10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2015

Commission file number 1-34435

EMDEON INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	20-5799664
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
3055 Lebanon Pike, Suite 1000 Nashville, TN	37214
(Address of Principal Executive Offices)	(Zip Code)

(615) 932-3000

(Registrant’s Telephone Number, Including Area Code)

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

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  x    No  ¨

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	¨	Accelerated filer	¨
Non-accelerated filer	x  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

Class	Outstanding as of November 6, 2015
Common Stock, $0.01 par value	100

* The registrant is a voluntary filer of certain reports required to be filed by companies under Section 13 or 15(d) of the Securities and Exchange Act of 1934 and has filed all reports that would have been required to have been filed by the registrant during the preceding 12 months had it been subject to such filing requirements during the entirety of such period.

Emdeon Inc.

Table of Contents

Part I. Financial Information
Item 1. Financial Statements	3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	39
Item 3. Quantitative and Qualitative Disclosures About Market Risk	53
Item 4. Controls and Procedures	54
Part II. Other Information
Item 1. Legal Proceedings	54
Item 1A. Risk Factors	54
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	55
Item 3. Defaults Upon Senior Securities	55
Item 4. Mine Safety Disclosures	55
Item 5. Other Information	55
Item 6. Exhibits	55
Signatures	56
Exhibit Index	57

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Emdeon Inc.

Condensed Consolidated Balance Sheets

(unaudited and amounts in thousands, except share and per share amounts)

	September 30, 2015			December 31, 2014
ASSETS
Current assets:
Cash and cash equivalents	$	84,958		$	82,306
Accounts receivable, net of allowance for doubtful accounts of $4,425 and $6,377 at September 30, 2015 and December 31, 2014, respectively		278,826			233,791
Deferred income tax assets		15,457			18,893
Prepaid expenses and other current assets		34,354			29,246
Total current assets		413,595			364,236
Property and equipment, net		299,035			244,153
Goodwill		2,291,375			1,702,569
Intangible assets, net		1,694,838			1,539,394
Other assets, net		8,041			9,183
Total assets	$	4,706,884		$	3,859,535
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	27,265		$	16,399
Accrued expenses		209,104			175,206
Deferred revenues		12,005			10,518
Current portion of long-term debt		31,265			27,308
Total current liabilities		279,639			229,431
Long-term debt, excluding current portion		2,750,330			2,135,468
Deferred income tax liabilities		448,929			413,227
Tax receivable agreement obligations to related parties		179,237			163,983
Other long-term liabilities		9,044			15,361
Commitments and contingencies
Equity:
Common stock (par value, $.01), 100 shares authorized and outstanding at September 30, 2015 and December 31, 2014, respectively		—			—
Additional paid-in capital		1,318,704			1,149,360
Accumulated other comprehensive income (loss)		(2,931	)		(1,955	)
Accumulated deficit		(276,068	)		(245,340	)
Total equity		1,039,705			902,065
Total liabilities and equity	$	4,706,884		$	3,859,535

See accompanying notes to unaudited condensed consolidated financial statements.

3

Emdeon Inc.

Condensed Consolidated Statements of Operations

(unaudited and amounts in thousands)

	Three Months Ended September 30, 2015			Three Months Ended September 30, 2014			Nine Months Ended September 30, 2015			Nine Months Ended September 30, 2014
Revenue:
Solutions revenue	$	287,946		$	255,015		$	810,162		$	740,226
Postage revenue		89,839			86,593			268,119			256,747
Total revenue		377,785			341,608			1,078,281			996,973
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		129,385			116,909			371,859			344,741
Development and engineering		11,651			8,117			32,600			24,084
Sales, marketing, general and administrative		56,719			43,873			151,955			147,781
Customer postage		89,839			86,593			268,119			256,747
Depreciation and amortization		85,817			48,448			183,446			141,541
Accretion		6,458			4,452			15,254			9,220
Impairment of long-lived assets		219			3,114			1,180			82,689
Operating income (loss)		(2,303	)		30,102			53,868			(9,830	)
Interest expense, net		45,541			36,635			121,685			109,741
Contingent consideration		(4,660	)		1,976			(4,825	)		3,646
Other		—			—			—			(3,968	)
Income (loss) before income tax provision (benefit)		(43,184	)		(8,509	)		(62,992	)		(119,249	)
Income tax provision (benefit)		(10,278	)		4,493			(32,264	)		(43,733	)
Net income (loss)	$	(32,906	)	$	(13,002	)	$	(30,728	)	$	(75,516	)

See accompanying notes to unaudited condensed consolidated financial statements.

4

Emdeon Inc.

Condensed Consolidated Statements of Comprehensive Income (Loss)

(unaudited and amounts in thousands)

	Three Months Ended September 30, 2015			Three Months Ended September 30, 2014			Nine Months Ended September 30, 2015			Nine Months Ended September 30, 2014
Net income (loss)	$	(32,906	)	$	(13,002	)	$	(30,728	)	$	(75,516	)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		6			732			(445	)		(127	)
Foreign currency translation adjustment		(347	)		(127	)		(531	)		(100	)
Other comprehensive income (loss)		(341	)		605			(976	)		(227	)
Total comprehensive income (loss)	$	(33,247	)	$	(12,397	)	$	(31,704	)	$	(75,743	)

See accompanying notes to unaudited condensed consolidated financial statements.

5

Emdeon Inc.

Condensed Consolidated Statements of Equity

(unaudited and amounts in thousands, except share amounts)

	Common Stock				Additional Paid-in Capital			Accumulated Deficit			Accumulated Other Comprehensive Income (Loss)			Total Equity
	Shares		Amount
Balance at January 1, 2014		100	$	—	$	1,139,375		$	(169,486	)	$	(1,343	)	$	968,546
Equity compensation expense		—		—		5,914			—			—			5,914
Issuance of shares in connection with equity compensation plans, net of taxes		—		—		1,257			—			—			1,257
Repurchase of Parent common stock		—		—		(960	)		—			—			(960	)
Capital contribution from Parent		—		—		2,000			—			—			2,000
Net income (loss)		—		—		—			(75,516	)		—			(75,516	)
Foreign currency translation adjustment		—		—		—			—			(100	)		(100	)
Change in fair value of interest rate swap, net of taxes		—		—		—			—			(127	)		(127	)
Balance at September 30, 2014		100	$	—	$	1,147,586		$	(245,002	)	$	(1,570	)	$	901,014
Balance at January 1, 2015		100	$	—	$	1,149,360		$	(245,340	)	$	(1,955	)	$	902,065
Equity compensation expense		—		—		6,814			—			—			6,814
Issuance of shares in connection with equity compensation plans, net of taxes		—		—		305			—			—			305
Capital contribution from Parent		—		—		166,576			—			—			166,576
Repurchase of Parent common stock		—		—		(4,351	)		—			—			(4,351	)
Net income (loss)		—		—		—			(30,728	)		—			(30,728	)
Foreign currency translation adjustment		—		—		—			—			(531	)		(531	)
Change in fair value of interest rate swap, net of taxes		—		—		—			—			(445	)		(445	)
Balance at September 30, 2015		100	$	—	$	1,318,704		$	(276,068	)	$	(2,931	)	$	1,039,705

See accompanying notes to unaudited condensed consolidated financial statements.

6

Emdeon Inc.

Condensed Consolidated Statements of Cash Flows

(unaudited and amounts in thousands)

	Nine Months Ended September 30, 2015			Nine Months Ended September 30, 2014
Operating activities
Net income (loss)	$	(30,728	)	$	(75,516	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		183,446			141,541
Accretion		15,254			9,220
Equity compensation		6,814			5,914
Deferred income tax expense (benefit)		(28,837	)		(44,886	)
Amortization of debt discount and issuance costs		7,441			5,804
Contingent consideration		(4,825	)		3,646
Impairment of long-lived assets		1,180			82,689
Other		(1,474	)		(3,125	)
Changes in operating assets and liabilities:
Accounts receivable		6,147			(12,656	)
Prepaid expenses and other		(11,674	)		(4,490	)
Accounts payable		10,517			644
Accrued expenses, deferred revenue and other liabilities		(918	)		(375	)
Net cash provided by (used in) operating activities		152,343			108,410
Investing activities
Purchases of property and equipment		(39,175	)		(37,673	)
Payments for acquisitions, net of cash acquired		(717,669	)		(87,909	)
Other		(3,676	)		(97	)
Net cash provided by (used in) investing activities		(760,520	)		(125,679	)
Financing activities
Proceeds from Term Loan Facility		385,411			—
Proceeds from Senior Notes		243,453			—
Proceeds from Revolving Facility		60,000			65,000
Payments on Revolving Facility		(60,000	)		(65,000	)
Payments on Term Loan Facility		(11,870	)		(9,659	)
Payment of debt assumed from acquisition		(154,469	)		(23,262	)
Deferred financing obligation payments		(6,173	)		(4,717	)
Repurchase of Parent common stock		(4,351	)		(960	)
Capital contribution from Parent		166,881			3,256
Payment of Contingent Consideration		(5,553	)		—
Other		(2,500	)		—
Net cash provided by (used in) financing activities		610,829			(35,342	)
Net increase (decrease) in cash and cash equivalents		2,652			(52,611	)
Cash and cash equivalents at beginning of period		82,306			76,538
Cash and cash equivalents at end of period	$	84,958		$	23,927

See accompanying notes to unaudited condensed consolidated financial statements.

7

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

1. Nature of Business and Organization

Nature of Business

Emdeon Inc. (the “Company”), through its subsidiaries, is a provider of software and analytics, network solutions and technology-enabled services that optimize communications, payments and actionable insights by leveraging its intelligent healthcare platform, which includes the single largest financial and administrative network in the United States healthcare system. The Company’s platform and solutions integrate and automate key functions of its payer, provider and pharmacy customers throughout the patient encounter, from consumer engagement and pre-care eligibility and enrollment through payment.

Organization

The Company was formed as a Delaware limited liability company in September 2006 and converted into a Delaware corporation in September 2008 in anticipation of the Company’s August 2009 initial public offering (the “IPO”).

On November 2, 2011, pursuant to an Agreement and Plan of Merger among the Company, Beagle Parent Corp. (“Parent”) and Beagle Acquisition Corp. (“Merger Sub”), Merger Sub merged with and into the Company with the Company surviving the merger (the “Merger”). Subsequent to the Merger, the Company became an indirect wholly-owned subsidiary of Parent, which is controlled by affiliates of The Blackstone Group L.P. (“Blackstone”).

2. Basis of Presentation

Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Securities and Exchange Commission (“SEC”) Guidelines, Rules and Regulations (“Regulation S-X”) and, in the opinion of management, reflect all normal recurring adjustments necessary for a fair presentation of results for the unaudited interim periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. The results of operations for the interim period are not necessarily indicative of the results to be obtained for the full fiscal year. All material intercompany accounts and transactions have been eliminated in the unaudited condensed consolidated financial statements.

Reclassifications

Certain reclassifications have been made to the prior period financial statements to conform to the current period presentation.

Effective January 1, 2015, the Company completed an internal reorganization of its reporting structure which resulted in a change in the composition of its reportable segments to software and analytics, network solutions and technology-enabled services. Prior period segment information has been restated to reflect the current organizational structure.

Effective January 1, 2015, in order to clarify the nature of its customer related postage activities, the Company also created separate captions on the statement of operations within revenue and costs and expenses, respectively. Previously, such amounts were included within revenue and costs of operations. To conform to the current period presentation, costs of operations were reduced by $86,593 and $256,747 and reclassified as customer postage for the three and nine months ended September 30, 2014, respectively.

Accounting Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company bases its estimates on historical experience, current business factors and various other assumptions that the Company believes are necessary to consider in order to form a basis for making judgments about the carrying values of assets and liabilities, the recorded amounts of revenue and expenses and disclosure of contingent assets and liabilities. The Company is subject to uncertainties such as the impact of future events, economic, environmental and political factors and changes in the Company’s business environment; therefore, actual results could differ materially from these estimates. Accordingly, the

8

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

accounting estimates used in the preparation of the Company’s financial statements will change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes. Changes in estimates are made when circumstances warrant. Such changes in estimates and refinements in estimation methodologies are reflected in the reported results of operations; and if material, the effects of changes in estimates are disclosed in the notes to the consolidated financial statements. Estimates and assumptions by management affect: the allowance for doubtful accounts; the fair value assigned to assets acquired and liabilities assumed in business combinations; tax receivable agreement obligations; the fair value of interest rate swap obligations; contingent consideration; loss accruals; the carrying value of long-lived assets (including goodwill and intangible assets); the amortization period of long-lived assets (excluding goodwill); the carrying value, capitalization and amortization of software development costs; the provision and benefit for income taxes and related deferred tax accounts; certain accrued expenses; revenue recognition; contingencies; and the value attributed to equity awards.

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, which replaces most prior general and industry specific revenue recognition guidance with a principles-based comprehensive revenue recognition framework. Under this revised framework, a company will recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods and services. This update is effective for fiscal years and interim periods beginning in those years after December 15, 2017. Early adoption is permitted in years beginning after December 15, 2016. Upon adoption, a company may elect to either retrospectively restate each prior reporting period or reflect the cumulative effect of initially applying the update with an adjustment to retained earnings. The Company is currently assessing the potential effects this update may have on its consolidated financial statements.

In June 2014, the FASB issued ASU No. 2014-12, which clarifies, in the context of share-based payment awards, that a performance target that affects vesting and could be achieved after the requisite service period has been rendered should be treated as a performance condition. Prior to this update, because there was no explicit guidance, there was diversity in practice among companies. This update is effective for fiscal years and interim periods within those years beginning after December 15, 2015, with early adoption permitted. The Company does not expect the adoption of this update to have a material effect on its consolidated financial statements.

In January 2015, the Company adopted FASB ASU No. 2014-08, which changes the requirements for reporting discontinued operations. Following adoption of this update, discontinued operations generally will be reported for the disposal by sale or otherwise of a component or a group of components that represents a strategic shift that has or will have a major effect on an entity’s operations and financial results. Upon adoption, this update had no effect on the Company’s consolidated financial statements

In July 2015, the Company adopted ASU No. 2015-03, which generally requires that debt issue costs related to a debt liability be presented on the balance sheet as a direct deduction from the carrying amount of that debt liability. As a result of the adoption of this update, the Company retrospectively adjusted its consolidated balance sheet as of December 31, 2014 to reduce other assets and long-term debt, excluding current portion, by $11,128.

In July 2015, the Company adopted ASU No. 2015-05, which provides guidance to customers about whether a cloud computing arrangement includes a software license and requires that all software licenses utilized in internal use software arrangements be accounted for consistent with other licenses of intangible assets. As a result of the adoption of this update, the Company will recognize new or materially modified software licenses within intangible assets on its consolidated balance sheet and will recognize the related amortization of these intangible assets within amortization expense. The Company does not expect the adoption of this update to have a material effect on its consolidated financial statements.

In September 2015, the FASB issued ASU No. 2015-16, which simplifies the accounting for measurement period adjustments in connection with business combinations. Following the adoption of this update, the Company will recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. This update is effective for fiscal years and interim periods beginning in those years after December 15, 2015. The Company does not expect the adoption of this update to have a material effect on its consolidated financial statements.

9

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

3. Concentration of Credit Risk

The Company’s revenue is primarily generated in the United States. Changes in economic conditions, government regulations or demographic trends, among other matters, in the United States could adversely affect the Company’s revenue and results of operations.

The Company maintains its cash and cash equivalent balances in either insured depository accounts or money market mutual funds. The money market mutual funds are limited to investments in low-risk securities such as United States or government agency obligations, or repurchase agreements secured by such securities.

4. Business Combinations

In July 2014, the Company acquired all of the equity interests of Capario, Inc. (“Capario”), a technology-enabled provider of revenue cycle management solutions.

In November 2014, the Company acquired all of the equity interests of Change Healthcare Corporation (“Change”), a technology-enabled provider of healthcare consumer engagement and transparency solutions.

In December 2014, the Company acquired all of the equity interests of Adminisource Communications, Inc. (“Adminisource”), a technology-enabled provider of payment and communication solutions.

In August 2015, the Company acquired all of the equity interests of Altegra Health, Inc. (“Altegra”), a technology-enabled provider that assists payers and risk bearing providers with analytics and reporting capabilities for risk adjustment, member engagement and quality analysis to achieve actionable insights and improved management for value-based healthcare.

The following table summarizes certain information related to these acquisitions. The preliminary values of the consideration transferred, assets acquired and liabilities assumed in the Altegra acquisition, including the related tax effects, are subject to receipt of a final valuation and working capital settlement.

10

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

	Altegra			Adminisource			Change			Capario
Total Consideration Fair Value at Acquisition Date:
Cash paid at closing	$	735,669		$	34,825		$	138,329		$	89,423
Contingent consideration		—			—			4,730			—
Parent options fair value		—			—			650			—
Other		(203	)		(925	)		80			(219	)
	$	735,466		$	33,900		$	143,789		$	89,204
Allocation of the Consideration Transferred:
Cash	$	17,176		$	—		$	8,053		$	2,292
Accounts receivable		52,014			6,474			335			4,839
Deferred income tax assets		1,625			3,797			9,170			275
Prepaid expenses and other current assets		4,730			466			397			1,113
Property and equipment		86,901			874			7,953			9,580
Identifiable intangible assets:
Tradename		11,535			108			5,300			900
Noncompetition agreements		5,041			—			2,840			2,740
Customer relationships		251,099			21,230			4,430			38,510
Other		633			—			—			—
Goodwill		593,552			3,223			109,994			76,279
Accounts payable		(837	)		(279	)		(174	)		(2,270	)
Accrued expenses		(52,147	)		(1,993	)		(2,203	)		(8,818	)
Deferred revenues		(5,100	)					(306	)		(2	)
Current maturities of long-term debt		—			—			—			(2,600	)
Deferred income tax liabilities		(76,287	)		—			—			(14,642	)
Long-term debt		(154,469	)		—			(2,000	)		(18,785	)
Other long-term liabilities		—			—			—			(207	)
Total consideration transferred	$	735,466		$	33,900		$	143,789		$	89,204
Acquisition costs in sales, marketing, general and administrative expense:
For the three months ended September 30, 2015	$	2,936		$	—		$	—		$	—
For the three months ended September 30, 2014	$	—		$	—		$	—		$	234
For the nine months ended September 30, 2015	$	4,599		$	—		$	—		$	—
For the nine months ended September 30, 2014	$	—		$	—		$	—		$	862

11

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

	Altegra		Adminisource		Change		Capario
Other Information:
Gross contractual accounts receivable	$	53,108	$	7,521	$	335	$	5,112
Amount not expected to be collected	$	1,094	$	1,047	$	—	$	273
Goodwill expected to be deductible for tax purposes	$	—	$	—	$	—	$	—
Contingent Consideration Information:
Contingent consideration range		N/A		N/A		$0-$50,000		N/A
Measurement period		N/A		N/A		January 1, 2015 to December 31, 2017		N/A
Basis of measurement		N/A		N/A		Revenue performance		N/A
Type of measurement		N/A		N/A		Level 3		N/A
Key assumptions at the acquisition date:
Range of annual revenue performance		N/A		N/A		$5,516-$51,376		N/A
Expected payment date(s)		N/A		N/A		2016-2018		N/A
Discount rate(s)		N/A		N/A		10.5% to 11.3%		N/A
Increase (decrease) to net loss:
For the three months ended September 30, 2015		N/A		N/A		$(4,660)		N/A
For the nine months ended September 30, 2015		N/A		N/A		$(4,730)		N/A

The Company generally recognizes goodwill attributable to the assembled workforce and expected synergies among the operations of the acquired entities and the Company’s existing operations. In the case of the Company’s acquisitions of operating companies, synergies generally have resulted from the elimination of duplicative facilities and personnel costs and cross selling opportunities among the Company’s existing customer base. Goodwill is generally deductible for federal income tax purposes when a business combination is treated as an asset purchase. Goodwill is generally not deductible for federal income tax purposes when the business combination is treated as a stock purchase.

12

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

5. Goodwill and Intangible Assets

The following table presents the changes in the carrying amount of goodwill for the indicated periods.

