized
Gains

Unrealized
Losses

Fair
Value

449,420

$

— $

— $

449,420

2,381,313

93,458

7,705,914

1,031

2,146

53,236

$ 10,630,105

$

56,413

$

2,381,779

(565)
—
(11,344)
7,747,806
(11,909) $ 10,674,609

95,604

The following table shows the Company’s investments’ gross unrealized losses and fair value, aggregated by 
investment category and length of time that individual securities have been in a continuous loss position, at 
December 31, 2013 and December 31, 2012, respectively:

At December 31, 2013

Less than 12 Months

12 Months or More

Total

Fair
Value

Unrealized
Losses

Fair
Value

Unrealized
Losses

Fair
Value

Unrealized
Losses

Obligations of U.S. Treasury,
U.S. government corporations
and agencies . . . . . . . . . . . . . . $ 1,321,511
Corporate debt securities . . . .
148,911

(1,022)

161,270

$ 1,470,422

$ (1,143) $

161,270

$

$

(121) $

— $

— $ 1,321,511

(380)
310,181
(380) $ 1,631,692

$

(121)
(1,402)
$ (1,523)

At December 31, 2012

Less than 12 Months

12 Months or More

Total

Fair
Value

Unrealized
Losses

Fair
Value

Unrealized
Losses

Fair
Value

Unrealized
Losses

Obligations of U.S. Treasury,
U.S. government corporations
and agencies . . . . . . . . . . . . . . $ 1,649,980
Corporate debt securities . . . .
243,612

$

(565) $

— $

(9,800)

668,748

— $ 1,649,980
912,360
$ (1,544) $ 2,562,340

(1,544)

$

(565)
(11,344)
$ (11,909)

$ 1,893,592

$ (10,365) $

668,748

69

 
 
 
 
 
Our investment portfolio, including those securities in unrealized loss positions at December 31, 2013, is 
comprised almost entirely of investment-grade corporate and government debt securities. The Company does 
not intend to sell the investments that are in an unrealized loss position, and it is not likely that the Company 
will be required to sell any investments before recovery of their amortized cost basis. As a result, the Company 
has determined that the unrealized losses are deemed to be temporary impairments as of December 31, 2013. 
The Company believes that the unrealized losses generally are caused by liquidity discounts and increases in 
risk premiums required by market participants rather than an adverse change in cash flows or a fundamental 
weakness in the credit quality of the issuer or underlying assets.

4.   PROPERTY AND EQUIPMENT

Property and equipment are comprised of the following at December 31, 2013 and 2012:

2013

Land . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,848,276
9,309,951
Buildings and improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,607,256
Maintenance equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5,524,304
Computer equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,543,559
Leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,597,842
Office furniture and fixtures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
316,398
Automobiles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
27,747,586
(8,516,214)
Less: accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property and equipment, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 19,231,372

5.   OTHER ACCRUED LIABILITIES

Other accrued liabilities are comprised of the following at December 31, 2013 and 2012:

Salaries and benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,379,202
718,524
Commissions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
706,600
Self-insurance reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
359,916
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 4,164,242

2013

2012
$ 2,848,276
9,067,504
2,588,452
5,795,707
3,067,756
2,845,548
314,905
26,528,148
(7,498,174)
$ 19,029,974

2012
$ 2,155,435
716,087
633,700
271,846
$ 3,777,068

6.   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. There were no dilutive common equivalent shares 
outstanding for the years ended December 31, 2013, 2012 or 2011.

7.   INCOME TAXES

The Company accounts for income taxes in accordance with the FASB’s Codification topic, Income Taxes. 
These provisions require a company to determine whether it is more likely than not that a tax position will be 
sustained upon examination based on the technical merits of the position. If the more-likely-than-not threshold 
is met, a company must measure the tax position to determine the amount to recognize in the financial 
statements.

70

We applied these provisions to all tax positions for which the statute of limitations remained open.  A 
reconciliation of the beginning and ending amount of unrecognized tax benefit is as follows:

2013
744,705
Beginning balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
62,800
Additions based on tax positions related to the current year . . . . . . . . . . . . . . . .
580,099
Additions for tax positions of prior years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(69,627)
Reductions for tax positions of prior years. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ending balance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,317,977

$

$

2012
731,346
—
13,359
—
744,705

The total amount of unrecognized tax benefits, if recognized, that would affect the effective tax rate is 
$1,317,977.

The Company classifies interest and penalties arising from the underpayment of income taxes in the 
consolidated statements of income under provision for income taxes. As of December 31, 2013, we had 
recorded $168,288 of accrued interest related to uncertain tax positions. The federal returns for the tax years 
2004 through 2009 are currently under examination by the Internal Revenue Service, primarily in relation to 
research credits and Domestic Production Activities Deduction ("DPAD") amounts claimed on those returns, as 
amended, by the Company. The federal returns for tax years 2010 through 2012 remain open to examination, 
and the tax years 2006 through 2012 remain open to examination by certain other taxing jurisdictions to which 
the Company is subject.

