NEWS RELEASE
[FOR IMMEDIATE RELEASE] [PER-SE LOGO]
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PER-SE TECHNOLOGIES
2840 Mt. Wilkinson Parkway
Atlanta, Georgia 30339
877/73PER-SE toll free
PER-SE COMPANY CONTACT:
Michael Howard
Per-Se Technologies
voice: 770/444-5603
email: media@per-se.com
PER-SE TECHNOLOGIES ANNOUNCES TENDER OFFER
FOR 9-1/2% SENIOR NOTES
Issues Separate Call for $30 million of Senior Notes
ATLANTA - August 12, 2003 - Per-Se Technologies, Inc. (Nasdaq: PSTI), a leader
in delivering comprehensive business management outsourcing services, financial
and administrative software solutions, and internet-enabled connectivity to the
healthcare industry, today announced that it has commenced a cash tender offer
for its $160 million outstanding Series B 9-1/2% senior notes due February 15,
2005.
The tender offer expires at 5:00 p.m., U.S. Eastern time, on Wednesday,
September 10, 2003, unless extended or earlier terminated. Those holders who
validly tender their senior notes on or before 5:00 p.m., U.S. Eastern time, on
Monday, August 25, 2003, will receive the current redemption price of the notes
of 102.375% of the principal amount plus a premium of 0.250% of the principal
amount of the notes tendered. Those holders who validly tender their notes after
5:00 p.m., U.S. Eastern time, on Monday, August 25, 2003, but on or before 5:00
p.m., U.S. Eastern time, on Wednesday, September 10, 2003 (the expiration date),
will receive the current redemption price of 102.375% of the principal amount of
the notes. All holders who validly tender their notes will receive accrued and
unpaid interest up to, but not including, the date of payment of the senior
notes
The tender offer is being made pursuant to a Tender Offer and Information
Statement and related Letter of Transmittal, which more fully set forth the
terms of the tender offer. The closing of the tender offer is conditioned upon
the Company obtaining debt financing to consummate the offer on terms and
conditions satisfactory to the Company and customary conditions. The Company has
received firm commitments from certain lenders to provide such debt financing in
an amount sufficient to consummate the offer. Additional information concerning
the terms of the tender offer, the process of tendering the notes and conditions
to the tender offer, are being mailed to the holders of the senior notes.
Additional copies of the Tender Offer and Information Statement and related
Letter of Transmittal may be obtained from Georgeson Shareholder Communications
Inc., information agent for the tender offer, at 212-440-9800 or 866-216-0461
(collect). Questions regarding the tender offer may be directed to the exclusive
dealer manager, Banc of America Securities LLC, at 888-292-0070 (toll free) or
704-388-9217 (collect).
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$30 MILLION CALL
The Company also announced today that it has called $30 million of the Series B
9-1/2% senior notes at the current redemption price of 102.375% plus accrued and
unpaid interest. The Company will utilize the net proceeds of the Patient1(R)
product line divestiture to fulfill the call. The call, which provides for
redemption date of Thursday September 18, 2003, will be used for any senior
notes that are not tendered. Information regarding the call will be posted with
the Depositary Trust Company.
ABOUT PER-SE TECHNOLOGIES
Per-Se Technologies (Nasdaq: PSTI) is a leader in delivering comprehensive
business management outsourcing services, financial and administrative software
solutions, and Internet-enabled connectivity for the healthcare industry.
Atlanta-based Per-Se enables integrated delivery systems and physician practices
to optimize the quality of care delivered and profitability of business
operations simultaneously. The leading provider of business management
outsourcing services to physicians, Per-Se supports approximately 47,000
physicians and 2,000 healthcare organizations. Per-Se processes more than 240
million medical transactions annually. Additional information is available at
www.per-se.com.
SAFE HARBOR STATEMENT
This press release contains statements that constitute forward-looking
statements within the meaning of the Securities Act of 1933 and the Securities
Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act
of 1995. Forward-looking statements contained in this press release include the
intent, belief or current expectations of the Company and members of its
management team with respect to the cash tender offer for its $160 million
outstanding Series B 9-1/2% senior notes. Prospective investors are cautioned
that any such forward-looking statements are not guarantees of future
performance, and involve risks and uncertainties, and that actual results may
differ materially from those contemplated by such forward-looking statements.
Important factors currently known to management that could cause actual results
to differ materially from those contemplated by the forward-looking statements
in this press release include, but are not limited to, the satisfaction of
certain conditions, including the Company's ability to obtain debt financing
sufficient to complete the tender offer on terms acceptable to the Company.
Additional factors that would cause actual results to differ materially from
those contemplated within this press release can also be found in the Company's
Safe Harbor Compliance Statement included in the Company's Form 10-Q for the
quarter ended June 30, 2003, and Form 10-K for the year ended December 31, 2002.
The Company disclaims any responsibility to update any forward-looking
statements.
This announcement is not an offer to purchase or a solicitation of an offer to
purchase with respect to any securities. The tender offer is being made solely
by the Tender Offer and Information Statement and related Letter of Transmittal
dated August 12, 2003. The CUSIP # for the senior notes is 584028AC8 and the
ISIN# is US584028AC0.
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