	Software and Analytics			Network Solutions		Technology-enabled Services			Total
Balance at December 31, 2014	$	581,533		$	620,805	$	500,231		$	1,702,569
Acquisitions		593,552			—		—			593,552
Other		(3,944	)		—		(802	)		(4,746	)
Balance at September 30, 2015	$	1,171,141		$	620,805	$	499,429		$	2,291,375

Intangible assets subject to amortization as of September 30, 2015 consisted of the following:

	Weighted Average Remaining Life		Gross Carrying Amount		Accumulated Amortization			Net
Customer relationships		13.8	$	1,878,991	$	(322,949	)	$	1,556,042
Tradenames		0.3		174,381		(63,106	)		111,275
Non-compete agreements		1.7		25,021		(13,836	)		11,185
Data sublicense agreement		2.0		31,000		(20,512	)		10,488
Other		2.0		6,960		(1,112	)		5,848
Total			$	2,116,353	$	(421,515	)	$	1,694,838

Amortization expense was $115,970 and $75,286 for the nine months ended September 30, 2015 and 2014, respectively. The Company recently announced its plan to rebrand as Change Healthcare^TM beginning in the fourth quarter of 2015. As a result of this plan, the Company revised the remaining useful life of its existing tradename asset. During the three months ended September 30, 2015, the Company recognized amortization expense of $31,525 related to its existing tradename asset.

Aggregate future amortization expense for intangible assets is estimated to be:

Remainder of 2015	$	127,495
2016		129,950
2017		123,895
2018		117,843
2019		113,954
Thereafter		1,081,701
	$	1,694,838

6. Long-Term Debt

The Company’s long-term indebtedness is comprised of a senior secured term loan facility (as amended, the “Term Loan Facility”), a revolving credit facility (the “Revolving Facility”; together with the Term Loan Facility, the “Senior Credit Facilities”), 11% senior notes due 2019 (the “2019 Notes”), 11.25% senior notes due 2020 (the “2020 Notes”) and 6% senior notes due 2021 (the “2021 Notes”; together with the 2019 Notes and 2020 Notes, the “Senior Notes”).

13

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Long-term debt as of September 30, 2015 and December 31, 2014, consisted of the following:

	September 30, 2015			December 31, 2014
Senior Credit Facilities
$1,696 million Senior Secured Term Loan facility, due November 2, 2018, net of unamortized discount of $25,499 and $20,016 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 4.29%)	$	1,624,223		$	1,245,376
$160 million Senior Secured Term Loan facility, due November 2, 2018, net of unamortized discount of $3,615 and $4,438 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 4.54%)		154,785			155,162
$125 million Senior Secured Revolving Credit facility, expiring on November 2, 2016 and bearing interest at a variable base rate plus a spread rate		—			—
Senior Notes
$375 million 11% Senior Notes due December 31, 2019, net of unamortized discount of $6,605 and $7,477 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 11.53%)		368,395			367,523
$375 million 11.25% Senior Notes due December 31, 2020, net of unamortized discount of $8,778 and $9,651 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 11.85%)		366,222			365,349
$250 million 6% Senior Notes due February 15, 2021, net of unamortized discount of $6,412 and $0 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 6.57%)		243,588			—
Obligation under data sublicense agreement		17,237			17,237
Other		7,145			12,129
Less current portion		(31,265	)		(27,308	)
Long-term debt	$	2,750,330		$	2,135,468

Senior Credit Facilities

The credit agreement governing the Senior Credit Facilities (the “Senior Credit Agreement”) provides that, subject to certain conditions, the Company may request additional tranches of term loans, increase commitments under the Revolving Facility or the Term Loan Facility or add one or more incremental revolving credit facility tranches (provided that the revolving credit commitments outstanding at any time have no more than three different maturity dates) in an aggregate amount not to exceed (a) $300,000 plus (b) an unlimited amount at any time, subject to compliance on a pro forma basis with a first lien net leverage ratio of no greater than 4.00 to 1.00. Availability of such additional tranches of term loans or revolving credit facilities and/or increased commitments is subject to, among other conditions, the absence of any default under the Senior Credit Agreement and the receipt of commitments by existing or additional financial institutions. Proceeds of the Revolving Facility, including up to $30,000 in the form of borrowings on same-day notice, referred to as swingline loans, and up to $50,000 in the form of letters of credits, are available to provide financing for working capital and general corporate purposes.

Borrowings under the Senior Credit Facilities bear interest at an annual rate equal to an applicable margin plus, at the Company’s option, either (a) a base rate determined by reference to the highest of (i) the applicable prime rate, (ii) the federal funds rate plus 0.50% and (iii) a LIBOR rate determined by reference to the costs of funds for United States dollar deposits for an interest period of one month, adjusted for certain additional costs, plus 1.00%, which base rate, in the case of the Term Loan Facility only, shall be no less than 2.25%, or (b) a LIBOR rate determined by reference to the costs of funds for United States dollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, which, in the case of the Term Loan Facility only, shall be no less than 1.25%.

In April 2012, the Company amended the Senior Credit Agreement to reprice the Senior Credit Facilities and borrow $80,000 of additional term loans. In April 2013, the Company again amended the Senior Credit Agreement to further reprice, and also to modify certain financial covenants under the Senior Credit Facilities. Following the April 2013 amendment, the interest rate on both the Term Loan Facility and Revolving Facility is LIBOR plus 2.50%. The Term Loan Facility remains subject to a LIBOR floor of 1.25%, and there continues to be no LIBOR floor on the Revolving Facility. In connection with

14

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

the April 2013 repricing, the Senior Credit Agreement also was amended to, among other things, eliminate the financial covenant related to the consolidated cash interest coverage ratio and modify the financial covenant related to the net leverage test by maintaining the required first lien net leverage ratio at 5.35 to 1.00 for the remaining term of the Senior Credit Facilities.

In December 2014 and August 2015, through further amendments to the Senior Credit Agreement, the Company borrowed an additional $160,000 and $395,000, respectively, under incremental term loan facilities on identical terms and having the same rights and obligations as the existing term loans under the Senior Credit Agreement.

In addition to paying interest on outstanding principal under the Senior Credit Facilities, the Company is required to pay customary agency fees, letter of credit fees and a 0.50% commitment fee in respect of the unutilized commitments under the Revolving Facility.

The Senior Credit Agreement requires that the Company prepay outstanding loans under the Term Loan Facility, subject to certain exceptions, with (a) 100% of the net cash proceeds of any incurrence of debt other than debt permitted under the Senior Credit Agreement, (b) 50% (which percentage will be reduced to 25% and 0% based on the Company’s first lien net leverage ratio) of the Company’s annual excess cash flow and (c) 100% of the net cash proceeds of certain asset sales and casualty and condemnation events, subject to reinvestment rights and certain other exceptions.

The Company generally may voluntarily prepay outstanding loans under the Senior Credit Facilities at any time without premium or penalty other than breakage costs with respect to LIBOR loans.

The Company is required to make quarterly payments equal to 0.25% of the aggregate principal amount of the loans under the Term Loan Facility, with the balance due and payable on November 2, 2018. Any principal amount outstanding under the Revolving Facility is due and payable on November 2, 2016.

Certain of the Company’s United States wholly-owned restricted subsidiaries, together with the Company, are co-borrowers and jointly and severally liable for all obligations under the Senior Credit Facilities. Such obligations of the co-borrowers are unconditionally guaranteed by Beagle Intermediate Holdings, Inc. (a direct wholly-owned subsidiary of Parent), the Company and each of its existing and future United States wholly-owned restricted subsidiaries (with certain exceptions including immaterial subsidiaries). These obligations are secured by a perfected security interest in substantially all of the assets of the co-borrowers and guarantors now owned or later acquired, including a pledge of all of the capital stock of the Company and its United States wholly-owned restricted subsidiaries and 65% of the capital stock of its foreign restricted subsidiaries, subject in each case to the exclusion of certain assets and additional exceptions.

The Senior Credit Agreement requires the Company to comply with a maximum first lien net leverage ratio financial maintenance covenant, to be tested on the last day of each fiscal quarter. A breach of the first lien net leverage ratio covenant is subject to certain equity cure rights. In addition, the Senior Credit Facilities contain a number of negative covenants that, among other things and subject to certain exceptions, restrict the Company’s ability and the ability of its subsidiaries to:

• incur additional indebtedness or guarantees;

• incur liens;

• make investments, loans and acquisitions;

• consolidate or merge;

• sell assets, including capital stock of subsidiaries;

• pay dividends on capital stock or redeem, repurchase or retire capital stock of the Company or any restricted subsidiary;

• alter the business of the Company;

• amend, prepay, redeem or purchase subordinated debt;

• engage in transactions with affiliates; and

• enter into agreements limiting dividends and distributions of certain subsidiaries.

15

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

The Senior Credit Agreement also contains certain customary representations and warranties, affirmative covenants and provisions relating to events of default (including upon change of control).

As of September 30, 2015, the Company believes it was in compliance with all of the applicable debt covenants under the Senior Credit Agreement.

Senior Notes

The 2019 Notes bear interest at an annual rate of 11.00% with interest payable semi-annually on June 30 and December 31 of each year. The 2019 Notes mature on December 31, 2019. The 2020 Notes bear interest at an annual rate of 11.25% with interest payable quarterly on March 31, June 30, September 30 and December 31 of each year. The 2020 Notes mature on December 31, 2020. The 2021 Notes bear interest at an annual rate of 6.00% with interest payable semi-annually on April 15 and October 15 of each year, commencing on April 15, 2016. The 2021 Notes mature on February 15, 2021.

The Company may redeem the 2019 Notes, the 2020 Notes or both, in whole or in part, at any time on or after December 31, 2015 at the applicable redemption price, plus accrued and unpaid interest. At any time prior to December 31, 2015, the Company may redeem the 2019 Notes, the 2020 Notes or both, in whole or in part, at its option and on one or more occasions, at a redemption price equal to 100% of the principal amount, plus a “make-whole premium” and accrued and unpaid interest.

The Company may redeem the 2021 Notes, in whole or in part, at any time on or after August 15, 2017 at the applicable redemption price, plus accrued and unpaid interest. At any time prior to August 15, 2017, the Company may, at its option and on one or more occasions, redeem up to 40% of the aggregate principal amount of the 2021 Notes at a redemption price equal to 100% of the aggregate principal amount, plus a premium and accrued and unpaid interest with the net cash proceeds of certain equity offerings. At any time prior to August 15, 2017, the Company may redeem the 2021 Notes, in whole or in part, at its option and on one or more occasions, at a redemption price equal to 100% of the principal amount, plus a “make-whole premium” and accrued and unpaid interest.

If the Company experiences specific kinds of changes in control, it must offer to purchase the Senior Notes at a purchase price equal to 101% of the principal amount, plus accrued and unpaid interest.

The Senior Notes are senior unsecured obligations and rank equally in right of payment with all of the Company’s existing and future indebtedness and senior in right of payment to all of its existing and future subordinated indebtedness. The Company’s obligations under the Senior Notes are guaranteed on a senior basis by all of its existing and subsequently acquired or organized wholly-owned United States restricted subsidiaries that guarantee the Senior Credit Facilities or its other indebtedness or indebtedness of any affiliate guarantor. The Senior Notes and the related guarantees are effectively subordinated to the Company’s existing and future secured obligations and that of its affiliate guarantors to the extent of the value of the collateral securing such obligations, and are structurally subordinated to all existing and future indebtedness and other liabilities of any of the Company’s subsidiaries that do not guarantee the Senior Notes.

The indentures governing the Senior Notes (the “Indentures”) contain customary covenants that restrict the ability of the Company and its restricted subsidiaries to:

• pay dividends on capital stock or redeem, repurchase or retire capital stock of the Company, subject to customary exceptions, including compliance with a fixed charge coverage ratio and subject to limitation based on net income generated during the term of the Indentures;

• incur additional indebtedness or issue certain capital stock;

• incur certain liens;

• make investments, loans, advances and acquisitions;

• consolidate, merge or transfer all or substantially all of their assets and the assets of their subsidiaries;

• prepay subordinated debt;

• engage in certain transactions with affiliates; and

• enter into agreements restricting the subsidiaries’ ability to pay dividends.

16

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

The Indentures also contain certain customary affirmative covenants and events of default.

As of September 30, 2015, the Company believes it was in compliance with all of the applicable debt covenants under the Senior Notes.

Obligation Under Data Sublicense Agreement

In 2009 and 2010, the Company acquired certain additional rights to specified uses of its data from the former owner of the Company’s business in order to broaden the Company’s ability to pursue business intelligence and data analytics solutions for payers and providers. The Company previously licensed exclusive rights to this data to the former owner of the Company’s business. In connection with these data rights acquisitions, the Company recorded amortizable intangible assets and corresponding obligations at inception based on the present value of the scheduled annual payments through 2018, which totaled $65,000 in the aggregate (approximately $21,400 remained payable at September 30, 2015). In connection with the Merger, the Company was required to adjust this obligation to its fair value.

Other

From time to time, the Company enters into deferred financing arrangements with certain vendors. The obligations under such arrangements are generally recorded at the present value of the scheduled payments. Such future payments totaled approximately $7,100 at September 30, 2015.

7. Interest Rate Swap

Risk Management Objective of Using Derivatives

The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of its debt funding and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s borrowings.

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. During the nine months ended September 30, 2015, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt pursuant to the Term Loan Facility. As of September 30, 2015, the Company had three outstanding interest rate derivatives with a combined notional amount of $640,000 that were designated as cash flow hedges of interest rate risk.

The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. During the next twelve months, the Company estimates that an additional $2,575 will be reclassified as an increase to interest expense.

17

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

The following table summarizes the fair value of the Company’s derivative instruments at September 30, 2015 and December 31, 2014:

	Fair Values of Derivative Instruments Asset (Liability) Derivatives
	Balance Sheet Location	September 30, 2015			December 31, 2014
Derivatives designated as hedging instruments:
Interest rate swaps	Other assets	$	—		$	222
Interest rate swaps	Accrued expenses		(1,908	)		(2,567	)
Interest rate swaps	Other long-term liabilities		(1,197	)		—
		$	(3,105	)	$	(2,345	)

Tabular Disclosure of the Effect of Derivative Instruments on the Statement of Operations

The effect of the derivative instruments on the accompanying unaudited condensed consolidated statements of operations for the three and nine months ended September 30, 2015 and 2014, respectively, is summarized in the following table:

	Three Months Ended September 30,			Three Months Ended September 30,			Nine Months Ended September 30,			Nine Months Ended September 30,
	2015			2014			2015			2014
Derivatives in Cash Flow Hedging Relationships
Gain/ (loss) related to effective portion of derivative recognized in other comprehensive loss	$	(645	)	$	595		$	(2,695	)	$	(2,150	)
Gain/ (loss) related to effective portion of derivative reclassified from accumulated other comprehensive loss to interest expense	$	(652	)	$	(652	)	$	(1,935	)	$	(1,935	)

Credit Risk-related Contingent Features

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then the Company also could be declared in default on its derivative obligations.

As of September 30, 2015, the termination value of derivatives in a net liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements was $3,809. If the Company had breached any of these provisions at September 30, 2015, the Company could have been required to settle its obligations under the agreements at this termination value. The Company does not offset any derivative instruments and the derivative instruments are not subject to collateral posting requirements.

8. Fair Value Measurements

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The Company’s assets and liabilities that are measured at fair value on a recurring basis consist of the Company’s derivative financial instruments and contingent consideration associated with business combinations. The table below summarizes these items as of September 30, 2015, aggregated by the level in the fair value hierarchy within which those measurements fall.

18

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Description	Balance at September 30, 2015			Quoted in Markets Identical (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
Interest rate swaps	$	(3,105	)	$	—	$	(3,105	)	$	—
Contingent consideration obligations		(4,650	)		—		—			(4,650	)
Total	$	(7,755	)	$	—	$	(3,105	)	$	(4,650	)

The valuation of the Company’s derivative financial instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivative, including the period to maturity, and uses observable market-based inputs, including interest rate curves. The fair value of the interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash payments (or receipts) and the discounted expected variable cash receipts (or payments) using the overnight index swap rate as the discount rate.

The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements and measures the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs to evaluate the likelihood of default by itself and by its counterparties. As of September 30, 2015, the Company determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

The valuation of the Company’s contingent consideration obligations is estimated as the present value of total expected contingent consideration payments which are determined using a Monte Carlo simulation. This analysis reflects the contractual terms of the purchase agreements and utilizes assumptions with regard to future sales, probabilities of achieving such future sales, the likelihood and timing of expected payments and a discount rate. Significant increases with respect to assumptions as to future sales and probabilities of achieving such future sales would result in a higher fair value measurement, while an increase in the discount rate would result in a lower fair value measurement.

The table below presents a reconciliation of the fair value of the liabilities that use significant unobservable inputs (Level 3).

	Three Months Ended September 30,						Nine Months Ended September 30,
	2015			2014			2015			2014
Balance at beginning of period	$	(9,310	)	$	(13,169	)	$	(17,486	)	$	(5,484	)
Adjustment of provisional amounts		—			—			(50	)		—
Issuance of contingent consideration		—			—			—			(6,015	)
Settlement of contingent consideration		—			—			8,061			—
Total changes included in contingent consideration		4,660			(1,976	)		4,825			(3,646	)
Balance at end of period	$	(4,650	)	$	(15,145	)	$	(4,650	)	$	(15,145	)

During April 2015, the Company exercised its option to terminate all future obligations under the Vieosoft, Inc. (“Vieosoft”) stock purchase agreement in exchange for a cash payment of $4,650 to the former stockholders of Vieosoft. This termination payment was not accepted and the former stockholders of Vieosoft have filed a lawsuit against the Company. The Company has reflected a liability of $4,650 within accrued expenses on the accompanying condensed consolidated balance sheet as of September 30, 2015.

19

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

As a result of anticipated revenue growth rates during the measurement period, the Company no longer expects that Change will meet the thresholds sufficient to earn additional consideration.

Assets and Liabilities Measured at Fair Value on a Non-recurring Basis

During the nine months ended September 30, 2014, the Company’s technology-enabled services segment received notice that its existing contract with a customer would not be renewed in full upon its expiration. As a result, the Company abandoned a customer related project that was under development and assessed the recoverability of the net assets included in the relevant asset group. The Company recognized an impairment charge, measured as of April 30, 2014, to write off the abandoned project and to adjust the carrying value of the asset group to its fair value. This latter impairment charge was generally allocated to the affected long-lived assets on a pro rata basis. Additionally, the Company abandoned certain network solutions and technology-enabled services segment development projects in connection with execution of certain strategic initiatives during the nine months ended September 30, 2014.

The following table summarizes the affected financial statement captions, the allocation of the impairment charges among those captions and provides certain quantitative information associated with the required fair value measurements for the nine months ended September 30, 2014.

	Range of Inputs	Fair Value		Impairment
Long-lived assets to be held and used (Level 3)
Relevant asset group	N/A	$	13,066	$	73,220
Balance sheet account:
Customer relationships	N/A		N/A	$	72,290
Property and equipment	N/A		N/A	$	930
Unobservable inputs (discounted cash flow method):
Probability of contract extension	80%		N/A		N/A
Probability of new contract execution	20%-90%		N/A		N/A
Expected annual revenue range	$3,080-$3,590		N/A		N/A
Risk free interest rate	1.6%		N/A		N/A
Long-lived assets to be disposed of
Property and Equipment	N/A	$	—	$	3,040

Assets and Liabilities Measured at Fair Value upon Initial Recognition

The carrying amount and the estimated fair value of financial instruments held by the Company as of September 30, 2015 were:

	Carrying Amount		Fair Value
Cash and cash equivalents	$	84,958	$	84,958
Accounts receivable	$	278,826	$	278,826
Senior Credit Facilities (Level 1)	$	1,779,008	$	1,801,342
Senior Notes (Level 2)	$	978,205	$	1,050,861

The carrying amounts of cash equivalents and accounts receivable approximate fair value because of their short-term maturities. The fair value of long-term debt is based upon market quotes and trades by investors in partial interests of these instruments.