It is reasonably possible that the amount of unrecognized tax benefits, inclusive of related interest, will change 
in the next twelve months. At December 31, 2013, there is no estimated increase or decrease in the amount of 
unrecognized tax benefits.

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, 2013 and 2012: 

2013

2012

Deferred tax assets:

Accounts receivable and financing receivables. . . . . . . . . . . . . . . . . . . . . . . $
Accrued vacation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued liabilities and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

971,132
1,191,286
491,921
203,952
Total deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,858,291
Deferred tax liabilities:

$

696,672
1,367,381
351,850
432,707
$ 2,848,610

Other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

6,967
2,486,032
Total deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,492,999

$

16,974
2,544,199
$ 2,561,173

Significant components of the income tax provision for the years ended December 31, 2013, 2012 and 2011 are 
as follows:

71

2013

2012

2011

Current provision:

Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 15,437,727
2,597,502
State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 9,997,468
1,372,921

$ 13,602,045
2,979,959

Deferred provision:

Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(60,890)
(6,958)
Total income tax provision . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 17,967,381

587,008
67,085
$ 12,024,482

(406,441)
(46,450)
$ 16,129,113

The difference between income taxes at the U.S. federal statutory income tax rate of 35% and those reported in 
the consolidated statements of income for the years ended December 31, 2013, 2012 and 2011 are as follows:

2013

Income taxes at U. S. federal statutory rate . . . . . . . . . . . . . . . . $ 17,748,717
(217,206)
Provision-to-return adjustments . . . . . . . . . . . . . . . . . . . . . . . . .
1,824,908
State income tax, net of federal tax effect. . . . . . . . . . . . . . . . . .
(1,423,425)
Domestic production activities deduction. . . . . . . . . . . . . . . . . .
(502,400)
Tax credits. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
573,272
Uncertain tax positions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(36,485)
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total income tax provision . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 17,967,381

2012
$ 14,699,284
(3,085,812)
1,558,169
(1,236,701)
—
13,359
76,183
$ 12,024,482

2011
$ 14,686,876
148,134
1,890,523
(424,709)
(283,739)
33,622
78,406
$ 16,129,113

Our effective tax rates for the years ended December 31, 2013, 2012 and 2011 were 35.43%, 28.63% and 
38.44%, respectively.  The significantly reduced effective tax rate for the year ended December 31, 2012 (when 
compared to both the immediately preceding and succeeding years) is mostly due to provision-to-return 
adjustments recorded during 2012, primarily related to differences between the DPAD amount reported on the 
2011 federal income tax return and amounts previously estimated, as well as the expected additional net federal 
tax benefit to be realized by the Company upon amending federal income tax returns for all open years for 
revised DPAD amounts.

8.   STOCK-BASED COMPENSATION AND EMPLOYEE INCENTIVE PROGRAMS

Stock-based compensation cost is measured at the grant date based on the fair value of the award, and is 
recognized as an expense over the employee’s or non-employee director’s requisite service period.

The following table shows total stock-based compensation expense for the years ended  December 31, 2013, 
2012 and 2011, included in the consolidated statements of income:

Costs of sales. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
Operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pre-tax stock-based compensation expense . . . . . . . . . . . . . . . .
Less: income tax effect . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net stock-based compensation expense . . . . . . . . . . . . . . . . . . .
Basic and diluted per share impact . . . . . . . . . . . . . . . . . . . . . . . $

2013
601,377
1,097,751
1,699,128
(662,660)
1,036,468
0.09

$

$

2012
459,996
804,783
1,264,779
(493,264)
771,515
0.07

$

$

2011
348,274
579,950
928,224
(362,007)
566,217
0.05

Cash flows resulting from excess or deficient tax benefits are required to be classified as a part of cash flows 
from financing activities.  Excess tax benefits are realized tax benefits from tax deductions for the vested 
portion of restricted share awards that are in excess of the deferred tax asset attributable to stock compensation 
costs for such restricted share awards.  Conversely, deficient tax benefits are realized tax benefits from tax 

72

deductions for the vested portion of restricted share awards that are less than the deferred tax asset attributable 
to stock compensation costs for such restricted share awards.  As a result, excess (deficient) tax benefits of 
$21,813, $(96,934) and $62,569 have been classified as financing cash inflows (outflows) for the years ended 
December 31, 2013, 2012 and 2011, respectively. In addition to tax benefits related to the vested portion of 
restricted share awards, the Company also pays dividends on unvested restricted stock which resulted in excess 
tax benefits of $74,939, $98,163 and $42,266 for the years ended December 31, 2013, 2012 and 2011, 
respectively, which are classified as cash inflows from financing activities.

2005 Restricted Stock Plan

On January 27, 2006, the Compensation Committee of the Board of Directors (the "Compensation Committee") 
approved the grant of 116,498 shares of restricted stock, effective January 30, 2006, to certain executive officers 
of the Company under the Company’s 2005 Restricted Stock Plan. The grant date fair value was $42.91 per 
share. The restricted stock vested in five equal annual installments commencing on the first anniversary of the 
date of grant.