9. Legal Proceedings

In the normal course of business, the Company is involved in various claims and legal proceedings. While the ultimate resolution of these matters has yet to be determined, the Company does not believe that their outcomes will have a material adverse effect on the Company’s consolidated financial position, results of operations or liquidity.

20

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

10. Income Taxes

In May 2015, the state of Tennessee enacted the Tennessee Revenue Modernization Act, which changed the manner in which the Company’s Tennessee apportionment is determined. This change in the Company’s Tennessee apportionment, along with routine changes in apportionment that arose following the filing of the Company’s annual tax returns, resulted in a change in the Company’s effective state income tax rate.

Additionally, during the nine months ended September 30, 2015, the Company revised its estimates of its contingent consideration obligations related to two of its acquisitions.

After giving effect to the changes in the Company’s Tennessee apportionment, changes in contingent consideration and other items, income taxes for the nine months ended September 30, 2015 amounted to an income tax benefit of $32,264 and an effective tax rate of 51.2%. The income tax benefit for the nine months ended September 30, 2014 was $43,733 and resulted in an effective tax rate of 36.7%.

11. Tax Receivable Agreement Obligation to Related Parties

The Company is a party to tax receivable agreements which obligate it to make payments to certain of its current and former owners, including affiliates of Blackstone, Hellman & Friedman and certain members of management (collectively, the “TRA Members”), equal to 85% of the applicable cash savings that the Company realizes as a result of tax attributes arising from certain previous transactions, including the Merger. The Company will retain the benefit of the remaining 15% of these tax savings. The Company expects cumulative remaining payments under the tax receivable agreements of approximately $353,048. $180,182 of this amount, which reflected the initial fair value of the tax receivable agreement obligations plus recognized accretion, was reflected as an obligation on the accompanying unaudited condensed consolidated balance sheet at September 30, 2015.

12. Segment Reporting

Management views the Company’s operating results in three reportable segments: (a) software and analytics, (b) network solutions and (c) technology-enabled services. Listed below are the results of operations for each of the reportable segments. This information is reflected in the manner utilized by management to make operating decisions, assess performance and allocate resources. Such amounts include allocations of corporate shared services functions that are essential to the core operations of the reportable segments such as information technology, operations and product development functions. Segment assets and related depreciation expenses are not presented to management for purposes of operational decision making, and therefore are not included in the accompanying tables. The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies in the notes to the Company’s audited consolidated financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2014 as filed with the SEC.

Software and Analytics

The software and analytics segment provides revenue cycle technology, revenue optimization, payment integrity, electronic payment, risk adjustment, quality reporting, data and analytic and consumer engagement solutions.

Network Solutions

The network solutions segment provides financial and administrative information exchange solutions for medical, dental and pharmacy claims management and other standardized healthcare transactions, including clinical information exchange capabilities.

Technology-enabled Services

The technology-enabled services segment provides payment and communication, eligibility and enrollment, healthcare consulting, payment automation and pharmacy benefits administration solutions.

21

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Corporate and Eliminations

Corporate and eliminations includes pass-through postage costs, management, administrative and certain other shared corporate services functions such as legal, finance, human resources and marketing, as well as eliminations to remove inter-segment revenue and expenses. Inter-segment revenue and expenses primarily represent claims management and payment and communication solutions provided between segments. These administrative costs are excluded from the adjusted EBITDA measure for each respective operating segment.

22

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

The revenue and adjusted EBITDA for the operating segments are as follows:

	Three Months Ended September 30, 2015
	Software and Analytics			Network Solutions		Technology- enabled Services			Corporate and Eliminations			Consolidated
Revenue from external customers:
Solutions revenue	$	97,458		$	93,415	$	103,784		$	(6,711	)	$	287,946
Postage revenue		—			—		—			89,839			89,839
Inter-segment revenue		308			146		1,047			(1,501	)		—
Net revenue	$	97,766		$	93,561	$	104,831		$	81,627		$	377,785
Income (loss) before income taxes		37,280			49,914		35,224			(165,602	)		(43,184	)
Interest expense		—			—		—			45,541			45,541
Depreciation and amortization		—			—		—			85,817			85,817
EBITDA		37,280			49,914		35,224			(34,244	)		88,174
Equity compensation		426			166		240			1,799			2,631
Acquisition accounting adjustments		227			1		158			—			386
Acquisition-related costs		58			11		108			3,551			3,728
Transaction-related costs and advisory fees		—			—		—			1,960			1,960
Strategic initiatives, duplicative and transition costs		738			318		414			619			2,089
Severance costs		429			178		371			(131	)		847
Accretion		—			—		—			6,458			6,458
Impairment of long-lived assets		—			—		—			219			219
Contingent consideration		(4,660	)		—		—			—			(4,660	)
Other non-routine, net		392			462		(272	)		(633	)		(51	)
EBITDA Adjustments		(2,390	)		1,136		1,019			13,842			13,607
Adjusted EBITDA	$	34,890		$	51,050	$	36,243		$	(20,402	)	$	101,781

23

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

	Three Months Ended September 30, 2014
	Software and Analytics		Network Solutions			Technology- enabled Services		Corporate and Eliminations			Consolidated
Revenue from external customers:
Solutions revenue	$	61,884	$	90,236		$	109,094	$	(6,199	)	$	255,015
Postage revenue		—		—			—		86,593			86,593
Inter-segment revenue		312		90			2,178		(2,580	)		—
Net revenue	$	62,196	$	90,326		$	111,272	$	77,814		$	341,608
Income (loss) before income taxes		21,955		44,659			38,789		(113,912	)		(8,509	)
Interest expense		—		—			—		36,635			36,635
Depreciation and amortization		—		—			—		48,448			48,448
EBITDA		21,955		44,659			38,789		(28,829	)		76,574
Equity compensation		165		149			304		1,614			2,232
Acquisition accounting adjustments		20		(7	)		176		—			189
Acquisition-related costs		16		25			11		1,336			1,388
Transaction-related costs and advisory fees		—		—			—		1,683			1,683
Strategic initiatives, duplicative and transition costs		16		15			11		364			406
Severance costs		63		209			870		694			1,836
Accretion		—		—			—		4,452			4,452
Impairment of long-lived assets		—		19			165		2,930			3,114
Contingent consideration		—		647			1,329		—			1,976
Other non-routine, net		150		808			399		(1,157	)		200
EBITDA Adjustments		430		1,865			3,265		11,916			17,476
Adjusted EBITDA	$	22,385	$	46,524		$	42,054	$	(16,913	)	$	94,050

24

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

	Nine Months Ended September 30, 2015
	Software and Analytics			Network Solutions			Technology- enabled Services		Corporate and Eliminations			Consolidated
Revenue from external customers:
Solutions revenue	$	230,374		$	276,314		$	322,953	$	(19,479	)	$	810,162
Postage revenue		—			—			—		268,119			268,119
Inter-segment revenue		819			268			3,071		(4,158	)		—
Net revenue	$	231,193		$	276,582		$	326,024	$	244,482		$	1,078,281
Income (loss) before income taxes		78,289			143,459			112,241		(396,981	)		(62,992	)
Interest expense		—			—			—		121,685			121,685
Depreciation and amortization		—			—			—		183,446			183,446
EBITDA		78,289			143,459			112,241		(91,850	)		242,139
Equity compensation		1,477			466			176		4,695			6,814
Acquisition accounting adjustments		834			4			546		—			1,384
Acquisition-related costs		91			65			934		5,792			6,882
Transaction-related costs and advisory fees		—			—			—		5,138			5,138
Strategic initiatives, duplicative and transition costs		1,580			674			644		2,426			5,324
Severance costs		132			436			3,211		1,185			4,964
Accretion		—			—			—		15,254			15,254
Impairment of long-lived assets		—			—			—		1,180			1,180
Contingent consideration		(4,730	)		(95	)		—		—			(4,825	)
Other non-routine, net		1,034			1,702			404		(162	)		2,978
EBITDA Adjustments		418			3,252			5,915		35,508			45,093
Adjusted EBITDA	$	78,707		$	146,711		$	118,156	$	(56,342	)	$	287,232

25

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

	Nine Months Ended September 30, 2014
	Software and Analytics		Network Solutions		Technology- enabled Services		Corporate and Eliminations			Consolidated
Revenue from external customers:
Solutions revenue	$	178,055	$	257,345	$	322,445	$	(17,619	)	$	740,226
Postage revenue		—		—		—		256,747			256,747
Inter-segment revenue		1,072		271		5,990		(7,333	)		—
Net revenue	$	179,127	$	257,616	$	328,435	$	231,795		$	996,973
Income (loss) before income taxes		59,342		123,330		33,361		(335,282	)		(119,249	)
Interest expense		—		—		—		109,741			109,741
Depreciation and amortization		—		—		—		141,541			141,541
EBITDA		59,342		123,330		33,361		(84,000	)		132,033
Equity compensation		481		446		865		4,122			5,914
Acquisition accounting adjustments		96		4		621		4			725
Acquisition-related costs		45		62		1,410		3,376			4,893
Transaction-related costs and advisory fees		—		—		—		4,799			4,799
Strategic initiatives, duplicative and transition costs		102		152		74		9,431			9,759
Severance costs		1,207		567		1,754		2,028			5,556
Accretion		—		—		—		9,220			9,220
Impairment of long-lived assets		218		2,569		76,376		3,526			82,689
Contingent consideration		—		1,305		2,341		—			3,646
Other non-routine, net		833		1,607		2,497		(1,485	)		3,452
EBITDA Adjustments		2,982		6,712		85,938		35,021			130,653
Adjusted EBITDA	$	62,324	$	130,042	$	119,299	$	(48,979	)	$	262,686

13. Accumulated Other Comprehensive Income (Loss)

The following is a summary of the accumulated other comprehensive income (loss) balances, net of taxes, as of and for the nine months ended September 30, 2015.

	Foreign Currency Translation Adjustment			Cash Flow Hedge			Accumulated Other Comprehensive Income (Loss)
Balance at January 1, 2015	$	(483	)	$	(1,472	)	$	(1,955	)
Change associated with foreign currency translation		(531	)		—			(531	)
Change associated with current period hedging		—			1,490			1,490
Reclassification into earnings		—			(1,935	)		(1,935	)
Balance at September 30, 2015	$	(1,014	)	$	(1,917	)	$	(2,931	)

14. Supplemental Condensed Consolidating Financial Information

In lieu of providing separate annual and interim financial statements for each guarantor of the Senior Notes, Regulation S-X provides companies, if certain criteria are satisfied, with the option to instead provide condensed consolidating financial information for its issuers, guarantors and non-guarantors. In the case of the Company, the applicable criteria include the following: (i) the Senior Notes are fully and unconditionally guaranteed on a joint and several basis (subject to customary release provisions), (ii) each of the guarantors of the Senior Notes is a direct or indirect 100% owned subsidiary of the Company and (iii) any non-guarantors are considered minor as that term is defined in Regulation S-X. Because each of these criteria has been satisfied by the Company, condensed consolidating balance sheets as of September 30, 2015 and December 31, 2014, condensed consolidating statements of operations and comprehensive income (loss) for the three and nine months ended September 30, 2015 and 2014, respectively, and condensed consolidating statements of cash flows for the nine months ended September 30, 2015 and 2014, respectively, for the Company, segregating the issuer, the subsidiary guarantors and consolidating adjustments, are reflected below. Prior period amounts have been reclassified to conform to the current year presentation.

26

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Balance Sheet

	As of September 30, 2015
	Emdeon Inc.		Guarantor Subsidiaries		Consolidating Adjustments			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	703	$	84,255	$	—		$	84,958
Accounts receivable, net of allowance for doubtful accounts		—		278,826		—			278,826
Deferred income tax assets		—		15,457		—			15,457
Prepaid expenses and other current assets		2,749		31,605		—			34,354
Total current assets		3,452		410,143		—			413,595
Property and equipment, net		4		299,031		—			299,035
Due from affiliates		167,339		—		(167,339	)		—
Investment in consolidated subsidiaries		1,793,496		—		(1,793,496	)		—
Goodwill		—		2,291,375		—			2,291,375
Intangible assets, net		95,875		1,598,963		—			1,694,838
Other assets, net		206,873		7,964		(206,796	)		8,041
Total assets	$	2,267,039	$	4,607,476	$	(2,167,631	)	$	4,706,884
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	—	$	27,265	$	—		$	27,265
Accrued expenses		18,056		191,048		—			209,104
Deferred revenues		—		12,005		—			12,005
Current portion of long-term debt		6,796		24,469		—			31,265
Total current liabilities		24,852		254,787		—			279,639
Due to affiliates		—		167,339		(167,339	)		—
Long-term debt, excluding current portion		1,022,049		1,728,281		—			2,750,330
Deferred income tax liabilities		—		655,725		(206,796	)		448,929
Tax receivable agreement obligations to related parties		179,237		—		—			179,237
Other long-term liabilities		1,196		7,848		—			9,044
Commitments and contingencies
Equity		1,039,705		1,793,496		(1,793,496	)		1,039,705
Total liabilities and equity	$	2,267,039	$	4,607,476	$	(2,167,631	)	$	4,706,884

27

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Balance Sheet

	As of December 31, 2014
	Emdeon Inc.		Guarantor Subsidiaries		Consolidating Adjustments			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	796	$	81,510	$	—		$	82,306
Accounts receivable, net of allowance for doubtful accounts		—		233,791		—			233,791
Deferred income tax assets		—		18,893		—			18,893
Prepaid expenses and other current assets		2,267		26,979		—			29,246
Total current assets		3,063		361,173		—			364,236
Property and equipment, net		7		244,146		—			244,153
Due from affiliates		—		180,610		(180,610	)		—
Investment in subsidiaries		1,740,062		—		(1,740,062	)		—
Goodwill		—		1,702,569		—			1,702,569
Intangible assets, net		133,500		1,405,894		—			1,539,394
Other assets, net		150,906		7,924		(149,647	)		9,183
Total assets	$	2,027,538	$	3,902,316	$	(2,070,319	)	$	3,859,535
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	—	$	16,399	$	—		$	16,399
Accrued expenses		4,935		170,271		—			175,206
Deferred revenues		—		10,518		—			10,518
Current portion of long-term debt		6,709		20,599		—			27,308
Total current liabilities		11,644		217,787		—			229,431
Due to affiliates		180,610		—		(180,610	)		—
Long-term debt, excluding current portion		769,236		1,366,232		—			2,135,468
Deferred income tax liabilities		—		562,874		(149,647	)		413,227
Tax receivable agreement obligations to related parties		163,983		—		—			163,983
Other long-term liabilities		—		15,361		—			15,361
Commitments and contingencies
Total equity		902,065		1,740,062		(1,740,062	)		902,065
Total liabilities and equity	$	2,027,538	$	3,902,316	$	(2,070,319	)	$	3,859,535

28

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Statement of Operations

	Three Months Ended September 30, 2015
	Emdeon Inc.			Guarantor Subsidiaries			Consolidating Adjustments			Consolidated
Revenue:
Solutions revenue	$	—		$	287,946		$	—		$	287,946
Postage revenue		—			89,839			—			89,839
Total revenue		—			377,785			—			377,785
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		15			129,370			—			129,385
Development and engineering		—			11,651			—			11,651
Sales, marketing, general and administrative		1,974			54,745			—			56,719
Customer postage		15			89,824			—			89,839
Depreciation and amortization		33,133			52,684			—			85,817
Accretion		6,458			—			—			6,458
Impairment of long-lived assets		—			219			—			219
Operating income (loss)		(41,595	)		39,292			—			(2,303	)
Equity in earnings of consolidated subsidiaries		(7,141	)		—			7,141			—
Interest expense, net		28,108			17,433			—			45,541
Contingent consideration		—			(4,660	)		—			(4,660	)
Income (loss) before income tax provision (benefit)		(62,562	)		26,519			(7,141	)		(43,184	)
Income tax provision (benefit)		(29,656	)		19,378			—			(10,278	)
Net income (loss)	$	(32,906	)	$	7,141		$	(7,141	)	$	(32,906	)

29

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Statement of Operations

	Three Months Ended September 30, 2014
	Emdeon Inc.			Guarantor Subsidiaries		Consolidating Adjustments			Consolidated
Revenue:
Solutions revenue	$	—		$	255,015	$	—		$	255,015
Postage revenue		—			86,593		—			86,593
Total revenue		—			341,608		—			341,608
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		—			116,909		—			116,909
Development and engineering		—			8,117		—			8,117
Sales, marketing, general and administrative		1,290			42,583		—			43,873
Customer postage		—			86,593					86,593
Depreciation and amortization		2,251			46,197		—			48,448
Accretion		4,452			—		—			4,452
Impairment of long-lived assets		—			3,114		—			3,114
Operating income (loss)		(7,993	)		38,095		—			30,102
Equity in earnings of consolidated subsidiaries		(10,110	)		—		10,110			—
Interest expense, net		23,418			13,217		—			36,635
Contingent consideration		—			1,976		—			1,976
Income (loss) before income tax provision (benefit)		(21,301	)		22,902		(10,110	)		(8,509	)
Income tax provision (benefit)		(8,299	)		12,792		—			4,493
Net income (loss)	$	(13,002	)	$	10,110	$	(10,110	)	$	(13,002	)

30

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Statement of Operations

	Nine Months Ended September 30, 2015
	Emdeon Inc.			Guarantor Subsidiaries			Consolidating Adjustments			Consolidated
Revenue:
Solutions revenue	$	—		$	810,162		$	—		$	810,162
Postage revenue		—			268,119			—			268,119
Total revenue		—			1,078,281			—			1,078,281
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		15			371,844			—			371,859
Development and engineering		—			32,600			—			32,600
Sales, marketing, general and administrative		7,828			144,127			—			151,955
Customer postage		—			268,119			—			268,119
Depreciation and amortization		37,633			145,813			—			183,446
Accretion		15,254			—			—			15,254
Impairment of long-lived assets		—			1,180			—			1,180
Operating income (loss)		(60,730	)		114,598			—			53,868
Equity in earnings of consolidated subsidiaries		(47,865	)		—			47,865			—
Interest expense, net		74,697			46,988			—			121,685
Contingent consideration		—			(4,825	)		—			(4,825	)
Income (loss) before income tax provision (benefit)		(87,562	)		72,435			(47,865	)		(62,992	)
Income tax provision (benefit)		(56,834	)		24,570			—			(32,264	)
Net income (loss)	$	(30,728	)	$	47,865		$	(47,865	)	$	(30,728	)

31

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Statement of Operations

	Nine Months Ended September 30, 2014
	Emdeon Inc.			Guarantor Subsidiaries			Consolidating Adjustments			Consolidated
Revenue
Solutions revenue	$	—		$	740,226		$	—		$	740,226
Postage revenue		—			256,747			—			256,747
Total revenue		—			996,973			—			996,973
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		—			344,741			—			344,741
Development and engineering		—			24,084			—			24,084
Sales, marketing, general and administrative		13,775			134,006			—			147,781
Customer postage		—			256,747			—			256,747
Depreciation and amortization		6,753			134,788			—			141,541
Accretion		9,220			—			—			9,220
Impairment of long-lived assets		—			82,689			—			82,689
Operating income (loss)		(29,748	)		19,918			—			(9,830	)
Equity in earnings of consolidated subsidiaries		51,018			—			(51,018	)		—
Interest expense, net		70,224			39,517			—			109,741
Contingent consideration		—			3,646			—			3,646
Other		(111	)		(3,857	)		—			(3,968	)
Income (loss) before income tax provision (benefit)		(150,879	)		(19,388	)		51,018			(119,249	)
Income tax provision (benefit)		(75,363	)		31,630			—			(43,733	)
Net income (loss)	$	(75,516	)	$	(51,018	)	$	51,018		$	(75,516	)

32

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Three Months Ended September 30, 2015
	Emdeon Inc.			Guarantor Subsidiaries			Consolidating Adjustments			Consolidated
Net income (loss)	$	(32,906	)	$	7,141		$	(7,141	)	$	(32,906	)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		6			—			—			6
Foreign currency translation adjustment		—			(347	)		—			(347	)
Equity in other comprehensive earnings		(347	)		—			347			—
Other comprehensive income (loss)		(341	)		(347	)		347			(341	)
Total comprehensive income (loss)	$	(33,247	)	$	6,794		$	(6,794	)	$	(33,247	)

33

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Three Months Ended September 30, 2014
	Emdeon Inc.			Guarantor Subsidiaries			Consolidating Adjustments			Consolidated
Net income (loss)	$	(13,002	)	$	10,110		$	(10,110	)	$	(13,002	)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		732			—			—			732
Foreign currency translation adjustment		—			(127	)		—			(127	)
Equity in other comprehensive earnings		(127	)		—			127			—
Other comprehensive income (loss)		605			(127	)		127			605
Total comprehensive income (loss)	$	(12,397	)	$	9,983		$	(9,983	)	$	(12,397	)

34

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Nine Months Ended September 30, 2015
	Emdeon Inc.			Guarantor Subsidiaries			Consolidating Adjustments			Consolidated
Net income (loss)	$	(30,728	)	$	47,865		$	(47,865	)	$	(30,728	)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		(445	)		—			—			(445	)
Foreign currency translation adjustment		—			(531	)		—			(531	)
Equity in other comprehensive earnings		(531	)		—			531			—
Other comprehensive income (loss)		(976	)		(531	)		531			(976	)
Total comprehensive income (loss)	$	(31,704	)	$	47,334		$	(47,334	)	$	(31,704	)

35

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Nine Months Ended September 30, 2014
	Emdeon Inc.			Guarantor Subsidiaries			Consolidating Adjustments		Consolidated
Net income (loss)	$	(75,516	)	$	(51,018	)	$	51,018	$	(75,516	)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		(127	)		—			—		(127	)
Foreign currency translation adjustment		—			(100	)		—		(100	)
Equity in other comprehensive earnings		(100	)		—			100		—
Other comprehensive income (loss)		(227	)		(100	)		100		(227	)
Total comprehensive income (loss)	$	(75,743	)	$	(51,118	)	$	51,118	$	(75,743	)

36

Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Statement of Cash Flows

	Nine Months Ended September 30, 2015
	Emdeon Inc.			Guarantor Subsidiaries			Consolidating Adjustments			Consolidated
Operating activities
Net income (loss)	$	(30,728	)	$	47,865		$	(47,865	)	$	(30,728	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		37,633			145,813			—			183,446
Accretion		15,254			—			—			15,254
Equity compensation		229			6,585			—			6,814
Deferred income tax expense (benefit)		(26,160	)		(2,677	)		—			(28,837	)
Amortization of debt discount and issuance costs		2,353			5,088			—			7,441
Contingent consideration		—			(4,825	)		—			(4,825	)
Impairment of long lived assets		—			1,180			—			1,180
Equity in earnings of consolidated subsidiaries		(47,865	)		—			47,865			—
Other		(1,488	)		14			—			(1,474	)
Changes in operating assets and liabilities:
Accounts receivable		—			6,147			—			6,147
Prepaid expenses and other		(30,546	)		18,872			—			(11,674	)
Accounts payable		—			10,517			—			10,517
Accrued expenses, deferred revenue, and other liabilities		16,627			(17,545	)		—			(918	)
Due to/from affiliates		(347,949	)		347,949			—			—
Net cash provided (used in) by operating activities		(412,640	)		564,983			—			152,343
Investing activities
Purchases of property and equipment		—			(39,175	)		—			(39,175	)
Payments for acquisitions, net of cash acquired		—			(717,669	)		—			(717,669	)
Other		—			(3,676	)		—			(3,676	)
Investment in subsidiary		1,019			—			(1,019	)		—
Net cash provided by (used in) investing activities		1,019			(760,520	)		(1,019	)		(760,520	)
Financing activities
Distributions from (to) Emdeon Inc. net		—			(1,019	)		1,019			—
Proceeds from Term Loan Facility		8,274			377,137			—			385,411
Proceeds from Senior Notes		243,453			—			—			243,453
Proceeds from Revolving Facility		—			60,000			—			60,000
Payments on Revolving Facility		—			(60,000	)		—			(60,000	)
Payments on Term Loan Facility		(229	)		(11,641	)		—			(11,870	)
Payment of debt assumed from acquisition		—			(154,469	)		—			(154,469	)
Deferred financing obligation payments		—			(6,173	)		—			(6,173	)
Repurchase of Parent common stock		(4,351	)		—			—			(4,351	)
Capital contribution from Parent		166,881			—			—			166,881
Payment of contingent consideration		—			(5,553	)		—			(5,553	)
Other		(2,500	)		—			—			(2,500	)
Net cash provided by (used in) financing activities		411,528			198,282			1,019			610,829
Net decrease in cash and cash equivalents		(93	)		2,745			—			2,652
Cash and cash equivalents at beginning of period		796			81,510			—			82,306
Cash and cash equivalents at end of period	$	703		$	84,255		$	—		$	84,958

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Emdeon Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited and amounts in thousands, except share and per share amounts)

Condensed Consolidating Statement of Cash Flows

	Nine Months Ended September 30, 2014
	Emdeon Inc.			Guarantor Subsidiaries			Consolidating Adjustments			Consolidated
Operating activities
Net income (loss)	$	(75,516	)	$	(51,018	)	$	51,018		$	(75,516	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization		6,753			134,788			—			141,541
Accretion expense		9,220			—			—			9,220
Equity compensation expense		255			5,659			—			5,914
Deferred income tax expense (benefit)		(74,817	)		29,931			—			(44,886	)
Amortization of debt discount and issuance costs		2,003			3,801			—			5,804
Contingent consideration		—			3,646			—			3,646
Impairment of long lived assets		—			82,689			—			82,689
Equity in earnings of consolidated subsidiaries		51,018			—			(51,018	)		—
Other		(1,094	)		(2,031	)		—			(3,125	)
Changes in operating assets and liabilities:
Accounts receivable		—			(12,656	)		—			(12,656	)
Prepaid expenses and other		(462	)		(4,028	)		—			(4,490	)
Accounts payable		—			644			—			644
Accrued expenses, deferred revenue, and other liabilities		9,377			(9,752	)		—			(375	)
Due to/from affiliates		69,034			(69,034	)		—			—
Net cash provided by (used in) operating activities		(4,229	)		112,639			—			108,410
Investing activities
Purchases of property and equipment		—			(37,673	)		—			(37,673	)
Payments for acquisitions, net of cash acquired		—			(87,909	)		—			(87,909	)
Other		36			(133	)		—			(97	)
Investment in subsidiaries, net		50			—			(50	)		—
Net cash provided by (used in) investing activities		86			(125,715	)		(50	)		(125,679	)
Financing activities
Distributions from (to) Emdeon Inc., net		—			(50	)		50			—
Payments on Term Loan Facility		(207	)		(9,452	)		—			(9,659	)
Payment of debt assumed from acquisition		—			(23,262	)		—			(23,262	)
Proceeds from Revolving Facility		—			65,000			—			65,000
Payments on Revolving Facility		—			(65,000	)		—			(65,000	)
Deferred financing obligation payments		—			(4,717	)		—			(4,717	)
Repurchase of Parent common stock		(960	)		—			—			(960	)
Capital contribution from Parent		3,256			—			—			3,256
Net cash provided by (used in) financing activities		2,089			(37,481	)		50			(35,342	)
Net increase (decrease) in cash and cash equivalents		(2,054	)		(50,557	)		—			(52,611	)
Cash and cash equivalents at beginning of period		2,794			73,744			—			76,538
Cash and cash equivalents at end of period	$	740		$	23,187		$	—		$	23,927

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the unaudited condensed consolidated financial statements and the accompanying notes in Part I, Item 1 of this Quarterly Report on Form 10-Q (“Quarterly Report”), together with the risk factors contained in the section titled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2014 (“Form 10-K”) on file with the Securities and Exchange Commission (“SEC”) and elsewhere in the Quarterly Report.

Unless stated otherwise or the context otherwise requires, references in this Quarterly Report to “we”, “us”, “our”, “Emdeon” and “the Company” refer to Emdeon Inc. and its subsidiaries.

Forward-Looking Statements

This Quarterly Report includes certain forward-looking statements within the meaning of the federal securities laws regarding, among other things, our or our management’s intentions, plans, beliefs, expectations or predictions of future events, which are considered forward-looking statements. You should not place undue reliance on those statements because they are subject to numerous uncertainties and factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control. Forward-looking statements include information concerning our possible or assumed future results of operations, including descriptions of our business strategy. These statements often include words such as “may,” “will,” “should,” “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate” or similar expressions. These statements are based upon assumptions that we have made in light of our experience in the industry, as well as our perceptions of historical trends, current conditions, expected future developments and other factors that we believe are appropriate under the circumstances. As you read this Quarterly Report, you should understand that these statements are not guarantees of performance or results. They involve known and unknown risks, uncertainties and assumptions, including those described under the heading “Risk Factors” in our Form 10-K and elsewhere in the Quarterly Report. Although we believe that these forward-looking statements are based upon reasonable assumptions, you should be aware that many factors, including those described under the heading “Risk Factors” in our Form 10-K and elsewhere in the Quarterly Report, could affect our actual financial results or results of operations and could cause actual results to differ materially from those in the forward-looking statements.

Our forward-looking statements made herein speak only as of the date on which made. We expressly disclaim any intent, obligation or undertaking to update or revise any forward-looking statements made herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements contained in this Quarterly Report.

Overview

We deliver our solutions and operate our business in three reportable segments: (i) software and analytics, which provides payment and reimbursement optimization and decision support solutions; (ii) network solutions, which leverages our health information network to optimize information exchange and workflows among healthcare system participants; and (iii) technology-enabled services, which provides payment and communication, workflow, advisory and other administrative solutions to optimize payment and reimbursement efficiencies. Through our software and analytics segment, we provide revenue cycle technology, revenue optimization, payment integrity, electronic payment, risk adjustment, quality reporting, data and analytic and consumer engagement solutions. Through our network solutions segment, we provide financial and administrative information exchange solutions for medical, dental and pharmacy claims management and other standardized healthcare transactions, including clinical information exchange capabilities. Through our technology-enabled services segment, we provide payment and communication, eligibility and enrollment, healthcare consulting, payment automation and pharmacy benefits administration solutions. We generally provide our solutions to payer, provider and pharmacy customers, including commercial insurance companies, third party administrators, governmental payers, self-insured employers, hospitals, physician practices, laboratories, pharmacies, pharmacy benefit management companies and government agencies.

There are a number of company-specific initiatives and industry trends that may affect our business volumes, revenues, cost of operations and margins. As part of our strategy, we encourage our customers to migrate from paper-based claim, communication, payment and other transaction processing to electronic, automated processing in order to improve efficiency. Our business is aligned with our customers to support this transition, and as they migrate from paper-based processing to electronic processing, even though our revenues for an applicable customer generally will decline, our margins and profitability will typically increase.

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Part of our strategy also includes the development and introduction of new and updated solutions. Our new and updated solutions are likely to require us to incur development and engineering expenditures, both operating and capital, and related sales and marketing costs at increased levels in order to successfully develop and achieve market acceptance of such solutions. We also may acquire, or enter into agreements with third parties to assist us in providing, new solutions. For example, we offer our electronic payment solutions through banks or vendors who contract with banks and other financial service firms. The costs of these initiatives or the failure to achieve broad penetration in target markets with respect to new or updated solutions may negatively affect our results of operations, margins and cash flow. Because newly introduced solutions generally will have lower margins initially as compared to our existing and more mature solutions, our margins and margin growth may be adversely affected on a percentage basis until these new solutions achieve scale and maturity. In addition, we continue to improve the scalability and performance of our network and platform. Any improvements in our current network or platform, the development of new networks or platforms, including those leveraging cloud-based environments, may result in more operating costs and less capital expenditures as compared to prior periods.

In addition to our internal development efforts, we actively evaluate opportunities to improve and expand our solutions through strategic acquisitions. Our acquisition strategy focuses on identifying acquisitions that improve and streamline the business and administrative functions of healthcare. We believe our broad customer footprint allows us to deploy acquired solutions into our installed base, which, in turn, can help accelerate the growth of our acquired businesses. We also believe our management team’s ability to identify acquisition opportunities that are complementary and synergistic to our business, and to integrate them into our existing operations with minimal disruption, will continue to play an important role in the expansion of our business and growth. Our success in acquiring and integrating acquired businesses into our existing operations, the associated costs of such acquisitions, including integration costs, and the operating characteristics of the acquired businesses also may impact our results of operations and margins. Because the businesses we acquire sometimes have lower margins than our existing businesses, primarily as a result of their lack of scale and maturity, our margins on a percentage basis may be adversely affected in the periods subsequent to an acquisition from revenue mix changes and integration activities associated with these acquisitions.

We also expect to continue to be affected by general economic, regulatory and demographic factors affecting the healthcare industry. Significant changes in regulatory schemes, such as the updated Health Insurance Portability and Accountability Act of 1996, American Recovery and Reinvestment Act of 2009, the Patient Protection and Affordable Care Act (“ACA”) and other federal healthcare policy initiatives, impact our customers’ healthcare activities. In particular, we believe the ACA has significantly affected the regulatory environment in which we and our customers operate by changing how healthcare services are covered, delivered and reimbursed through expanded coverage of uninsured individuals, reduced federal healthcare program spending, increased efforts to link federal healthcare program payments to quality and efficiency and insurance market reforms. Also, changes in federal and state reimbursement patterns and rates can impact the revenues in certain of our business lines, particularly our government program eligibility and enrollment solutions. Although we believe the ACA has resulted in an overall increase in healthcare utilization and volumes to date, we are unable to predict how providers, payers, pharmacies and other healthcare market participants will continue to respond to the various reform provisions of the ACA, and we cannot be sure that the markets for our solutions will continue to exist at current levels or that we will have adequate technical, financial and marketing resources to react to changes in those markets.

Demographic trends affecting the healthcare industry, such as population growth and aging or unemployment rates, also could affect the frequency and nature of our customers’ healthcare transactional activity. The impact of such changes could impact our revenues, cost of operations and infrastructure expenses and thereby affect our results of operations and the way we operate our business. For example, an increase in the United States population, if such increase is accompanied by an increase in the United States population that has health insurance benefits, or the aging of the United States population, which requires an overall increased need for healthcare services, may result in an increase in our business volumes which, in turn, may increase our revenues and cost of operations. Alternatively, a general economic downturn, which reduces the number of discretionary health procedures by patients, or a persistent high unemployment rate, which lessens healthcare utilization, may decrease or offset other growth in our volumes, which, in turn, may adversely impact our revenues and cost of operations.

Recent Developments

In January 2015, we reorganized our reportable segments as software and analytics, network solutions and technology-enabled services. This discussion and analysis related to prior periods has been restated to reflect our current organizational structure.

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In January 2015, in order to clarify the nature of our customer related postage activities, we created separate captions on the statement of operations within revenue and costs and expenses, respectively.

In April 2015, we exercised our option to terminate all future obligations under the Vieosoft, Inc. (“Vieosoft”) stock purchase agreement in exchange for a future cash payment of approximately $4.7 million to the former stockholders of Vieosoft. This termination payment was not accepted and the former stockholders of Vieosoft have filed a lawsuit against us.

In August 2015, we acquired Altegra Health, Inc. (“Altegra”), a technology-enabled provider that assists payers and risk bearing providers with analytics and reporting capabilities for risk adjustment, member engagement and quality analysis to achieve actionable insights and improved management for value-based healthcare, for initial cash consideration and the assumption of certain liabilities.

In September 2015, we announced our plan to rebrand as Change Healthcare^TM beginning in the fourth quarter of 2015. As a result of this plan, we revised the remaining useful life of our existing tradename asset. During the three months ended September 30, 2015, we recognized amortization expense of $31.5 million related to our existing tradename asset and expect to recognize $94.6 million of amortization related to our existing tradename asset during the three months ended December 31, 2015.

Our Revenues and Expenses

We generate virtually all of our revenue by using technology solutions to provide our customers services that automate and simplify business and administrative functions for payers, providers and pharmacies generally on either a per transaction, per document, per communication, per member per month, monthly flat-fee, contingent fee or hourly basis.

Cost of operations consists primarily of costs related to services we provide to customers and costs associated with the operation and maintenance of our networks. These costs primarily include materials costs related to our payment and communication solutions, rebates paid to our channel partners (net of rebates to certain customers that offset revenue) and data communications costs, all of which generally vary with our revenues and/or volumes. Cost of operations also includes personnel costs associated with production, network operations, customer support and other personnel, facilities expenses and equipment maintenance, all of which vary less directly with our revenue and/or volumes due to the fixed or semi-fixed nature of these expenses.

Rebates are paid to channel partners for electronic and other volumes delivered through our network to certain payers and can be impacted by the number of comprehensive management services agreements we execute with payers, the associated rate structure with our payer customers, the success of our direct sales efforts to providers and the extent to which direct connections to payers are developed by our channel partners. While these rebates are generally a component of our cost of operations, in cases where the channel partners are also our customers, these rebates generally are recognized as an offset to revenue.

Our data communication expense consists of telecommunication and transaction processing charges.

Our material costs relate primarily to our payment and communication solutions volumes, and consist primarily of paper and printing costs.

Development and engineering expense consists primarily of personnel costs related to the development, management and maintenance of our current and future solutions. We may invest more in this area in the future as we develop new and enhance existing solutions.

Sales, marketing, general and administrative expense consists primarily of personnel costs associated with our sales, account management and marketing functions, as well as management, administrative and other shared corporate services related to the operations of our operating segments and overall business operations.

Our development and engineering expense, sales, marketing, general and administrative expense and corporate expense, while related to our current operations, also are affected and influenced by our future plans including the development of new solutions, business strategies and enhancement and maintenance of our infrastructure.

Postage, which is generally billed as a pass-through cost to our customers, is the most significant cost incurred in the delivery of our payment and communication solutions. Our postage costs and related revenues increase as our payment and communication solutions volumes increase and also when the United States Postal Service (“USPS”) increases postage rates. Although the USPS historically has increased postage rates annually in most recent years, including in January 2014 and May 2015, the frequency and nature of such annual increases may not occur as regularly in the future.

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Our depreciation and amortization expense is related to depreciation of our property and equipment, including technology assets, and amortization of intangible assets. The amount of depreciation and amortization expense is affected by the level of our recent investment in property and equipment, acquisition activity and asset impairments or certain changes in estimates.

Our interest expense consists principally of cash interest associated with our long-term debt obligations and non-cash interest associated with the amortization of borrowing costs and discounts related to debt issuance. If market interest rates on the variable portion of our long-term debt increase in the future, our interest expense may increase.

Our income taxes consist of federal and state income taxes. These amounts include current income taxes payable, as well as income taxes for which the payment is deferred to future periods and dependent on the occurrence of future events. Our income taxes are affected by the recognition of valuation allowances, our tax status and other items. For additional information, see the discussion of income taxes in the section “Significant Items Affecting Comparability-Income Taxes”.

Significant Items Affecting Comparability

Certain significant items or events should be considered to better understand differences in our results of operations from period to period. We believe that the following items or events have had a significant impact on our results of operations for the periods discussed below or may have a significant impact on our results of operations in future periods:

Acquisitions and Divestitures

We actively evaluate opportunities to improve and expand our business through targeted acquisitions that are consistent with our strategy. On occasion, we also may dispose of certain components of our business that no longer fit within our overall strategy. Because of our acquisition activity, our results of operations may not be directly comparable among periods. The following summarizes our acquisition transactions since January 1, 2014 and affected segments:

Date	Business	Description	Affected Segment
July 2014	Capario, Corp. (“Capario”)	Technology-enabled provider of revenue cycle management solutions	Software and Analytics; Network Solutions
November 2014	Change Healthcare Corporation (“Change”)	Technology-enabled provider of healthcare consumer engagement solutions	Software and Analytics
December 2014	Adminisource Communications, Inc. (“Adminisource”)	Technology-enabled provider of payment and communication solutions	Technology- enabled Services
August 2015	Altegra	Technology-enabled provider of analytical and reporting solutions for risk adjustment, member engagement and quality analysis	Software and Analytics; Technology- enabled Services

For certain of our acquisitions, we agreed to transfer additional consideration to the sellers of the acquired businesses in the event that specified performance measures are achieved. United States generally accepted accounting principles generally require us to recognize the initial fair value of the expected amount to be paid under such contingent consideration arrangements as a component of the total consideration transferred. Subsequent changes in the fair value of the amounts expected to be paid, however, are generally required to be recognized as a component of net income. Such changes in fair value may occur based on changes in the expected timing or amount of payments or the effect of discounting the liability for the time value of money.