On May 17, 2006, the Compensation Committee approved the grant of 17,810 shares of restricted stock, 
effective May 17, 2006, to the then Chief Operating Officer of the Company. The grant date fair value was 
$42.11 per share. The restricted stock vested in five equal annual installments commencing on the first 
anniversary of the date of grant.

On January 23, 2008, the Compensation Committee approved the grant of 16,471 shares of restricted stock to 
the Company’s then Vice President – Finance and Chief Financial Officer. The grant date fair value was $21.25 
per share. The restricted stock was scheduled to vest in five equal annual installments commencing on the first 
anniversary of the date of grant. On June 30, 2010, 9,883 shares of unvested restricted stock were forfeited, 
cancelled and returned to the authorized and unissued shares of the Company as a result of the termination of 
employment of this individual on such date.

On April 18, 2011, the Compensation Committee approved the grant of a total of 100,346 shares of restricted 
stock, effective April 18, 2011, to certain executive officers of the Company. The grant date fair value was 
$60.79 per share. Under the terms of the restricted stock award agreements with the executive officers, the 
shares of restricted stock are scheduled to vest in five equal annual installments commencing on the first 
anniversary of the date of grant, assuming that the recipient of the award continues to serve as an executive 
officer of the Company on each applicable vesting date. Compensation expense for this grant will be recognized 
on a straight-line basis over five years.

On October 31, 2012, the Compensation Committee approved the grant of a total of 12,292 shares of restricted 
stock, effective October 31, 2012, to two executive officers of the Company. The grant date fair value was 
$48.81 per share. Under the terms of the restricted stock award agreements with the executive officers, the 
shares of restricted stock are scheduled to vest in five equal annual installments commencing on the first 
anniversary of the date of grant, assuming that the recipient of the award continues to serve as an executive 
officer of the Company on each applicable vesting date. Compensation expense for this grant will be recognized 
on a straight-line basis over five years.

On September 25, 2013, the Compensation Committee approved the grant of a total of 79,080 shares of 
restricted stock, effective September 25, 2013, to certain executive officers of the Company.  The grant date fair 
value was $57.54 per share.  Under the terms of the restricted stock award agreements with the executive 
officers, the shares of restricted stock are scheduled to vest in four equal annual installments commencing on 
the first anniversary of the date of grant, assuming that the recipient of the award continues to serve as an 
executive officer of the Company on each applicable vesting date.  Compensation expense for this grant is being 
recognized on a straight-line basis over four years.

Of the 300,000 shares of the Company’s common stock initially reserved for issuance under the 2005 Restricted 
Stock Plan, five remain available for future issuances as of December 31, 2013.

73

2012 Restricted Stock Plan for Non-Employee Directors

On June 18, 2012, the Compensation Committee approved the grant of a total of 2,160 shares of restricted 
stock, effective June 18, 2012, to the five non-employee directors of the Company under the Company’s 2012 
Restricted Stock Plan for Non-Employee Directors. The grant date fair value was $55.55 per share. Under the 
terms of the restricted stock award agreements with the non-employee directors, the shares of restricted stock 
are scheduled to vest on the third anniversary of the date of grant, assuming that the recipient of the grant 
continues to serve as a director of the Company on the vesting date. Compensation expense for this grant will be 
recognized on a straight-line basis over three years.

On March 4, 2013, the Compensation Committee approved the grant of a total of 2,390 shares of restricted 
stock, effective March 4, 2013, to the five non-employee directors of the Company under the Company's 2012 
Restricted Stock Plan for Non-Employee Directors.  The grant date fair value was $52.32 per share.  Under the 
terms of the restricted stock award agreements with the non-employee directors, the shares of restricted stock 
are scheduled to vest on the third anniversary of the date of grant, assuming that the recipient of the grant 
continues to serve as a director of the Company on the vesting date.  Compensation expense for this grant is 
being recognized on a straight-line basis over three years.

Of the 100,000 shares of the Company’s common stock initially reserved for issuance under the 2012 Restricted 
Stock Plan for Non-Employee Directors, 95,450 remain available for future issuances as of December 31, 2013.

A summary of activity under the 2005 Restricted Stock Plan and the 2012 Restricted Stock Plan for Non-
Employee Directors (the "Plans") during the years ended December 31, 2013, 2012 and 2011 is as follows:

Nonvested stock outstanding at January 1, 2011 . . . . . . . . . . . . . . . . . . . . . . . . .

Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Shares

19,871

$

100,346
(19,871)
—

Nonvested stock outstanding at December 31, 2011 . . . . . . . . . . . . . . . . . . . . . .

100,346

$

Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

14,452
(20,069)
—

Nonvested stock outstanding at December 31, 2012 . . . . . . . . . . . . . . . . . . . . . .