Efficiency Measures

We evaluate and implement efficiency measures and other cost savings initiatives on an ongoing basis to improve our financial and operating performance through reorganization, cost savings, productivity improvements, product development

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and other process improvements. For instance, we continue to evaluate measures to consolidate our data centers, operations and networks, to outsource certain information technology and operations functions and to streamline product development. The implementation of these measures often involves upfront cash costs related to severance, professional fees, contractor costs and/or capital expenditures, with the cost savings or other improvements not realized until the measures are successfully completed. Additionally, we may recognize impairment charges as a result of such initiatives.

Income Taxes

Our blended statutory federal and state income tax rates range from 37% to 42%. The following table and subsequent commentary reconciles our federal statutory rate to our effective income tax rate and describes the more significant reconciling factors:

	Nine Months Ended
	September 30,
	2015			2014
Statutory United States federal tax rate		35.0	%		35.0	%
State income taxes (net of federal benefit)		14.4			2.4
Contingent consideration		2.7			(1.1	)
Other		(0.9	)		0.4
Effective income tax rate		51.2	%		36.7	%

State Income Taxes—Our effective tax rate for state income taxes is generally impacted by changes in our apportionment. In May 2015, the state of Tennessee enacted the Tennessee Revenue Modernization Act. This legislation impacted our Tennessee apportionment which, in turn, resulted in a state tax benefit for the nine months ended September 30, 2015. In addition, our effective tax rate for state income taxes for the nine months ended September 30, 2014 was affected by the change in tax status of EBS Master LLC from a partnership to a corporation in January 2014.

Contingent Consideration—We recognize income or expense each period for changes in the fair value of our contingent consideration obligations for which we are not permitted to recognize corresponding taxable income or deduction (i.e. a permanent item). During the nine months ended September 30, 2015, we revised our estimates of our contingent consideration obligations related to two of our acquisitions. 

Amendments to the Senior Credit Agreement and New Senior Notes

In December 2014 and August 2015, we borrowed an additional $160.0 million and $395.0 million, respectively, under incremental term loan facilities through amendments to our credit agreement (the “Senior Credit Agreement”) governing our senior secured term loan facility (the “Term Loan Facility”) and senior secured revolving credit facility (the “Revolving Facility”) (collectively, the “Senior Credit Facilities”).

In August 2015, we borrowed $250.0 million by issuing new 6% senior notes due 2021 (the “2021 Notes”).

Critical Accounting Estimates

The preparation of financial statements in accordance with United States generally accepted accounting principles requires us to make estimates and assumptions that affect reported amounts and related disclosures. We consider an accounting estimate to be critical if:

• it requires assumptions to be made that were uncertain at the time the estimate was made; and

• changes in the estimate or different estimates that could have been made could have a material impact on our consolidated results of operations and financial condition.

We believe the current assumptions and other considerations used to estimate amounts reflected in our unaudited condensed consolidated financial statements are appropriate. However, if actual experience differs from the assumptions and other considerations used in estimating amounts reflected in our unaudited condensed consolidated financial statements, the resulting changes could have a material adverse effect on our unaudited condensed consolidated results of operations and financial condition.

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In September 2015, we announced our plan to rebrand as Change Healthcare beginning in the fourth quarter of 2015. As a result of this plan, we revised the remaining useful life of our existing tradename asset. During the three months ended September 30, 2015, we recognized amortization expense of $31.5 million related to our existing tradename asset and expect to recognize $94.6 million of amortization related to our existing tradename asset during the three months ended December 31, 2015.

Except for the announcement of our plan to rebrand as Change Healthcare, we believe there have been no significant changes during the nine months ended September 30, 2015 to the items we disclosed as our critical accounting estimates in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-K.

Results of Operations

The following table summarizes our consolidated results of operations for the three and nine months ended September 30, 2015 and 2014, respectively (amounts in thousands):

	Three Months Ended												Nine Months Ended
	September 30, 2015						September 30, 2014						September 30, 2015						September 30, 2014
	Amount			% of Revenue(1)			Amount			% of Revenue(1)			Amount			% of Revenue(1)			Amount			% of Revenue(1)
Revenue:
Solutions revenue	$	287,946			76.2	%	$	255,015			74.7	%	$	810,162			75.1	%	$	740,226			74.2	%
Postage revenue		89,839			23.8			86,593			25.3			268,119			24.9			256,747			25.8
Total revenue		377,785			100.0			341,608			100.0			1,078,281			100.0			996,973			100.0
Cost and expenses:
Cost of operations (exclusive of depreciation and amortization below)		129,385			44.9			116,909			45.8			371,859			45.9			344,741			46.6
Development and engineering		11,651			4.0			8,117			3.2			32,600			4.0			24,084			3.3
Sales, marketing, general and administrative		56,719			19.7			43,873			17.2			151,955			18.8			147,781			20.0
Customer postage		89,839			23.8			86,593			25.3			268,119			24.9			256,747			25.8
Depreciation and amortization		85,817			22.7			48,448			14.2			183,446			17.0			141,541			14.2
Accretion		6,458			1.7			4,452			1.3			15,254			1.4			9,220			0.9
Impairment of long-lived assets		219			0.1			3,114			0.9			1,180			0.1			82,689			8.3
Operating income		(2,303	)		(0.6	)		30,102			8.8			53,868			5.0			(9,830	)		(1.0	)
Interest expense, net		45,541			12.1			36,635			10.7			121,685			11.3			109,741			11.0
Contingent consideration		(4,660	)		(1.2	)		1,976			0.6			(4,825	)		(0.4	)		3,646			0.4
Other		—			—			—			—			—			—			(3,968	)		(0.4	)
Income (loss) before income tax provision (benefit)		(43,184	)		(11.4	)		(8,509	)		(2.5	)		(62,992	)		(5.8	)		(119,249	)		(12.0	)
Income tax provision (benefit)		(10,278	)		(2.7	)		4,493			1.3			(32,264	)		(3.0	)		(43,733	)		(4.4	)
Net income (loss)	$	(32,906	)		(8.7	)%	$	(13,002	)		(3.8	)%	$	(30,728	)		(2.8	)%	$	(75,516	)		(7.6	)%

(1) Percentages of revenue for cost of operations, development and engineering and sales, marketing, general and administrative line items are based on solutions revenue.

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

Solutions Revenues

Our solutions revenues were $287.9 million for the three months ended September 30, 2015 as compared to $255.0 million for the three months ended September 30, 2014, an increase of $32.9 million, or 12.9%. Factors affecting our solutions revenues are described in the various segment discussions below.

Cost of Operations

Our total cost of operations was $129.4 million for the three months ended September 30, 2015 as compared to $116.9 million for the three months ended September 30, 2014, an increase of $12.5 million, or 10.7%. The increase in our cost of operations is primarily due to volume growth and the impact of acquired businesses. As a percentage of solutions revenue, our cost of operations was 44.9% for the three months ended September 30, 2015 as compared to 45.8% for the three months ended September 30, 2014. The decrease in our cost of operations as a percentage of revenue is primarily due to changes in revenue mix and increased productivity.

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Development and Engineering Expense

Our total development and engineering expense was $11.7 million for the three months ended September 30, 2015 as compared to $8.1 million for the three months ended September 30, 2014, an increase of $3.5 million, or 43.5%. The increase in our development and engineering expense is primarily due to the impact of acquired businesses and continued enhancements and development of existing and new solutions.

Sales, Marketing, General and Administrative Expense

Our total sales, marketing, general and administrative expense was $56.7 million for the three months ended September 30, 2015 as compared to $43.9 million for the three months ended September 30, 2014, an increase of $12.8 million, or 29.3%. The increase in our sales, marketing, general and administrative expense was primarily due to business growth, including the impact of acquired businesses and increased strategic initiatives, partially offset by productivity improvements and efficiency measures.

Postage

Our postage revenue and customer postage expense was $89.8 million for the three months ended September 30, 2015 as compared to $86.6 million for the three months ended September 30, 2014, an increase of $3.2 million, or 3.7%. This increase in postage revenue and corresponding expense was due to the impact of acquired businesses and the United States postage rate increase effective in May 2015, partially offset by customer attrition.

Depreciation and Amortization Expense

Our depreciation and amortization expense was $85.8 million for the three months ended September 30, 2015 as compared to $48.4 million for the three months ended September 30, 2014, an increase of $37.4 million, or 77.1%. This increase was primarily due to the acceleration of amortization of our existing tradename as a result of our plan to rebrand to Change Healthcare and the impact of acquired businesses.

Accretion

Our accretion expense was $6.5 million for the three months ended September 30, 2015 as compared to $4.5 million for the three months ended September 30, 2014. The amount recognized as accretion can vary significantly from period to period due to changes in estimates related to the amount or timing of our tax receivable agreement obligation payments. Such changes can result from a variety of factors, including changes in tax rates and the expected timing of prior net operating loss utilization, which can be affected by business combinations, changes in corporate structure, leverage, operations or other factors.

Interest Expense

Our interest expense was $45.5 million for the three months ended September 30, 2015 as compared to $36.6 million for the three months ended September 30, 2014, an increase of $8.9 million, or 24.3%. This increase was primarily due to the impact of the December 2014 and August 2015 incremental term loans and the 2021 Notes, partially offset by scheduled principal payments of term loans under the Senior Credit Facilities.

Income Taxes

Our income tax benefit was $10.3 million for the three months ended September 30, 2015 as compared to an income tax provision of $4.5 million for the three months ended September 30, 2014. Our effective tax rate was 23.8% for the three months ended September 30, 2015 as compared to 52.8% for the three months ended September 30, 2014. The effective tax rate for the three months ended September 30, 2015 was affected by changes in state tax apportionment, statutory rates, valuation allowance and other permanent items.

Segment Revenues and Adjusted EBITDA

We operate our business in three reportable segments: software and analytics, network solutions and technology-enabled services. We also maintain a corporate function which includes pass-through postage costs, management, administrative and certain other shared corporate services functions such as legal, finance, human resources and marketing, as well as eliminations to remove inter-segment revenue and expenses.

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The segment profit measure primarily utilized by management is adjusted EBITDA which is defined as EBITDA (defined as net income (loss) before net interest expense, income tax provision (benefit) and depreciation and amortization), plus certain other non-cash or non-operating items. The non-cash or other non-operating items affecting the segment profit measure generally include equity compensation; acquisition accounting adjustments; acquisition-related costs; strategic initiatives, duplicative and transition costs; impairment of long lived assets; and contingent consideration adjustments. Adjusted EBITDA for the respective segments excludes all costs and adjustments associated with the above-referenced corporate functions. Financial information, including details of our adjustments to EBITDA, for each of our segments is set forth in Note 12 to the unaudited condensed consolidated financial statements included in Item 1 of this Quarterly Report.

Software and Analytics

Our software and analytics segment revenue and adjusted EBITDA is summarized in the following table (in thousands):

	September 30, 2015		September 30, 2014		$ Change
Solutions revenue	$	97,458	$	61,884	$	35,574
Adjusted EBITDA	$	34,890	$	22,385	$	12,505

Software and analytics revenue for the three months ended September 30, 2015 increased by $35.6 million, or 57.5%, as compared to the prior year period. This increase was primarily driven by acquired businesses, including $26.7 million related to the Altegra acquisition, and new sales and implementations.

Software and analytics adjusted EBITDA for the three months ended September 30, 2015 increased by $12.5 million, or 55.9% as compared to the prior year period. The increase in our software and analytics adjusted EBITDA is primarily due to the impact of the revenue items described above, partially offset by increased strategic growth initiative costs. As a percentage of solutions revenue, software and analytics adjusted EBITDA was 35.8% for the three months ended September 30, 2015 as compared to 36.2% for the three months ended September 30, 2014. The decrease in our software and analytics adjusted EBITDA as a percentage of solutions revenue is primarily due to the impact of the Altegra acquisition and increased strategic investments in consumer engagement and electronic payment solutions.

Network Solutions

Our network solutions segment revenue and adjusted EBITDA is summarized in the following table (in thousands):

	September 30, 2015		September 30, 2014		$ Change
Solutions revenue	$	93,415	$	90,236	$	3,179
Adjusted EBITDA	$	51,050	$	46,524	$	4,526

Network solutions revenue for the three months ended September 30, 2015 increased by $3.2 million, or 3.5%, as compared to the prior year period primarily due to increased volumes and new sales and implementations, partially offset by customer attrition.

Network solutions adjusted EBITDA for the three months ended September 30, 2015 increased by $4.5 million, or 9.7%, as compared to the prior year period. As a percentage of solutions revenue, network solutions adjusted EBITDA was 54.6% for the three months ended September 30, 2015 as compared to 51.6% for the three months ended September 30, 2014. The increase in network solutions adjusted EBITDA and as a percentage of solutions revenue was primarily due to the impact of the revenue items described above, pricing initiatives and other efficiency measures.

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Technology-enabled Services

Our technology-enabled services segment revenue and adjusted EBITDA is summarized in the following table (in thousands):

	September 30, 2015		September 30, 2014		$ Change
Solutions revenue	$	103,784	$	109,094	$	(5,310	)
Adjusted EBITDA	$	36,243	$	42,054	$	(5,811	)

Technology-enabled services revenue for the three months ended September 30, 2015 decreased by $5.3 million, or 4.9%, as compared to the prior year period. This decrease was primarily due to customer attrition, including the previously disclosed partial loss of a customer contract in the second quarter of 2014, the effects of changing reimbursement patterns and rates of federal and state payers related to our government program eligibility and enrollment services and decreased volumes in our payment and communication solutions, partially offset by the impact of acquired businesses and new sales and implementations.

Technology-enabled services adjusted EBITDA for the three months ended September 30, 2015 decreased by $5.8 million, or 13.8%, as compared to the prior year period. As a percentage of solutions revenue, technology-enabled services adjusted EBITDA was 34.9% for the three months ended September 30, 2015 as compared to 38.5% for the prior year period. The decrease in technology-enabled services adjusted EBITDA and as a percentage of solutions revenue was primarily due to the impact of the revenue items described above and changes in revenue mix, partially offset by productivity improvements and other efficiency measures.

Nine months Ended September 30, 2015 Compared to Nine months Ended September 30, 2014

Solutions Revenues

Our solutions revenues were $810.2 million for the nine months ended September 30, 2015 as compared to $740.2 million for the nine months ended September 30, 2014, an increase of $69.9 million, or 9.4%. Factors affecting our solutions revenues are described in the various segment discussions below.

Cost of Operations

Our total cost of operations was $371.9 million for the nine months ended September 30, 2015 as compared to $344.7 million for the nine months ended September 30, 2014, an increase of $27.1 million, or 7.9%. The increase in our cost of operations is primarily due to volume growth and the impact of acquired businesses. As a percentage of solutions revenue, our cost of operations was 45.9% for the nine months ended September 30, 2015 as compared to 46.6% for the nine months ended September 30, 2014. The decrease in our cost of operations as a percentage of revenue is primarily due to changes in revenue mix and increased productivity.

Development and Engineering Expense

Our total development and engineering expense was $32.6 million for the nine months ended September 30, 2015 as compared to $24.1 million for the nine months ended September 30, 2014, an increase of $8.5 million, or 35.4%. The increase in our development and engineering expense is primarily due to increased research and development and the impact of acquired businesses.

Sales, Marketing, General and Administrative Expense

Our total sales, marketing, general and administrative expense was $152.0 million for the nine months ended September 30, 2015 as compared to $147.8 million for the nine months ended September 30, 2014, an increase of $4.2 million, or 2.8%. The increase in our sales, marketing, general and administrative expense was primarily due to business growth, including the impact of acquired businesses and increased strategic initiatives, partially offset by productivity improvements and efficiency measures.

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Postage

Our postage revenue and customer postage expense was $268.1 million for the nine months ended September 30, 2015 as compared to $256.7 million for the nine months ended September 30, 2014, an increase of $11.4 million, or 4.4%. This increase in postage revenue and corresponding expense was due to the impact of acquired businesses and the United States postage rate increase effective in May 2015, partially offset by customer attrition.

Depreciation and Amortization Expense

Our depreciation and amortization expense was $183.4 million for the nine months ended September 30, 2015 as compared to $141.5 million for the nine months ended September 30, 2014, an increase of $41.9 million, or 29.6%. This increase was primarily due to the acceleration of amortization of our existing tradename as a result of our plan to rebrand as Change Healthcare and the impact of acquired businesses.

Accretion

Our accretion expense was $15.3 million for the nine months ended September 30, 2015 as compared to $9.2 million for the nine months ended September 30, 2014. The amount recognized as accretion can vary significantly from period to period due to changes in estimates related to the amount or timing of our tax receivable agreement obligation payments. Such changes can result from a variety of factors, including changes in tax rates and the expected timing of prior net operating loss utilization, which can be affected by business combinations, changes in corporate structure, leverage, operations or other factors.

Interest Expense

Our interest expense was $121.7 million for the nine months ended September 30, 2015 as compared to $109.7 million for the nine months ended September 30, 2014, an increase of $11.9 million, or 10.9%. This increase was primarily due to the impact of the December 2014 and August 2015 incremental term loans and the 2021 Notes, partially offset by scheduled principal payments of term loans under the Senior Credit Facilities.

Income Taxes

Our income tax benefit was $32.3 million for the nine months ended September 30, 2015 as compared to $43.7 million for the nine months ended September 30, 2014. Our effective tax rate was 51.2% for the nine months ended September 30, 2015 as compared to 36.7% for the nine months ended September 30, 2014. The effective tax rate for the nine months ended September 30, 2015 was affected by changes in state tax apportionment, statutory rates, valuation allowance and other permanent items.

Segment Revenues and Adjusted EBITDA

Software and Analytics

Our software and analytics segment revenue and adjusted EBITDA is summarized in the following table (in thousands):

	September 30, 2015		September 30, 2014		$ Change
Solutions Revenue	$	230,374	$	178,055	$	52,319
Adjusted EBITDA	$	78,707	$	62,324	$	16,383

Software and analytics revenue for the nine months ended September 30, 2015 increased by $52.3 million, or 29.4%, as compared to the prior year period. This increase was primarily driven by acquired businesses, including $26.7 million related to the Altegra acquisition, and new sales and implementations.

Software and analytics adjusted EBITDA for the nine months ended September 30, 2015 increased by $16.4 million, or 26.3%, as compared to the prior year period. The increase in our software and analytics adjusted EBITDA is primarily due to the impact of the revenue items described above, partially offset by increased strategic growth initiative costs. As a percentage of solutions revenue, software and analytics adjusted EBITDA was 34.2% for the nine months ended September

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30, 2015 as compared to 35.0% for the nine months ended September 30, 2014. The decrease in our software and analytics adjusted EBITDA as a percentage of solutions revenue is primarily due to the impact of the Altegra acquisition and increased strategic investments in consumer engagement and electronic payment solutions.

Network Solutions

Our network solutions segment revenue and adjusted EBITDA is summarized in the following table (in thousands):

	September 30, 2015		September 30, 2014		$ Change
Solutions Revenue	$	276,314	$	257,345	$	18,969
Adjusted EBITDA	$	146,711	$	130,042	$	16,669

Network solutions revenue for the nine months ended September 30, 2015 increased by $19.0 million, or 7.4%, as compared to the prior year period primarily due to increased volumes, new sales and implementations and the impact of acquired businesses, partially offset by customer attrition.

Network solutions adjusted EBITDA for the nine months ended September 30, 2015 increased by $16.7 million, or 12.8%, as compared to the prior year period. As a percentage of solutions revenue, network solutions adjusted EBITDA was 53.1% for the nine months ended September 30, 2015 as compared to 50.5% for the nine months ended September 30, 2014. The increase in network solutions adjusted EBITDA and as a percentage of solutions revenue was primarily due to the impact of the revenue items described above, pricing initiatives and other efficiency measures.

Technology-enabled Services

Our technology-enabled services segment revenue and adjusted EBITDA is summarized in the following table (in thousands):

	September 30, 2015		September 30, 2014		$ Change
Solutions Revenue	$	322,953	$	322,445	$	508
Adjusted EBITDA	$	118,156	$	119,299	$	(1,143	)

Technology-enabled services revenue for the nine months ended September 30, 2015 increased by $0.5 million, or 0.2%, as compared to the prior year period. This increase was primarily due to the impact of acquired businesses, partially offset by customer attrition, including the previously disclosed partial loss of a customer contract in the second quarter of 2014, and the effects of changing reimbursement patterns and rates of federal and state payers related to our government program eligibility and enrollment services.

Technology-enabled services adjusted EBITDA for the nine months ended September 30, 2015 decreased by $1.1 million, or 1.0%, as compared to the prior year period. As a percentage of solutions revenue, technology-enabled services adjusted EBITDA was 36.6% for the nine months ended September 30, 2015 as compared to 37.0% for the prior year period. The decrease in technology-enabled services adjusted EBITDA and as a percentage of solutions revenue was primarily due to the impact of the revenue items described above and changes in revenue mix.

Liquidity and Capital Resources

General

We are a holding company with no material business operations. Our principal assets are the equity interests we own in our subsidiaries. We conduct all of our business operations through our direct and indirect subsidiaries. Accordingly, our only material sources of cash are borrowings under our Senior Credit Facilities and dividends or other distributions or payments that are derived from earnings and cash flow generated by our subsidiaries.

We anticipate cash generated by operations, the funds available under our Senior Credit Facilities, including the Revolving Facility, and existing cash and equivalents will be sufficient to meet working capital requirements, service our debt and finance capital expenditures. There can be no assurance, however, that our business will generate sufficient cash flow from operations or that future borrowings will be available to us under our Senior Credit Facilities in amounts sufficient to enable us to repay our indebtedness, or to fund other liquidity needs.

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We and our subsidiaries, affiliates or significant stockholders may from time to time seek to retire or purchase our outstanding debt (including our senior notes) through cash purchases and/or exchanges for equity securities, in open market purchases, privately negotiated transactions or otherwise. Such repurchases or exchanges, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved may be material.

Cash Flows

Operating Activities

Cash provided by operating activities for the nine months ended September 30, 2015 was $152.3 million as compared to $108.4 million for nine months ended September 30, 2014, an increase of $43.9 million. This increase is primarily due to business growth, the effects of acquisitions and the timing of collections and related disbursements.

Cash provided by operating activities can be significantly impacted by our non-cash working capital assets and liabilities, which may vary based on the timing of cash receipts that fluctuate by day of week and/or month and also may be impacted by cash management decisions.

Investing Activities

Cash used in investing activities for the nine months ended September 30, 2015 was $760.5 million as compared to $125.7 million for the nine months ended September 30, 2014. Cash used in investing activities for both such periods consisted of the effects of acquisitions and capital expenditures for property and equipment.

Financing Activities

Cash provided by financing activities for the nine months ended September 30, 2015 was $610.8 million as compared to cash used in financing activities of $35.3 million for the nine months ended September 30, 2014. Cash provided by financing activities for the nine months ended September 30, 2015 primarily consisted of borrowings under our Senior Credit Facilities and 2021 Notes and capital contributions to partially finance the Altegra acquisition, partially offset by principal payments under our Senior Credit Facilities and deferred financing arrangements. Cash used in financing activities for the nine months ended September 30, 2014 primarily consisted of principal payments under our Senior Credit Facilities and deferred financing arrangements.

Long-term Debt

Our long-term indebtedness is comprised of the Term Loan Facility, the Revolving Facility, $375.0 million of 11% senior notes due 2019 (the “2019 Notes”), $375.0 million 11.25% senior notes due 2020 (the “2020 Notes”) and the 2021 Notes; (together with the 2019 Notes and 2020 Notes, the “Senior Notes”).

Long-term debt as of September 30, 2015 and December 31, 2014, consisted of the following (amounts in thousands):

	September 30, 2015		December 31, 2014
Senior Credit Facilities
$1,696 million Senior Secured Term Loan facility, due November 2, 2018, net of unamortized discount of $25,499 and $20,016 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 4.29%)	$	1,624,223	$	1,245,376
$160 million Senior Secured Term Loan facility, due November 2, 2018, net of unamortized discount of $3,615 and $4,438 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 4.54%)		154,785		155,162
$125 million Senior Secured Revolving Credit facility, expiring on November 2, 2016 and bearing interest at a variable base rate plus a spread rate		—		—

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Senior Notes
$375 million 11% Senior Notes due December 31, 2019, net of unamortized discount of $6,605 and $7,477 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 11.53%)		368,395			367,523
$375 million 11.25% Senior Notes due December 31, 2020, net of unamortized discount of $8,778 and $9,651 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 11.85%)		366,222			365,349
$250 million 6% Senior Notes due February 15, 2021, net of unamortized discount of $6,412 and $0 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 6.57%)		243,588			—
Obligation under data sublicense agreement		17,237			17,237
Other		7,145			12,129
Less current portion		(31,265	)		(27,308	)
Long-term debt	$	2,750,330		$	2,135,468

Senior Credit Facilities

The Senior Credit Agreement provides that, subject to certain conditions, we may request additional tranches of term loans, increase commitments under the Revolving Facility or the Term Loan Facility or add one or more incremental revolving credit facility tranches (provided that the revolving credit commitments outstanding at any time have no more than three different maturity dates) in an aggregate amount not to exceed (a) $300.0 million plus (b) an unlimited amount at any time, subject to compliance on a pro forma basis with a first lien net leverage ratio of no greater than 4.00 to 1.00. Availability of such additional tranches of term loans or revolving credit facilities and/or increased commitments is subject to, among other conditions, the absence of any default under the Senior Credit Agreement and the receipt of commitments by existing or additional financial institutions. Proceeds of the Revolving Facility, including up to $30.0 million in the form of borrowings on same-day notice, referred to as swingline loans, and up to $50.0 million in the form of letters of credit, are available to provide financing for working capital and general corporate purposes.

Borrowings under the Senior Credit Facilities bear interest at an annual rate equal to an applicable margin plus, at our option, either (a) a base rate determined by reference to the highest of (i) the applicable prime rate, (ii) the federal funds rate plus 0.50% and (iii) a LIBOR rate determined by reference to the costs of funds for United States dollar deposits for an interest period of one month, adjusted for certain additional costs, plus 1.00%, which base rate, in the case of the Term Loan Facility only, shall be no less than 2.25%, or (b) a LIBOR rate determined by reference to the costs of funds for United States dollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, which, in the case of the Term Loan Facility only, shall be no less than 1.25%.

In April 2012, we amended the Senior Credit Agreement to reprice the Senior Credit Facilities and borrow $80.0 million of additional term loans. In April 2013, we again amended the Senior Credit Agreement to further reprice, and also to modify certain financial covenants under, the Senior Credit Facilities. Following the April 2013 amendment, the interest rate on both the Term Loan Facility and Revolving Facility is LIBOR plus 2.50%. The Term Loan Facility remains subject to a LIBOR floor of 1.25%, and there continues to be no LIBOR floor on the Revolving Facility. In connection with the April 2013 repricing, the Senior Credit Agreement also was amended to, among other things, eliminate the financial covenant related to the consolidated cash interest coverage ratio and modify the financial covenant related to the net leverage test by maintaining the required first lien net leverage ratio at 5.35 to 1.00 for the remaining term of the Senior Credit Facilities.

In December 2014 and August 2015, through further amendments to the Senior Credit Agreement, we borrowed an additional $160.0 million and $395.0 million, respectively, under incremental term loan facilities on identical terms and having the same rights and obligations as the existing term loans under the Senior Credit Agreement.

In addition to paying interest on outstanding principal under the Senior Credit Facilities, we are required to pay customary agency fees, letter of credit fees and a 0.50% commitment fee in respect of the unutilized commitments under the Revolving Facility.

The Senior Credit Agreement requires that we prepay outstanding loans under the Term Loan Facility, subject to certain exceptions, with (a) 100% of the net cash proceeds of any incurrence of debt other than debt permitted under the Senior Credit Agreement, (b) 50% (which percentage will be reduced to 25% and 0% based on our first lien net leverage ratio) of our annual excess cash flow and (c) 100% of the net cash proceeds of certain asset sales and casualty and condemnation events, subject to reinvestment rights and certain other exceptions.

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We generally may voluntarily prepay outstanding loans under the Senior Credit Facilities at any time without premium or penalty other than breakage costs with respect to LIBOR loans.

We are required to make quarterly payments equal to 0.25% of the aggregate principal amount of the loans under the Term Loan Facility, with the balance due and payable on November 2, 2018. Any principal amount outstanding under the Revolving Facility is due and payable on November 2, 2016.

Certain of our United States wholly-owned restricted subsidiaries, together with the Company, are co-borrowers and jointly and severally liable for all obligations under the Senior Credit Facilities. Such obligations of the co-borrowers are unconditionally guaranteed by Beagle Intermediate Holdings, Inc., a direct wholly-owned subsidiary of Beagle Parent Corp., the Company and each of our existing and future United States wholly-owned restricted subsidiaries (with certain exceptions including immaterial subsidiaries). These obligations are secured by a perfected security interest in substantially all of the assets of the co-borrowers and guarantors now owned or later acquired, including a pledge of all of the capital stock of the Company and our United States wholly-owned restricted subsidiaries and 65% of the capital stock of our foreign restricted subsidiaries, subject in each case to the exclusion of certain assets and additional exceptions.

The Senior Credit Agreement requires us to comply with a maximum first lien net leverage ratio financial maintenance covenant, to be tested on the last day of each fiscal quarter. A breach of the first lien net leverage ratio covenant is subject to certain equity cure rights. In addition, the Senior Credit Facilities contain a number of negative covenants that, among other things and subject to certain exceptions, restrict our ability and the ability of our subsidiaries to:

• incur additional indebtedness or guarantees;

• incur liens;

• make investments, loans and acquisitions;

• consolidate or merge;

• sell assets, including capital stock of subsidiaries;

• pay dividends on capital stock or redeem, repurchase or retire capital stock of the Company or any restricted subsidiary;

• alter the business of the Company;

• amend, prepay, redeem or purchase subordinated debt;

• engage in transactions with affiliates; and

• enter into agreements limiting dividends and distributions of certain subsidiaries.

The Senior Credit Agreement also contains certain customary representations and warranties, affirmative covenants and provisions relating to events of default (including upon change of control).

As of September 30, 2015, we believe we were in compliance with all of the applicable debt covenants under the Senior Credit Agreement.

Senior Notes

The 2019 Notes bear interest at an annual rate of 11.00% with interest payable semi-annually on June 30 and December 31 of each year. The 2019 Notes mature on December 31, 2019. The 2020 Notes bear interest at an annual rate of 11.25% with interest payable quarterly on March 31, June 30, September 30 and December 31 of each year. The 2020 Notes mature on December 31, 2020. The 2021 Notes bear interest at an annual rate of 6.00% with interest payable semi-annually on April 15 and October 15 of each year, commencing on April 15, 2016. The 2021 Notes mature on February 15, 2021.

We may redeem the 2019 Notes, the 2020 Notes or both, in whole or in part, at any time on or after December 31, 2015 at the applicable redemption price, plus accrued and unpaid interest. At any time prior to December 31, 2015, we may redeem the 2019 Notes, the 2020 Notes or both, in whole or in part, at our option and on one or more occasions, at a redemption price equal to 100% of the principal amount, plus a “make-whole premium” and accrued and unpaid interest.

We may redeem the 2021 Notes, in whole or in part, at any time on or after August 15, 2017 at the applicable redemption price, plus accrued and unpaid interest. At any time prior to August 15, 2017, we may, at our option and on one or more occasions, redeem up to 40% of the aggregate principal amount of the 2021 Notes at a redemption price equal to

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100% of the aggregate principal amount, plus a premium and accrued and unpaid interest with the net cash proceeds of certain equity offerings. At any time prior to August 15, 2017, we may redeem the 2021 Notes, in whole or in part, at its option and on one or more occasions, at a redemption price equal to 100% of the principal amount, plus a “make-whole premium” and accrued and unpaid interest.

If we experience specific kinds of changes in control, we must offer to purchase the Senior Notes at a purchase price equal to 101% of the principal amount, plus accrued and unpaid interest.

The Senior Notes are senior unsecured obligations and rank equally in right of payment with all of our existing and future indebtedness and senior in right of payment to all of our existing and future subordinated indebtedness. Our obligations under the Senior Notes are guaranteed on a senior basis by all of our existing and subsequently acquired or organized wholly-owned United States restricted subsidiaries that guarantee our Senior Credit Facilities or our other indebtedness or indebtedness of any affiliate guarantor. The Senior Notes and the related guarantees are effectively subordinated to our existing and future secured obligations and that of our affiliate guarantors to the extent of the value of the collateral securing such obligations, and are structurally subordinated to all existing and future indebtedness and other liabilities of any of our subsidiaries that do not guarantee the Senior Notes.

The indentures governing the Senior Notes (the “Indentures”) contain customary covenants that restrict our ability and the ability of our restricted subsidiaries to:

• pay dividends on our capital stock or redeem, repurchase or retire our capital stock, subject to customary exceptions, including compliance with a fixed charge coverage ratio and subject to limitation based on net income generated during the term of the Indentures;

• incur additional indebtedness or issue certain capital stock;

• incur certain liens;

• make investments, loans, advances and acquisitions;

• consolidate, merge or transfer all or substantially all of our assets and the assets of our subsidiaries;

• prepay subordinated debt;

• engage in certain transactions with our affiliates; and

• enter into agreements restricting our subsidiaries’ ability to pay dividends.

The Indentures also contain certain affirmative covenants and events of default.

As of September 30, 2015, we believe we were in compliance with all of the applicable debt covenants under the Senior Notes.

Off-Balance Sheet Arrangements

As of the filing of this Quarterly Report, we had no off-balance sheet arrangements or obligations, other than those related to surety bonds of an insignificant amount.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We have interest rate risk primarily related to borrowings under the Senior Credit Agreement. Borrowings under the Senior Credit Facilities bear interest at an annual rate equal to an applicable margin plus, at our option, either (a) a base rate determined by reference to the highest of (i) the applicable prime rate, (ii) the federal funds rate plus 0.50% and (iii) a LIBOR rate determined by reference to the costs of funds for United States dollar deposits for an interest period of one month, adjusted for certain additional costs, plus 1.00%, which base rate, in the case of the Term Loan Facility only, shall be no less than 2.25% or (b) a LIBOR rate determined by reference to the costs of funds for United States dollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, which, in the case of the Term Loan Facility only, shall be no less than 1.25%.

As of September 30, 2015, we had outstanding borrowings of $1,808.1 million (before unamortized debt discount) under the Senior Credit Agreement. As of September 30, 2015, the LIBOR-based interest rate on the Term Loan Facility and Revolving Facility were each LIBOR plus 2.50%. The Term Loan Facility is subject to a LIBOR floor of 1.25% and there is no LIBOR floor on the Revolving Facility.

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We manage economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of our debt funding and the use of derivative financial instruments. Specifically, we enter into interest rate swap agreements to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. Our interest rate swap agreements are used to manage differences in the amount, timing and duration of our known or expected cash receipts and our known or expected cash payments principally related to our borrowings.

In January 2012, we executed three interest rate swap agreements with an aggregate notional amount of $640.0 million to reduce the variability of interest payments associated with the Term Loan Facility. For the nine months ended September 30, 2015, our interest rate swap agreements were designated as a cash flow hedge so that changes in the fair market value of the interest rate swap agreements were included within other comprehensive income.

A change in interest rates on variable rate debt may impact our pretax earnings and cash flows. However, due to a floor on the floating rate index of 1.25% under the Term Loan Facility, as of September 30, 2015, our interest rates must increase by more than 100 basis points before our interest expense or cash flows are affected. Based on our outstanding debt as of September 30, 2015, and assuming that our mix of debt instruments, interest rate swaps and other variables remain the same, the annualized effect of a one percentage point change in variable interest rates would have minimal impact on our earnings and cash flows.

In the future, in order to manage our interest rate risk, we may refinance our existing debt, enter into additional interest rate swap agreements, modify our existing interest rate swap agreements or make changes that may impact our ability to treat our interest rate swaps as a cash flow hedge. However, we do not intend or expect to enter into derivative or interest rate swap transactions for speculative purposes.

ITEM 4. CONTROLS AND PROCEDURES

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Under the supervision and with the participation of our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), management has evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of September 30, 2015. Based upon that evaluation, our CEO and CFO concluded that, as of September 30, 2015, our disclosure controls and procedures were effective to ensure that the information we are required to disclose in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There have been no changes to our internal control over financial reporting that occurred during the three months ended September 30, 2015, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

In the normal course of business, the Company is subject to claims, lawsuits and legal proceedings. While it is not possible to ascertain the ultimate outcome of such matters, in management’s opinion, the liabilities, if any, in excess of amounts provided or covered by insurance, are not expected to have a material adverse effect on our consolidated financial position, results of operations or liquidity.

ITEM 1A. RISK FACTORS

In connection with the private offering of the 2021 Notes, the Company provided updated risk factors in a preliminary offering memorandum dated August 4, 2015. The updated risk factors that reflect the acquisition of Altegra and the incurrence of additional debt related to such acquisition have been filed as Exhibit 99.1 to this Quarterly Report and are incorporated herein by reference.

54

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

The exhibits listed on the accompanying Exhibit Index are filed, furnished or incorporated by reference (as stated therein) as part of this Quarterly Report.

55

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	EMDEON INC.
Date: November 6, 2015	By:	/s/ Neil E. de Crescenzo
		Neil E. de Crescenzo, President and Chief Executive Officer and Director
		(Principal Executive Officer)
Date: November 6, 2015	By:	/s/ Randy P. Giles
		Randy P. Giles, Chief Financial Officer
		(Principal Financial Officer)
Date: November 6, 2015	By:	/s/ Dennis B. Robbins
		Dennis B. Robbins, Chief Accounting Officer
		(Principal Accounting Officer)

56

Exhibit Index

Exhibit No.
2.1	Agreement and Plan of Merger, dated July 3, 2015, by and among MediFAX-EDI, LLC, Alto Merger Sub Inc., Altegra Health, Inc. and Parthenon Investors III, L.P., solely in its capacity as the Stockholders’ Representative (included as Exhibit 2.1 to the Company’s Current Report on Form 8-K (File No. 1-34435), filed on July 9, 2015, and incorporated herein by reference).
4.1	2021 Notes Indenture, dated as of August 12, 2015, among Emdeon Inc., the guarantors party thereto and Wilmington Trust, National Association, as trustee (included as Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No. 1-34435), filed August 13, 2015, and incorporated herein by reference).
4.2	2021 Notes Supplemental Indenture, dated as of August 12, 2015, among Altegra Health, Inc., Altegra Health Operating Company, Altegra Health Operating Company—Puerto Rico, LLC, Altegra Health Connections, LLC and Wilmington Trust, National Association, as trustee (included as Exhibit 4.2 to the Comapny’s Current Report on Form 8-K (File No. 1-34435), filed August 13, 2015, and incorporated herein by reference).
4.3	2019 Notes Supplemental Indenture, dated as of August 12, 2015, among Altegra Health, Inc., Altegra Health Operating Company, Altegra Health Operating Company—Puerto Rico, LLC, Altegra Health Connections, LLC and Wilmington Trust, National Association, as trustee (filed herewith).
4.4	2020 Notes Supplemental Indenture, dated as of August 12, 2015, among Altegra Health, Inc., Altegra Health Operating Company, Altegra Health Operating Company—Puerto Rico, LLC, Altegra Health Connections, LLC and Wilmington Trust, National Association, as trustee (filed herewith).
10.1	Amendment No. 4 to the Credit Agreement, dated as of August 12, 2015, among Emdeon Inc., the other borrowers party thereto, Bank of America, N.A., as administrative agent, swing line lender, letter of credit issuer and collateral agent thereunder, and the lenders, guarantors and agents party thereto (included as Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 1-34435), filed August 13, 2015, and incorporated herein by reference).
31.1	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended (filed herewith).
31.2	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended (filed herewith).
32.1	Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
32.2	Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
99.1	Risk Factors (filed herewith).
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Scheme Document
101.CAL	XBRL Taxonomy Calculation Linkbase Document
101.DEF	XBRL Taxonomy Definition Linkbase Document
101.LAB	XBRL Taxonomy Label Linkbase Document
101.PRE	XBRL Taxonomy Presentation Linkbase Document

57

EX-4.3

Exhibit 4.3

Supplemental Indenture (this “Supplemental Indenture”), dated as of August 12, 2015, among Altegra Health, Inc., a Delaware corporation, Altegra Health Operating Company, a Delaware corporation, Altegra Health Connections, LLC, a Delaware limited liability company, Altegra Health Operating Company - Puerto Rico, LLC, a Delaware limited liability company (collectively, the “Guaranteeing Subsidiaries”), each a subsidiary of Emdeon Inc., a Delaware corporation (the “Issuer”), and Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee”).