94,729

$

Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

81,470
(22,525)
—

Nonvested stock outstanding at December 31, 2013 . . . . . . . . . . . . . . . . . . . . . .

153,674

$

Weighted-
Average
Grant-Date
Fair Value

42.77

60.79

42.77

—

60.79

49.82

60.79

—

59.12

57.39

59.48

—

58.15

As of December 31, 2013, there was $7,674,003 of total unrecognized compensation cost related to non-vested 
share-based compensation arrangements granted under the Plans. As of December 31, 2013, this cost is 
expected to be recognized over a weighted-average period of 3.17 years.

2013 Incentive Program

On March 4, 2013, the Board of Directors, upon the recommendation of the Compensation Committee, adopted 
a short-term incentive program for 2013 for the executive officers of the Company, other than executive officers 
earning any commission-based compensation (the "2013 Incentive Program"). Under the 2013 Incentive 
Program, certain executive officers of the Company were granted a short-term incentive cash bonus opportunity 
based on the achievement of a specified level of financial performance, specifically the Company’s earnings 
74

before interest, income taxes, depreciation and amortization ("EBITDA") in 2013 ("2013 EBITDA") compared 
to the Company’s EBITDA in 2012 ("2012 EBITDA").

Participants in the 2013 Incentive Program will receive 100% of their target award amount if the Company’s 
2013 EBITDA is 105% of 2012 EBITDA, 75% of the target award amount if the Company achieves a minimum 
threshold level of performance (2013 EBITDA reaching 95% of 2012 EBITDA), and a maximum of 150% of 
the target award amount for a maximum level of performance (2013 EBITDA equaling or exceeding 130% of 
2012 EBITDA). No payments are to be made for performance below the specified threshold amount. Payouts 
between the threshold and maximum are calculated by the Compensation Committee using the interpolation 
process described in the 2013 Incentive Program. The Compensation Committee may make adjustments to the 
terms and conditions of, and the criteria included in, awards under the 2013 Incentive Program in recognition of 
unusual or nonrecurring events affecting a participant or the Company, or the financial statements of the 
Company, or in certain other instances specified in the 2013 Incentive Program.

Awards earned under the 2013 Incentive Program are to be paid solely in cash. In addition, awards pursuant to 
the 2013 Incentive Program are subject to recovery or adjustments by the Company in certain circumstances in 
which the operating results on which payment was based are restated or otherwise adjusted or in the event that a 
participant’s conduct is not in good faith and materially disrupts, damages, impairs or interferes with the 
business of the Company.

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 accounts receivable. An 
allowance for doubtful accounts has been established for potential credit losses based on historical collection 
experience.

The Company maintains its cash and cash equivalents in bank deposit accounts, which, at times, may exceed 
federally insured limits. The Company has not experienced any losses in such accounts and does not believe it is 
exposed to any significant credit risk on cash and cash equivalents.

10.  FINANCING RECEIVABLES

Short-Term Payment Plans

The Company has sold information and patient care systems to certain healthcare providers under short-term 
payment plans, which typically have expected terms from 3 to 12 months.  These receivables, included in the 
current portion of financing receivables, were comprised of the following on December 31, 2013 and 2012:

Short-term payment plans, gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 25,317,770
(1,265,889)
Less: allowance for losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: unearned income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
Short-term payment plans, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 24,051,881

$

$

2013

2012
448,487
(22,424)
—
426,063

The significant increase in amounts due under short-term payment plans from December 31, 2012 to 
December 31, 2013 is due to those factors described under the caption "Second Generation Meaningful Use 
Installment Plans" below.

75

Sales-Type Leases

Additionally, the Company leases its information and patient care systems to certain healthcare providers under 
sales-type leases expiring in various years through 2017. These receivables typically have terms from two to 
five 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 amounts due under the original payment 
terms of these extended payment arrangements without making any concessions to its customers, the Company 
satisfies the requirement 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 collection is 
probable.

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

Sales-type leases, gross. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,081,512
(99,301)
Less: allowance for losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(95,499)
Less: unearned income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,886,712
Sales-type leases, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2013

2012
$ 13,665,300
(639,891)
(970,508)
12,054,901

The significant decrease in amounts due under sales-type leases from December 31, 2012 to December 31, 2013 
is due to those factors described under the caption "Second Generation Meaningful Use Installment Plans" 
below.