W I T N E S S E T H

WHEREAS, Beagle Acquisition Corp. (“Beagle”) has heretofore executed and delivered to the Trustee an Indenture (the “Indenture”), dated as of November 2, 2011, providing for the issuance of an unlimited aggregate principal amount of 11.00% Senior Notes due 2019 (the “Notes”);

WHEREAS, the Notes were issued and sold in connection with the merger of Beagle with and into the Issuer (the “Merger”), whereby, upon consummation of the Merger, the Issuer continued as the surviving corporation;

WHEREAS, upon consummation of the Merger, and simultaneously with the execution of the Indenture, the Issuer, certain Guarantors party thereto and the Trustee entered into a supplemental indenture, under which the Issuer and the Guarantors became party to the Indenture;

WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiaries shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiaries shall unconditionally guarantee all of the Issuer’s Obligations under the Notes and the Indenture on the terms and conditions set forth herein and under the Indenture (the “Guarantee”); and

WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture.

NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties mutually covenant and agree for the equal and ratable benefit of the Holders as follows:

(1) Capitalized Terms. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.

(2) Agreement to Guarantee. The Guaranteeing Subsidiaries acknowledge that they have received and reviewed a copy of the Indenture and all other documents they deem necessary to review in order to enter into this Supplemental Indenture, and acknowledge and agree to (i) join and become parties to the Indenture as indicated by their signatures below; (ii) be bound by the Indenture, as of the date hereof, as if made by, and with respect to, each signatory hereto; and (iii) perform all obligations and duties required of a Guarantor pursuant to the Indenture. The Guaranteeing Subsidiaries hereby agree to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Indenture, including, but not limited to, Article 10 thereof.

(3) Execution and Delivery. The Guaranteeing Subsidiaries agree that the Guarantee shall remain in full force and effect notwithstanding the absence of the endorsement of any notation of such Guarantee on the Notes.

(4) No Recourse Against Others. No past, present or future director, officer, employee, incorporator, member, partner or stockholder of the Issuer or any Guaranteeing Subsidiary (other than the Issuer and the Guarantors) shall have any liability for any obligations of the Issuer or the Guarantors (including the Guaranteeing Subsidiaries) under the Notes, any Guarantees, the Indenture or this Supplemental Indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder by accepting Notes waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes.

(5) Governing Law. THIS SUPPLEMENTAL INDENTURE WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

(6) Counterparts. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. This Supplemental Indenture may be executed in multiple counterparts which, when taken together, shall constitute one instrument. The exchange of copies of this Supplemental Indenture and of signature pages by facsimile or PDF transmissions shall constitute effective execution and delivery of this Supplemental Indenture as to the parties hereto and may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or PDF shall be deemed to be their original signatures for all purposes.

(7) Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof.

(8) The Trustee. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiaries.

(9) Benefits Acknowledged. The Guaranteeing Subsidiaries’ Guarantee is subject to the terms and conditions set forth in the Indenture. The Guaranteeing Subsidiaries acknowledge that they will receive direct and indirect benefits from the financing arrangements contemplated by the Indenture and this Supplemental Indenture and that the guarantee and waivers made by them pursuant to this Guarantee are knowingly made in contemplation of such benefits.

(10) Successors. All agreements of the Guaranteeing Subsidiaries in this Supplemental Indenture shall bind their Successors, except as otherwise provided in this Supplemental Indenture. All agreements of the Trustee in this Supplemental Indenture shall bind its successors.

2

IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed, all as of the date first above written.

ALTEGRA HEALTH, INC.
By:	/s/ Gregory T. Stevens
Name:	Gregory T. Stevens
Title:	Secretary
ALTEGRA HEALTH OPERATING COMPANY
By:	/s/ Gregory T. Stevens
Name:	Gregory T. Stevens
Title:	Secretary
ALTEGRA HEALTH CONNECTIONS, LLC
By:	/s/ Gregory T. Stevens
Name:	Gregory T. Stevens
Title:	Secretary
ALTEGRA HEALTH OPERATING COMPANY – PUERTO RICO, LLC
By:	/s/ Gregory T. Stevens
Name:	Gregory T. Stevens
Title:	Secretary
WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee
By:	/s/ Joseph P. O’Donnell
	Name: Joseph P. O’Donnell
	Title:   Vice President

Supplemental Indenture (11.00% Senior Notes Due 2019)

EX-4.4

Exhibit 4.4

Supplemental Indenture (this “Supplemental Indenture”), dated as of August 12, 2015, among Altegra Health, Inc., a Delaware corporation, Altegra Health Operating Company, a Delaware corporation, Altegra Health Connections, LLC, a Delaware limited liability company, Altegra Health Operating Company - Puerto Rico, LLC, a Delaware limited liability company (collectively, the “Guaranteeing Subsidiaries”), each a subsidiary of Emdeon Inc., a Delaware corporation (the “Issuer”), and Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee”).

W I T N E S S E T H

WHEREAS, Beagle Acquisition Corp. (“Beagle”) has heretofore executed and delivered to the Trustee an Indenture (the “Indenture”), dated as of November 2, 2011, providing for the issuance of an unlimited aggregate principal amount of 11 ¹⁄₄% Senior Notes due 2020 (the “Notes”);

WHEREAS, the Notes were issued and sold in connection with the merger of Beagle with and into the Issuer (the “Merger”), whereby, upon consummation of the Merger, the Issuer continued as the surviving corporation;

WHEREAS, upon consummation of the Merger, and simultaneously with the execution of the Indenture, the Issuer, certain Guarantors party thereto and the Trustee entered into a supplemental indenture, under which the Issuer and the Guarantors became party to the Indenture;

WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiaries shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiaries shall unconditionally guarantee all of the Issuer’s Obligations under the Notes and the Indenture on the terms and conditions set forth herein and under the Indenture (the “Guarantee”); and

WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture.

NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties mutually covenant and agree for the equal and ratable benefit of the Holders as follows:

(1) Capitalized Terms. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.

(2) Agreement to Guarantee. The Guaranteeing Subsidiaries acknowledge that they have received and reviewed a copy of the Indenture and all other documents it deems necessary to review in order to enter into this Supplemental Indenture, and acknowledge and agree to (i) join and become parties to the Indenture as indicated by their signatures below; (ii) be bound by the Indenture, as of the date hereof, as if made by, and with respect to, each signatory hereto; and (iii) perform all obligations and duties required of a Guarantor pursuant to the Indenture. The Guaranteeing Subsidiaries hereby agree to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Indenture, including, but not limited to, Article 10 thereof.

(3) Execution and Delivery. The Guaranteeing Subsidiaries agree that the Guarantee shall remain in full force and effect notwithstanding the absence of the endorsement of any notation of such Guarantee on the Notes.

(4) No Recourse Against Others. No past, present or future director, officer, employee, incorporator, member, partner or stockholder of the Issuer or any Guaranteeing Subsidiary (other than the Issuer and the Guarantors) shall have any liability for any obligations of the Issuer or the Guarantors (including the Guaranteeing Subsidiaries) under the Notes, any Guarantees, the Indenture or this Supplemental Indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder by accepting Notes waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes.

(5) Governing Law. THIS SUPPLEMENTAL INDENTURE WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

(6) Counterparts. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. This Supplemental Indenture may be executed in multiple counterparts which, when taken together, shall constitute one instrument. The exchange of copies of this Supplemental Indenture and of signature pages by facsimile or PDF transmissions shall constitute effective execution and delivery of this Supplemental Indenture as to the parties hereto and may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or PDF shall be deemed to be their original signatures for all purposes.

(7) Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof.

(8) The Trustee. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiaries.

(9) Benefits Acknowledged. The Guaranteeing Subsidiaries’ Guarantee is subject to the terms and conditions set forth in the Indenture. The Guaranteeing Subsidiaries acknowledge that they will receive direct and indirect benefits from the financing arrangements contemplated by the Indenture and this Supplemental Indenture and that the guarantee and waivers made by them pursuant to this Guarantee are knowingly made in contemplation of such benefits.

(10) Successors. All agreements of the Guaranteeing Subsidiaries in this Supplemental Indenture shall bind their Successors, except as otherwise provided in this Supplemental Indenture. All agreements of the Trustee in this Supplemental Indenture shall bind its successors.

2

IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed, all as of the date first above written.

ALTEGRA HEALTH, INC.
By:	/s/ Gregory T. Stevens
Name:	Gregory T. Stevens
Title:	Secretary
ALTEGRA HEALTH OPERATING COMPANY
By:	/s/ Gregory T. Stevens
Name:	Gregory T. Stevens
Title:	Secretary
ALTEGRA HEALTH CONNECTIONS, LLC
By:	/s/ Gregory T. Stevens
Name:	Gregory T. Stevens
Title:	Secretary
ALTEGRA HEALTH OPERATING COMPANY – PUERTO RICO, LLC
By:	/s/ Gregory T. Stevens
Name:	Gregory T. Stevens
Title:	Secretary
WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee
By:	/s/ Joseph P. O’Donnell
	Name: Joseph P. O’Donnell
	Title:   Vice President

Supplemental Indenture (11.25% Senior Notes Due 2020)

EX-31.1

Exhibit 31.1

SARBANES-OXLEY SECTION 302(a) CERTIFICATION

I, Neil E. de Crescenzo, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Emdeon Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 6, 2015	By:	/s/ Neil E. de Crescenzo
	Name:	Neil E. de Crescenzo
	Title	Chief Executive Officer of Emdeon Inc.

EX-31.2

Exhibit 31.2

SARBANES-OXLEY SECTION 302(a) CERTIFICATION

I, Randy P. Giles, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Emdeon Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 6, 2015	By:	/s/ Randy P. Giles
	Name:	Randy P. Giles
	Title	Chief Financial Officer of Emdeon Inc.

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Emdeon Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Neil E. de Crescenzo, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, in my capacity as an officer of the Company, that, to my knowledge:

1. The Report fully complies with the requirements of section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 6, 2015	By:	/s/ Neil E. de Crescenzo
	Name:	Neil E. de Crescenzo
	Title	Chief Executive Officer of Emdeon Inc.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Emdeon Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Randy P. Giles, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, in my capacity as an officer of the Company, that, to my knowledge:

1. The Report fully complies with the requirements of section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 6, 2015	By:	/s/ Randy P. Giles
	Name:	Randy P. Giles
	Title	Chief Financial Officer of Emdeon Inc.

EX-99.1

Exhibit 99.1

RISK FACTORS

You should consider carefully the specific risks and uncertainties described below, and all information contained in this Quarterly Report and our Form 10-K, in evaluating our Company and our business. The occurrence of any of the following risks or uncertainties described below could significantly and adversely affect our business, prospects, financial condition and operating results.

Risks Related to Our Business

We face significant competition for our solutions.

The markets for our various solutions are intensely competitive, continually evolving and, in some cases, subject to rapid technological change. We face competition from many healthcare information systems companies and other technology companies within segments of the healthcare information technology and services markets. We also compete with certain of our customers that provide internally some of the same solutions that we offer. Our key competitors include: (i) healthcare transaction processing companies, including those providing electronic data interchange (“EDI”), and/or internet-based services and those providing services through other means, such as paper and fax; (ii) healthcare information system vendors that support providers and payers and their revenue and payment cycle management and clinical information exchange processes, including physician and dental practice management, hospital information and electronic medical record system vendors; (iii) large information technology and healthcare consulting service providers; (iv) health insurance companies, pharmacy benefit management companies, hospital management companies and pharmacies that provide or are developing electronic transaction and payment distribution services for use by providers and/or by their members and customers; (v) healthcare payments and communication solutions providers, including financial institutions and payment processors that have invested in healthcare data management assets and print and mail vendors; (vi) government program eligibility and enrollment services companies; (vii) payment integrity companies; (viii) consumer engagement and transparency companies; and (ix) providers of healthcare risk adjustment, quality and other data and analytics solutions. In addition, major software, hardware, information systems and business process outsourcing companies, both with and without healthcare companies as their partners, offer or have announced their intention to offer products or services that are competitive with solutions that we offer.

Within certain of the markets in which we operate, we face competition from entities that are significantly larger and have greater financial resources than we do and have established reputations for success. Other companies have targeted these markets for growth, including by developing new technologies utilizing internet-based systems. We may not be able to compete successfully with these companies and these or other competitors may commercialize products, services or technologies that render our products, services or technologies obsolete or less marketable.

Some of our customers compete with us and some, instead of using a third-party provider, perform internally some of the same services that we offer.

Some of our existing customers compete with us or may plan to do so or belong to alliances that compete with us or plan to do so, either with respect to the same solutions we provide to them or with respect to some of our other lines of business. For example, some of our payer customers currently offer—through affiliated clearinghouses, web portals and other means—electronic data transmission services to providers that allow the provider to bypass third-party EDI service providers such as us, and additional payers may do so in the future. The ability of payers to replicate our solutions may adversely affect the terms and conditions we are able to negotiate in our agreements with them and our transaction volume with them, which directly relates to our revenues. We may not be able to maintain our existing relationships for connectivity services with payers or develop new relationships on satisfactory terms, if at all. In addition, some of our solutions allow payers and providers to outsource business processes that they have been or could be performing internally and, in order for us to be able to compete, use of our solutions must be more efficient for them than use of internal resources.

If we are unable to retain our existing customers, our business, financial condition and results of operations could suffer.

Our success depends substantially upon the retention of our customers, particularly due to our recurring revenue model. We may not be able to retain some of our existing customers if we are unable to continue to provide solutions that our payer customers believe enable them to achieve improved efficiencies and cost-effectiveness, and that our provider and pharmacy customers believe allow them to more effectively manage their revenue cycle, increase reimbursement rates and improve cash flows. We also may not be able to retain customers if our electronic and/or paper-based solutions contain errors or otherwise fail to perform properly, if our pricing structure is no longer competitive or upon expiration of our contracts. Historically, we have enjoyed high customer retention rates; however, we may not be able to maintain high retention rates in the future. Our recurring revenues depend in part upon maintaining this high customer retention rate, and if we are unable to maintain our historically high customer retention rate, our business, financial condition and results of operations could be adversely impacted.

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If we are unable to connect to a large number of payers and providers, our solutions would be limited and less desirable to our customers.

Our business largely depends upon our ability to connect electronically to a substantial number of payers, such as insurance companies, Medicare and Medicaid agencies and pharmacy benefit managers, and providers, such as hospitals, physicians, dentists, laboratories and pharmacies. The attractiveness of some of the solutions we offer to providers, such as our claims management and submission services, depends in part on our ability to connect to a large number of payers, which allows us to streamline and simplify workflows for providers. These connections may be made either directly or through a clearinghouse. We may not be able to maintain our links with a large number of payers on terms satisfactory to us and we may not be able to develop new connections, either directly or through other clearinghouses, on satisfactory terms. The failure to maintain these connections could cause our solutions to be less attractive to our provider customers. In addition, our payer customers view our connections to a large number of providers as essential in allowing them to receive a high volume of transactions and realize the resulting cost efficiencies through the use of our solutions. Our failure to maintain existing connections with payers, providers and other clearinghouses or to develop new connections as circumstances warrant, or an increase in the utilization of direct links between payers and providers, could cause our electronic transaction processing systems to be less desirable to healthcare constituents, which would reduce the number of transactions that we process and for which we are paid, resulting in a decrease in revenues and an adverse effect on our financial condition and results of operations.

The failure to maintain our relationships with our channel partners or significant changes in the terms of the agreements we have with them may have an adverse effect on our ability to successfully market our solutions.

We have entered into contracts with our channel partners to market and sell some of our solutions. Most of these contracts are on a non-exclusive basis. However, under contracts with some of our channel partners, we may be bound by provisions that restrict our ability to market and sell our solutions to potential customers. Our arrangements with some of these channel partners involve negotiated payments to them based on percentages of revenues they generate. If the payments prove to be too high, we may be unable to realize acceptable margins, but if the payments prove to be too low, the channel partners may not be motivated to produce a sufficient volume of revenues. The success of these contractual arrangements will depend in part upon the channel partners’ own competitive, marketing and strategic considerations, including the relative advantages of using alternative products being developed and marketed by them or our competitors. If any of these channel partners are unsuccessful in marketing our solutions or seek to amend the financial or other terms of the contracts we have with them, we will need to broaden our marketing efforts to increase focus on the solutions they sell and alter our distribution strategy, which may divert our planned efforts and resources from other projects. In addition, as part of the packages these channel partners sell, they may offer a choice to their customers between solutions that we supply and similar solutions offered by our competitors or by the channel partners directly. If our solutions are not chosen for inclusion in these packages, the revenues we earn from our channel partner relationships will decrease. Lastly, we could be subject to claims and liability, as a result of the activities, products or services of these channel partners or other resellers of our solutions. Even if these claims do not result in liability to us, investigating and defending these claims could be expensive, time-consuming and result in adverse publicity that could harm our business.

Our business and future success may depend on our ability to cross-sell our solutions.

Our ability to generate revenue and growth partly depends on our ability to cross-sell our solutions to our existing customers and new customers. We expect our ability to successfully cross-sell our solutions will be one of the most significant factors influencing our growth. We may not be successful in cross-selling our solutions because our customers may find our additional solutions unnecessary or unattractive. Our failure to sell additional solutions to existing customers could affect our ability to grow our business.

We have faced and will continue to face pressure to reduce our prices, which may reduce our margins, profitability and competitive position.

As electronic transaction processing further penetrates the healthcare market or becomes highly standardized, competition among electronic transaction processors is increasingly focused on pricing. This competition has placed, and could place further pressure on us to reduce our prices in order to retain market share. If we are unable to reduce our costs sufficiently to offset declines in our prices, or if we are unable to introduce new innovative offerings with higher margins, our results of operations could decline.

In addition, many healthcare industry constituents are consolidating to create integrated healthcare delivery systems with greater market power. As provider networks, such as hospitals, and payer organizations, such as private insurance companies, consolidate, competition to provide the types of solutions we provide may become more intense and the importance of establishing and maintaining relationships with key healthcare industry constituents could become more significant. These healthcare industry constituents have, in the past, and may, in the future, try to use their market power to negotiate price reductions for our solutions. If we are forced to reduce prices, our margins will decrease and our results of operations will decline, unless we are able to achieve corresponding reductions in expenses.

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Our ability to generate revenue could suffer if we do not continue to update and improve our existing solutions and develop new ones.