Future minimum lease payments to be received subsequent to December 31, 2013 are as follows:

2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,530,556
430,044
2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
72,000
2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
48,912
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
2,081,512
Total minimum lease payments to be received . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(95,499)
Less unearned income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net leases receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,986,013

Credit Quality of Financing Receivables and Allowance for Credit Losses

The following table is a roll-forward of the allowance for financing credit losses for the years ended 
December 31, 2013 and 2012:

Beginning
Balance

December 31, 2013 . . . . . . . . . $
December 31, 2012 . . . . . . . . . $

662,315
447,321

Provision
$ 1,309,160
214,994
$

Charge-offs

Recoveries

Ending
Balance

$
$

(606,285) $
— $

— $ 1,365,190
662,315
— $

The Company’s financing receivables are comprised of a single portfolio segment, as the balances are all 
derived from short-term payment plan arrangements and sales-type leasing arrangements within our target 
market of rural and community hospitals. The Company evaluates the credit quality of its financing receivables 
based on a combination of factors, including, but not limited to, customer collection experience, economic 
conditions, the customer’s financial condition, and known risk characteristics impacting the respective customer 
base of rural and community hospitals, the most notable of which relate to enacted and potential changes in 

76

Medicare and Medicaid reimbursement rates as rural and community hospitals typically generate a significant 
portion of their revenues and related cash flows from beneficiaries of these programs. In addition to specific 
account identification, the Company utilizes historical collection experience to establish the allowance for credit 
losses. Financing receivables are written off only after the Company has exhausted all collection efforts. The 
Company has been successful in collecting its financing receivables and considers the credit quality of such 
arrangements to be good, especially as the underlying assets act as collateral for the receivables.

Customer payments are considered past due if a scheduled payment is not received within contractually agreed 
upon terms. To facilitate customer collection and credit monitoring efforts, financing receivable amounts are 
invoiced and reclassified to trade accounts receivable when they become due, with all invoiced amounts placed 
on nonaccrual status. As a result, all past due amounts related to the Company’s financing receivables are 
included in trade accounts receivable in the accompanying consolidated balance sheets. The following is an 
analysis of the age of financing receivables amounts (excluding short-term payment plans) that have been 
reclassified to trade accounts receivable and were past due as of December 31, 2013 and December 31, 2012:

511,792
December 31, 2013 . . . . . . . . . . . . . . . . . . . . . . $
December 31, 2012 . . . . . . . . . . . . . . . . . . . . . . $ 1,108,108

$
$

85,738
297,812

$
$

57,429
301,896

654,959
$
$ 1,707,816

1 to 90 Days
Past Due

91 to 180 Days
Past Due

181 + Days
Past Due

Total
Past Due

From time to time, the Company may agree to alternative payment terms outside of the terms of the original 
financing receivable agreement due to customer difficulties in achieving the original terms. In general, such 
alternative payment arrangements do not result in a re-aging of the related receivables. Rather, payments 
pursuant to any alternative payment arrangements are applied to the already outstanding invoices beginning 
with the oldest outstanding invoices as the payments are received.

Because amounts are reclassified to trade accounts receivable when they become due, there are no past due 
amounts included within the financing receivables or the financing receivables, current portion, net amounts in 
the accompanying consolidated balance sheets.

The Company utilizes an aging of trade accounts receivable as the primary credit quality indicator for its 
financing receivables, which is facilitated by the reclassification of customer payment amounts to trade 
accounts receivable when they become due. The table below categorizes customer financing receivable balances 
(excluding short term payment plans), none of which are considered past due, based on the age of the oldest 
payment outstanding that has been reclassified to trade accounts receivable:

December 31,
2013

December 31,
2012

Customer balances with amounts reclassified to trade accounts receivable that
are:

1 to 90 Days Past Due . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,322,823
91 to 180 Days Past Due . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
368,424

181+ Days Past Due . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

37,537

Total customer balances with past due amounts reclassified to trade accounts
receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,728,784
Total customer balances with no past due amounts reclassified to trade
accounts receivable. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

257,229

$ 7,337,602

1,028,235

252,770

$ 8,618,607

4,076,185

Total financing receivables with contractual maturities of one year or less. . . . .

25,317,770
Less allowance for losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(1,365,190)
Total financing receivables. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 25,938,593

448,487
(662,315)
$ 12,480,964

77

 
First Generation Meaningful Use Installment Plans

During 2012, the Company entered into multiple customer license agreements with payment terms requiring the 
customer to remit to the Company incentive payments (not to exceed the remaining balance of the contract 
price) received under the American Recovery and Reinvestment Act of 2009 (the "ARRA") for adoption of 
qualifying electronic health records ("EHRs"), with only nominal payment amounts required until the 
customer’s receipt of such incentive payments ("First Generation Meaningful Use Installment Plans"). If no 
such incentive payments are received by the customer or if such payments are not sufficient to pay the 
remaining balance under the arrangement, payments continue at contracted nominal amounts until the balance 
of the contract price is paid in full. Because of the significant difference in the underlying economics of these 
arrangements compared to our historical financing receivables, management determined that these arrangements 
were not comparable to historical arrangements. In accordance with the Software topic and Revenue 
Recognition subtopic of the Codification, the Company recognizes revenue related to these arrangements as the 
amounts become due. Anticipated future cash flows from these 2012 licensing arrangements are excluded from 
the Company’s financing receivables and deferred revenue in the accompanying consolidated balance sheets. 
Direct, incremental costs in the amount of $104,573, included as a component of prepaid expenses and other in 
the accompanying consolidated balance sheets, have been capitalized as of December 31, 2013 related to these 
arrangements. 

Second Generation Meaningful Use Installment Plans

Beginning in the fourth quarter of 2012, we ceased offering First Generation Meaningful Use Installment Plans 
to our customers, opting instead for license agreements with payment terms that provide us with greater 
visibility into and control over the customer's meaningful use attestation process and significantly reducing the 
maximum timeframe over which customers must satisfy their full payment obligations in purchasing our system 
("Second Generation Meaningful Use Installment Plans").  As the overall payment period durations of the 
Second Generation Meaningful Use Installment Plans are consistent with that of our historical system sale 
financing arrangements, revenues under the Second Generation Meaningful Use Installment Plans are 
recognized upon installation of our EHR solution.  Consistent with the terms of the respective agreements, all 
related amounts are included as a component of financing receivables, current portion, net in the accompanying 
consolidated balance sheets and as a component of short-term payment plans within this Note 10.

Nearly all of our new system installations during the year ended December 31, 2013 were under Second 
Generation Meaningful Use Installment Plans, resulting in a significant increase in our financing receivables 
balance related to short-term payment plans from December 31, 2012 to December 31, 2013.  Consequently, 
this concentration of system installations under short-term payment plans has resulted in the overall significant 
decrease in amounts due under sales-type leases from December 31, 2012 to December 31, 2013.

11.   BENEFIT PLANS

In January 1994, the Company adopted the CPSI 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 
60% of their pre-tax earnings up to the statutory limit prescribed by the Internal Revenue Service. The 
Company matches a discretionary amount determined by the Board of Directors. The Company contributed 
approximately $2,020,000, $1,749,000 and $1,495,000 to the plan for the years ended December 31, 2013, 2012 
and 2011, 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, 2013 and 2012 is adequate to cover the losses 
and claims incurred, but these reserves are based on estimates and the amount ultimately paid may be more or 
less than such estimates.

78

12.  OPERATING LEASES

Prior to the Company’s purchase of its corporate campus on December 13, 2011, the Company leased the real 
properties comprising the corporate campus, most of which was partially owned by an executive officer of the 
Company. The lease agreements had terms of ten years and were set to expire on or before December 2015. 
These related party leases were cancelled in December 2011 in conjunction with the Company’s purchase of 
these properties from the related party entity for $9.5 million. For the year ended December 31, 2011, total rent 
expense paid to the related party entity was $1,901,810. The Company also leased during 2013 office space in 
Mobile, Fairhope and Lanette, Alabama, and Monroe, Louisiana. These leases have terms expiring from 2014 
through 2024 but do contain optional extension terms.

The future minimum lease payments payable under operating leases subsequent to December 31, 2013 are as 
follows:

2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $
2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

772,079
527,393
354,277
404,924
352,354
1,801,446
$ 4,212,473

Total rent expense for the years ended December 31, 2013, 2012, and 2011 was $882,215, $934,206, and 
$2,437,422, respectively.

13.  COMMITMENTS AND 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.

14.  FAIR VALUE

FASB Codification topic, Fair Value Measurements and Disclosures, establishes a framework for measuring 
fair value and expands financial statement disclosures about fair value measurements. Fair value is the price that 
would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most 
advantageous market for the asset or liability in an orderly transaction between market participants at the 
measurement date. The Codification topic does not require any new fair value measurements, but rather applies 
to all other accounting pronouncements that require or permit fair value measurements. The Codification topic 
requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three 
categories:

Level 1: Quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.

Level 3: Unobservable inputs that are not corroborated by market data.

The fair values of the Company’s available-for-sale securities are based on matrix pricing for the periods ended 
December 31, 2013 and 2012, which uses observable market-based inputs (such as benchmark yields) in 
addition to quoted prices in active markets to derive fair values. As a result, these inputs are classified as Level 
2 within the fair value hierarchy. We generally apply fair value techniques on a non-recurring basis associated 
with (1) valuing potential impairment loss related to financing receivables accounted for pursuant to 
Codification topic, Leases, and (2) valuing potential impairment loss related to long-lived assets accounted for 

79

pursuant to Codification topic, Property, Plant and Equipment, when events or circumstances indicate a 
possible impairment.

The following table summarizes the carrying amounts and fair values of certain assets and liabilities at 
December 31, 2013 and December 31, 2012:

Fair Value at December 31, 2013 Using

Quoted Prices in

Carrying

Active Markets for

Significant Other

Significant

Amount at

12/31/2013

Identical Assets

Observable Inputs

Unobservable Inputs

(Level 1)

(Level 2)

(Level 3)

Description
Available-for-sale securities

Short-term investments (money
market funds and accrued
income). . . . . . . . . . . . . . . . . . . . . $ 3,402,921
Mortgage backed securities . . . . .
81,112

Obligations of U.S. Treasury,
U.S. government corporations
and agencies . . . . . . . . . . . . . . . . .

2,748,850

Corporate debt securities . . . . . . .

4,469,743
Total available-for-sale securities . . . . $ 10,702,626

$

$

— $

3,402,921

$

—

—

—

81,112

2,748,850

4,469,743

— $

10,702,626

$

—

—

—

—

—

Fair Value at December 31, 2012 Using

Quoted Prices in

Carrying

Active Markets for

Significant Other

Significant

Amount at

12/31/2012

Identical Assets

Observable Inputs

Unobservable Inputs

(Level 1)

(Level 2)

(Level 3)

Description
Available-for-sale securities

Short-term investments (money
market funds and accrued
income). . . . . . . . . . . . . . . . . . . . . $
Mortgage backed securities . . . . .

Obligations of U.S. Treasury,
U.S. government corporations
and agencies . . . . . . . . . . . . . . . . .

449,420

$

95,604

2,381,779

Corporate debt securities . . . . . . .

7,747,806
Total available-for-sale securities . . . . $ 10,674,609

$

— $

449,420

$

—

—

—

95,604

2,381,779

7,747,806

— $

10,674,609

$

—

—

—

—

—

Accrued income in the above tables represents earnings due and payable to our investment portfolio at any point 
in time but not yet received.

The carrying amount of other financial instruments reported in the balance sheet for current assets and current 
liabilities approximates their fair values because of the short-term nature of these instruments.

80

 
 
 
 
 
 
15.  SUBSEQUENT EVENTS

Declaration of Dividends

On January 30, 2014, the Company announced a dividend for the first quarter of 2014 in the amount of $0.57 
per share. The dividend was paid on February 28, 2014 to stockholders of record as of the close of business on 
February 13, 2014.

Issuance of Restricted Stock

On January 27, 2014, the Compensation Committee of the Board of Directors approved the grant of a total of 
4,808 shares of restricted stock, effective January 27, 2014, to certain of the non-employee directors of the 
Company under the Company’s 2012 Restricted Stock Plan for Non-Employee Directors. The grant date fair 
value was $58.22 per share. Under the terms of the restricted stock award agreements with the non-employee 
directors, the shares of restricted stock are scheduled to vest on the first anniversary of the date of grant, 
assuming that the recipient of the grant continues to serve as a director of the Company on the vesting date. 
Compensation expense for this grant will be recognized on a straight-line basis over one year.

16.  QUARTERLY FINANCIAL STATEMENTS (UNAUDITED)

The following table presents a summary of our results of operations for our eight most recent quarters ended 
December 31, 2013. 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.

1st Quarter

2nd Quarter

3rd Quarter

4th Quarter

(In thousands except for share and per share data)

Year Ended December 31, 2013

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

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . $
Diluted. . . . . . . . . . . . . . . . . . . . . . . . .

Weighted average shares outstanding

49,549
22,119
10,109
6,944

0.63
0.63

Basic . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted. . . . . . . . . . . . . . . . . . . . . . . . .

11,078,407
11,078,407

Year Ended December 31, 2012

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

Basic . . . . . . . . . . . . . . . . . . . . . . . . . . $
Diluted. . . . . . . . . . . . . . . . . . . . . . . . .

Weighted average shares outstanding

44,489
19,267
8,999
5,649

0.51
0.51

$

$

$

$

53,261
25,477
13,148
8,486

0.77
0.77

11,080,062
11,080,062

45,731
20,139
9,925
8,261

0.75
0.75

$

$

$

$

46,780
20,654
11,026
7,269

0.66
0.66

11,085,164
11,085,164

45,174
20,015
9,991
6,925

0.63
0.63

$

$

$

$

51,273
25,487
15,961
10,044

0.90
0.90

11,159,142
11,159,142

47,915
21,240
12,362
9,139

0.83
0.83

Basic . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted. . . . . . . . . . . . . . . . . . . . . . . . .

11,063,220
11,063,220

11,063,529
11,063,529

11,065,380
11,065,380

11,073,575
11,073,575

81

 
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

Additions
charged to cost
and expenses (1)

Deductions (2)

Balance at end
of period

2011 $
2012
2013

969,000
$ 1,276,000
$ 1,124,000

$
$
$

937,000
300,144
602,000

$
$
$

(630,000) $ 1,276,000
(452,144) $ 1,124,000
(601,000) $ 1,125,000

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

Description
Allowance for credit losses deducted
from financing receivables in the balance
sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Balance at
beginning of
period

Additions
charged to cost
and expenses (1)

Deductions (2)

Balance at end
of period

2011 $
$
2012
$
2013

233,396
447,321
662,315

499,485
$
214,994
$
$ 1,309,160

$
$
$

(285,560) $
— $

447,321
662,315
(606,285) $ 1,365,190

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

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

None.

ITEM 9A.

CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to provide reasonable assurance that the 
information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 
1934, as amended (the "Exchange Act"), is recorded, processed, summarized and reported within the time periods 
specified in the rules and forms promulgated by the Securities and Exchange Commission, and that such information 
is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial 
Officer, as appropriate to allow timely decisions regarding required disclosure. Because of the inherent limitations to 
the effectiveness of any system of disclosure controls and procedures, no evaluation of disclosure controls and 
procedures can provide absolute assurance that all control issues and instances of fraud, if any, with a company have 
been prevented or detected on a timely basis. Even disclosure controls and procedures determined to be effective can 
only provide reasonable assurance that their objectives are achieved.

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with 

the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the 
effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rule 
13a-15(e)) pursuant to Rule 13a-15 of the Exchange Act. Based upon that evaluation, our Chief Executive Officer 
and Chief Financial Officer concluded that our disclosure controls and procedures are effective at the reasonable 
assurance level.

82

 
 
Changes in Internal Control over Financial Reporting

There were no changes in the Company’s internal control over financial reporting (as defined in Exchange Act 

Rule 13a-15(f)) during the quarter ended December 31, 2013 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 55 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 57 and is incorporated herein by reference.

ITEM 9B.

OTHER INFORMATION.

None.

83

PART III

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

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 available on CPSI’s web site 
at www.cpsi.com in the "Investors" section under "Governance."

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 2014 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 2014 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
AND RELATED STOCKHOLDER MATTERS

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 2014 Annual Meeting of Stockholders to be filed with 
the Securities and Exchange Commission pursuant to Regulation 14A.

ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE

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 2014 Annual Meeting of Stockholders to be filed with 
the Securities and Exchange Commission pursuant to Regulation 14A.

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 2014 Annual Meeting of Stockholders to be filed with 
the Securities and Exchange Commission pursuant to Regulation 14A.

84

ITEM 15.

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

PART IV

(a)(1) and (2) and (c) – 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 beginning on page 87 of this Form 10-K are filed herewith or 

are incorporated herein by reference.

85

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 12th day 
of March, 2014. 

SIGNATURES

COMPUTER PROGRAMS AND SYSTEMS, INC.

By:

/s/ J. Boyd Douglas
J. Boyd Douglas
President and Chief Executive Officer

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.

Name

/s/ David A. Dye
David A. Dye

/s/ J. Boyd Douglas
J. Boyd Douglas

/s/ James B. Britain
James B. Britain

/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/ John C. Johnson
John C. Johnson

/s/ Charles P. Huffman
Charles P. Huffman

/s/ A. Robert Outlaw, Jr.
A. Robert Outlaw, Jr.

Title

Date

  Chairman of the Board and Director,
Chief Financial Officer
(principal financial officer)

  March 12, 2014

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

  March 12, 2014

  Vice President – Finance and Controller
(principal accounting officer)

  March 12, 2014

  March 12, 2014

  March 12, 2014

  March 12, 2014

  March 12, 2014

  March 12, 2014

  March 12, 2014

  Director

  Director

  Director

  Director

  Director

  Director

86

 
 
 
 
  
 
(THIS PAGE INTENTIONALLY LEFT BLANK) 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
officers

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

David A. Dye
Chief Financial Officer

Directors and Officers

Board of Directors

David A. Dye
Chairman and Chief  
Financial Officer
Computer Programs and Systems, Inc.

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

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

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

J. Boyd Douglas, Jr.
President and  
Chief Executive Officer
Computer Programs and Systems, Inc.

2

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

A. Robert Outlaw, Jr.
Chief Executive Officer
China Doll Rice and Beans, Inc.

William R. Seifert, II
Retired Executive Vice President
Regions Bank
Chairman
South Alabama Advisory Board  
of Regions Bank

Stock Performance Graph
The following graph sets forth the cumulative total return (assuming reinvestment of dividends) to our stockholders during the period 
beginning December 31, 2008, and ending on December 31, 2013, compared to an overall stock market index (S&P 500 Index), and the 
NASDAQ Computer and Data Processing Group.

$300

$275

$250

$225

$200

$175

$150

$125

$100

$75

$50

$25

$0

12/08 

12/09 

12/10 

12/11 

12/12 

12/13

Computer Programs and Systems, Inc.

S&P 500

NASDAQ Computer and Data Processing

Computer Programs and Systems, Inc. 
S&P 500 
NASDAQ Computer & Data Processing 

12/08 
$  100.00 
$  100.00 
$  100.00 

12/09 
179.05 
126.46 
165.29 

$ 
$ 
$ 

1210 

$  188.42 
$  145.51 
$  179.77 

12/11 
$  210.77 
$  148.59 
$  177.69 

12/12 
$  217.05 
$  172.37 
$  191.22 

12/13
$  276.88
$  228.19
$  290.35

 
Corporate Data

Independent Registered Public Accounting Firm
Grant Thornton LLP
1100 Peachtree Street, Suite 1200
Atlanta, GA  30309 

Transfer Agent
American Stock Transfer & Trust Company, LLC
6201 15th Avenue
Brooklyn, NY  11219
Toll free: (800) 937-5449
Local & international: (718) 921-8124
Email: info@amstock.com
Web site: www.amstock.com

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

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

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

6600 Wall Street   |   Mobile, Alabama 36695