We must improve the functionality of our existing solutions in a timely manner and introduce new and valuable healthcare information technology and service solutions in order to respond to technological and regulatory developments and, thereby, retain existing customers and attract new ones. For example, from time to time, government agencies may alter format and data code requirements applicable to electronic transactions. In addition, our customers sometimes request that our solutions be customized to satisfy particular security protocols, modifications and other contractual terms in excess of industry norms and our standard configurations. These customer imposed requirements may impact the profitability of particular solutions and customer engagements. We may not be successful in responding to technological and regulatory developments or changing customer needs. The pace of change in the markets we serve is rapid, and there are frequent new product and service introductions by our competitors and channel partners who use our solutions in their offerings. If we do not respond successfully to technological and regulatory changes, as well as evolving industry standards and customer demands, our solutions may become obsolete. Technological changes also may result in the offering of competitive solutions at lower prices than we are charging for our solutions, which could result in our losing sales unless we lower the prices we charge. If we do lower our prices on some of our solutions, we will need to increase our margins on these solutions in order to maintain our overall profitability. In addition, the solutions we develop or license may not be able to compete with the alternatives available to our customers.

Our business will suffer if we fail to successfully integrate acquired businesses and technologies or to appropriately assess the risks in particular transactions.

We have historically acquired and, in the future, plan to acquire, businesses, technologies, services, product lines and other assets. The successful integration of any businesses and assets we acquire into our operations, on a cost-effective basis, can be critical to our future performance. The amount and timing of the expected benefits of any acquisition, including potential synergies, are subject to significant risks and uncertainties. These risks and uncertainties include, but are not limited to, those relating to:

• our ability to maintain relationships with the customers of the acquired business;

• our ability to cross-sell solutions to customers with which we have established relationships and those with which the acquired businesses have established relationships;

• our ability to retain or replace key personnel of the acquired business;

• potential conflicts in payer, provider, pharmacy, vendor or marketing relationships;

• our ability to coordinate organizations that are geographically diverse and may have different business cultures; and

• compliance with regulatory and other requirements.

We cannot guarantee that any acquired businesses will be successfully integrated with our operations in a timely or cost-effective manner, or at all. Failure to successfully integrate acquired businesses or to achieve anticipated operating synergies, revenue enhancements or cost savings could have an adverse effect on our business, financial condition and results of operations.

Although our management attempts to evaluate the risks inherent in each transaction and to evaluate acquisition candidates appropriately, we may not properly ascertain all such risks and the acquired businesses and assets may not perform as we expect or enhance the value of our company as a whole. Acquired companies or businesses also may have larger than expected liabilities that are not covered by the indemnification, if any, that we are able to obtain from the sellers. Furthermore, the historical financial statements of the companies we have acquired or may acquire in the future are prepared by management of such companies and are not independently verified by our management. In addition, any pro forma financial statements prepared by us to give effect to such acquisitions may not accurately reflect the results of operations of such companies that would have been achieved had the acquisition of such entities been completed at the beginning of the applicable periods. Finally, there are no assurances that we will continue to acquire businesses at valuations consistent with our prior acquisitions or that we will complete acquisitions at all.

Achieving market acceptance of new or updated solutions is necessary in order for them to become profitable and will likely require significant efforts and expenditures.

Our future financial results will depend in part on whether our new or updated solutions receive sufficient customer acceptance. These solutions include, without limitation:

• electronic billing, payment and remittance services for payers, providers and patients that complement our existing payment and communication services;

• electronic prescriptions from healthcare providers to pharmacies and pharmacy benefit managers;

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• our other pre- and post-adjudication services for payers and providers;

• payment integrity and fraud, waste and abuse services for payers and providers;

• government program eligibility and enrollment services for providers;

• accounts receivable management, denial management, appeals and collection improvement services for providers;

• healthcare and information technology consulting services for payers;

• decision support, clinical information exchange or other business intelligence and data analytics solutions;

• consumer engagement and transparency services; and

• healthcare risk adjustment and quality solutions.

Achieving market acceptance for new or updated solutions is likely to require substantial marketing efforts and expenditure of significant funds to create awareness and demand by constituents in the healthcare industry. In addition, deployment of new or updated solutions may require the use of additional resources for training our existing sales force and customer service personnel and for hiring and training additional salespersons and customer service personnel. Failure to achieve broad penetration in target markets with respect to new or updated solutions could have an adverse effect on our business prospects and financial results.

An economic downturn or volatility could have a material adverse effect on our business, financial condition and results of operations.

The United States economy has experienced significant economic uncertainty and volatility during recent years. A weakening of economic conditions could lead to reductions in demand for our solutions. For example, our revenues can be adversely affected by the impact of lower healthcare utilization trends driven by high unemployment and other economic factors. Further, weakened economic conditions or a recession could reduce the amount of income patients are able to spend on healthcare services. As a result, patients may elect to delay or forgo seeking healthcare services, which could further reduce healthcare utilization and our transaction volumes or decrease payer and provider demand for our solutions. Also, high unemployment rates could cause commercial payer membership to decline which also could lessen healthcare utilization and decrease our transaction volumes. In addition, as a result of volatile or uncertain economic conditions, we may experience the negative effects of increased financial pressures on our payer and provider customers. For instance, our business, financial condition and results of operations could be negatively impacted by increased competitive pricing pressure and a decline in our customers’ credit worthiness, which could result in us incurring increased bad debt expense. If we are not able to timely and appropriately adapt to changes resulting from a weak economic environment, our business, results of operations and financial condition may be materially and adversely affected.

There are increased risks of performance problems during times when we are making significant changes to our solutions or to systems we use to provide services. In addition, implementation of our solutions and cost savings initiatives may cost more, may not provide the benefits expected, may take longer than anticipated or may increase the risk of performance problems.

In order to respond to technological and regulatory changes and evolving industry standards, our solutions must be continually updated and enhanced. The software and systems that we use to provide services are inherently complex and, despite testing and quality control, we cannot be certain that errors will not be found in any changes, enhancements, updates and new versions that we market or use. Even if new or modified solutions do not have performance problems, our technical and customer service personnel may have difficulties in installing them or in providing any necessary training and support to customers.

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Implementation of changes in our technology and systems may cost more or take longer than originally expected and may require more testing than initially anticipated. While new hardware and software will be tested before it is used in production, we cannot be sure that the testing will uncover all problems that may occur in actual use. If significant problems occur as a result of these changes, we may fail to meet our contractual obligations to customers, which could result in claims being made against us or in the loss of customer relationships. In addition, changes in our technology and systems may not provide the additional functionality or other benefits that were expected.

In addition, we also periodically implement efficiency measures and other cost saving initiatives to improve our operating performance. These efficiency measures and other cost saving initiatives may not provide the benefits anticipated or do so in the time frame expected. Implementation of these measures also may increase the risk of performance problems due to unforeseen impacts on our organization, systems and processes.

Disruptions in service or damages to our data or other operation centers, or other software or systems failures, could adversely affect our business.

Our data and operation centers are essential to our business. Our operations depend on our ability to maintain and protect our computer systems, many of which are located in our primary data centers that we operate in Memphis and Nashville, Tennessee. We have consolidated several satellite data centers and plan to continue such consolidation. Our business and results of operations are also highly dependent on our payment and communication operations, which are primarily conducted in Bridgeton, Missouri and Toledo, Ohio. We conduct business continuity planning and maintain insurance against fires, floods, other natural disasters and general business interruptions to mitigate the adverse effects of a disruption, relocation or change in operating environment; however, the situations we plan for and the amount of insurance coverage may not be adequate in any particular case. The occurrence of any of these events could result in interruptions, delays or cessations in service to users of our solutions, which could impair or prohibit our ability to provide our solutions, reduce the attractiveness of our solutions to our customers and adversely impact our financial condition and results of operations.

We also rely on a limited number of suppliers and contractors to provide us with a variety of solutions, including telecommunications and data processing services necessary for our transaction services and processing functions and software developers for the development and maintenance of certain software products we use to provide our solutions. If these suppliers do not fulfill their contractual obligations or choose to discontinue their products or services, our business and operations could be disrupted, our brand and reputation could be harmed and our financial condition and operating results could be adversely affected.

If the security measures protecting our information technology systems are breached or fail, we could be subject to liability, and customers may curtail or stop using our solutions.

Our business relies to a significant degree upon the secure electronic transmission, use and storage of sensitive information, including personal health information, financial information and other confidential data. Despite the implementation of security measures, our infrastructure, data centers and systems that we interface with, including the internet and related systems and our vendors, may be vulnerable to physical break-ins, hackers, improper employee or contractor access, computer viruses, programming errors, denial-of-service attacks, terrorist attacks or other attacks by third parties or similar disruptive problems. We cannot predict whether our security measures will be adequate to prevent all possible security threats. Any of these events, including the unauthorized access, misappropriation, disclosure or loss of sensitive information, including financial or personal health information, or a significant disruption of our network, could adversely affect our ability to provide our solutions and fulfill contractual demands, could require us to devote significant financial and other resources to mitigate such problems and could increase our future security costs, including through organizational changes, deploying additional personnel and protection technologies, further training of employees and engaging third party experts and consultants. Moreover, unauthorized access, use or disclosure of certain confidential information in our possession could result in civil or criminal liability or regulatory action, including potential fines and penalties, as well as costs relating to required notifications, credit monitoring services and other necessary expenses. In addition, any actual or perceived breach of our security measures may deter customers from using or purchasing our solutions in the future. The occurrence of any of these events could disrupt our business and operations or harm our brand and reputation, either of which could adversely affect our financial condition and operating results.

Recently, there have been a number of high profile security breaches involving the improper dissemination of personal information of individuals both within and outside of the healthcare industry. Lawsuits resulting from these security breaches have sought significant monetary damages. While we maintain liability insurance coverage, claims could exceed the amount of our applicable insurance coverage, if any, or this coverage may not continue to be available on acceptable terms or in sufficient amounts.

We may be liable to our customers and may lose customers if we provide poor service, if our solutions do not comply with our agreements or if our software solutions or transmission systems contain errors or experience failures.

We must meet our customers’ service level expectations and our contractual obligations with respect to our solutions. Failure to do so could subject us to liability, as well as cause us to lose customers. In some cases, we rely upon third-party contractors to assist us

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in providing our solutions. Our ability to meet our contractual obligations and customer expectations may be impacted by the performance of our third-party contractors and their ability to comply with applicable laws and regulations. For example, our electronic payment and remittance solutions depend in part on the ability of our vendors to comply with applicable banking, financial service and payment card industry requirements and their failure to do so could cause an interruption in the solutions we provide or require us to seek alternative solutions or relationships.

Errors in the software and systems we use to provide services to customers also could cause serious problems for our customers. In addition, because of the large amount of data we collect and manage, it is possible that hardware failures and errors in our systems would result in data loss or corruption or cause the information that we collect to be incomplete or contain inaccuracies that our customers could regard as significant. For example, errors in our transaction processing systems can result in payers paying the wrong amount, making payments to the wrong payee or delaying payments. Since some of our solutions relate to laboratory ordering and reporting and electronic prescriptions, an error in our systems also could result in injury to a patient. If problems like these occur, our customers may seek compensation from us or may seek to terminate their agreements with us, withhold payments due to us, seek refunds from us of part or all of the fees charged under our agreements, request a loan or advancement of funds or initiate litigation or other dispute resolution procedures. In addition, we may be subject to claims against us by others affected by any such problems.

Our activities and the activities of our third party contractors involve the storage, use and transmission of financial and personal health information. Accordingly, security breaches of our or their computer systems or at our print and mail operation centers could expose us to a risk of loss or litigation, government enforcement actions and contractual liabilities. We cannot be certain that contractual provisions attempting to limit our liability in these areas will be successful or enforceable, or that other parties will accept such contractual provisions as part of our agreements. Any security breaches also could impact our ability to provide our solutions, as well as impact the confidence of our customers in our solutions, either of which could have an adverse effect on our business, financial condition and results of operations.

We attempt to limit, by contract, our liability for damages arising from our negligence, errors, mistakes or security breaches. However, contractual limitations on liability may not be enforceable or may otherwise not provide sufficient protection to us from liability for damages. We maintain liability insurance coverage, including coverage for errors and omissions. It is possible, however, that claims could exceed the amount of our applicable insurance coverage, if any, or that this coverage may not continue to be available on acceptable terms or in sufficient amounts. Even if these claims do not result in liability to us, investigating and defending against them could be expensive and time consuming and could divert management’s attention away from our operations. In addition, negative publicity caused by these events may negatively impact market acceptance of our solutions, including unrelated solutions, or may harm our reputation and our business.

Recent and future developments in the healthcare industry could adversely affect our business.

Almost all of our revenue is either derived from the healthcare industry or could be affected by changes in healthcare spending. The healthcare industry is highly regulated and subject to changing political, legislative, regulatory and other influences. For example, the Patient Protection and Affordable Care Act, as amended by the Health Care and Education Reconciliation Act of 2010 (“ACA”) changes how healthcare services are covered, delivered and reimbursed through expanded coverage of uninsured individuals, reduced Medicare program spending and insurance market reforms. ACA seeks to increase health insurance coverage through the expansion of Medicaid, establishment of health insurance exchanges to facilitate the purchase of health insurance by individuals and small employers, imposing penalties on individuals who do not obtain health insurance and imposing fines on employers with 50 or more full-time employees that do not offer employees health insurance. ACA insurance market reforms include increased dependent coverage, prohibitions on excluding individuals based on pre-existing conditions and mandated minimum medical loss ratios for health plans. In addition, ACA provides for significant new taxes, including an industry user tax paid by health insurance companies, as well as an excise tax on health insurers and employers offering high cost health coverage plans. ACA also imposes significant Medicare Advantage funding cuts and material reductions to Medicare and Medicaid program spending. ACA further provides for additional resources to combat healthcare fraud, waste and abuse and also requires the United States Department of Health and Human Services (“HHS”) to adopt additional standards for electronic transactions and to establish operating rules to promote uniformity in the implementation of each standardized electronic transaction.

While many of the provisions of ACA are not directly applicable to us, ACA affects the business of our payer, provider and pharmacy customers and the Medicaid programs of the states with which we have contracts. The provisions of ACA that are designed to expand health coverage potentially could result in an overall increase in transactions for our business and demand for our solutions; however, our customers may attempt to reduce spending to offset the increased costs associated with meeting the various ACA insurance market reforms. Likewise, as the Medicare payment reductions and other reimbursement changes impact our customers, our customers may attempt to seek price concessions from us or reduce their use of our solutions. Thus, ACA may result in a reduction of expenditures by customers or potential customers in the healthcare industry, which could have an adverse effect on our business, financial condition and results of operations. Further, we may experience increased costs from responding to new standardized transaction and implementation rules and our customers’ needs. In addition, implementation of the employer mandate was delayed for most employers until January 1, 2015 and will not be implemented for all employers until January 1, 2016. States may opt out of the Medicaid expansion, and the number of states that will ultimately participate and under what terms is not clear. The full impact of

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ACA, including its impact on our government eligibility and enrollment services offerings, is difficult to predict due to uncertainty regarding how many states will ultimately implement the Medicaid expansion, as well as the law’s complexity, lack of implementing regulations for all of the law’s provisions or limited interpretive guidance, remaining or new court challenges, implementation issues and the possibility of further delays, amendments or repeal.

Moreover, there are currently numerous federal, state and private initiatives and studies seeking ways to increase the use of information technology in healthcare as a means of improving care and reducing costs. For example, the American Recovery and Reinvestment Act of 2009 (“ARRA”) included federal subsidies that began in 2011 for eligible hospitals and eligible professionals that adopt and meaningfully use certified electronic health record (“EHR”) technology, and through December 2014 approximately $28 billion in payments have been distributed. These initiatives may result in additional or costly legal or regulatory requirements that are applicable to us and our customers, may encourage more companies to enter our markets, may provide advantages to our competitors and may result in the development of technology solutions that compete with ours. Any such initiatives also may result in a reduction of expenditures by customers or potential customers in the healthcare industry, which could have an adverse effect on our business.

In addition, other general reductions in expenditures by healthcare industry constituents could result from, among other things:

• government regulation or private initiatives that affect the manner in which providers interact with patients, payers or other healthcare industry constituents, including changes in pricing or means of delivery of healthcare solutions;

• reductions in governmental funding for healthcare, in addition to reductions required by ACA, such as reductions resulting from the Budget Control Act of 2011, which requires automatic spending reductions of $1.2 trillion for federal fiscal years 2013 through 2021, minus any deficit reductions enacted by Congress and debt service costs, and laws that extend these cuts through federal fiscal year 2025; and

• adverse changes in business or economic conditions affecting payers, providers, pharmaceutical companies, medical device manufacturers or other healthcare industry constituents.

Even if general expenditures by healthcare industry constituents remain the same or increase, other developments in the healthcare industry may result in reduced spending on information technology and services or in some or all of the specific markets we serve or are planning to serve. In addition, our customers’ expectations regarding pending or potential healthcare industry developments also may affect their budgeting processes and spending plans with respect to the types of solutions we provide. For example, use of our solutions could be affected by:

• changes in the billing patterns of providers;

• changes in the design of health insurance plans;

• changes in the contracting methods payers use in their relationships with providers;

• decreases in marketing expenditures by pharmaceutical companies or medical device manufacturers, as a result of governmental regulation or private initiatives that discourage or prohibit promotional activities by pharmaceutical or medical device companies; and

• successful implementation of government programs that streamline and standardize eligibility enrollment processes could result in decreased pricing or demand for our eligibility and enrollment solutions.

The healthcare industry has changed significantly in recent years, and we expect that significant changes will continue to occur. The timing and impact of developments in the healthcare industry are difficult to predict. Furthermore, we are unable to predict how providers, payers, pharmacies and other healthcare market participants will respond to the various reform provisions contained in ACA, some of which are not yet fully implemented and could be further delayed, repealed or blocked. We cannot be sure that the markets for our solutions will continue to exist at current levels or that we will have adequate technical, financial and marketing resources to react to changes in those markets.

Government regulation, industry standards and other requirements creates risks and challenges with respect to our compliance efforts and our business strategies.

The healthcare industry is highly regulated and subject to frequently changing regulatory and other requirements. Many healthcare laws and regulations are complex, and their application to specific services and relationships may not be clear. Because our customers are required to comply with these requirements, we may be impacted as a result of our contractual obligations even when we are not directly subject to them. For many of these requirements, there is little history of regulatory or judicial interpretation upon which to rely. In particular, many existing healthcare laws and regulations, when enacted, did not anticipate the healthcare information solutions that we provide, and these laws and regulations may be applied to our solutions in ways that we do not anticipate. ACA and other federal and state efforts to reform or revise aspects of the healthcare industry or to revise or create additional statutory and

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regulatory requirements could impact our operations, the use of our solutions and our ability to market new solutions, or could create unexpected liabilities for us. We also may be impacted by non-healthcare laws, industry standards and other requirements as a result of some of our solutions. For example, laws, regulations and industry standards regulating the banking and financial services industry may impact our operations as a result of the electronic payment and remittance services we offer directly or through third-party vendors. We are unable to predict what changes to laws, regulations and other requirements might be made in the future or how those changes could affect our business or the costs of compliance.

We have attempted to structure our operations to comply with legal and other requirements applicable to us directly and to our customers and third-party contractors, but there can be no assurance that our operations will not be challenged or impacted by enforcement initiatives. We have been and may in the future become involved in routine, regular and special governmental investigations, audits, reviews and assessments. Certain of our businesses have been reviewed or are currently under review, including for compliance with coding and other requirements under the Medicare risk-adjustment model. Any determination by a court or agency that our solutions violate, or cause our customers to violate, applicable laws, regulations or other requirements could subject us or our customers to civil or criminal penalties. Such a determination also could require us to change or terminate portions of our business, disqualify us from serving customers who are or do business with government entities or cause us to refund some or all of our service fees or otherwise compensate our customers. In addition, failure to satisfy laws, regulations or other requirements could adversely affect demand for our solutions and could force us to expend significant capital, research and development and other resources to address the failure. Even an unsuccessful challenge by regulatory and other authorities or private whistleblowers could be expensive and time consuming, could result in loss of business, exposure to adverse publicity and injury to our reputation and could adversely affect our ability to retain and attract customers. Laws, regulations and other requirements impacting our operations include the following:

• HIPAA Privacy and Security Requirements. There are numerous federal and state laws and regulations related to the privacy and security of personal health information. In particular, regulations promulgated pursuant to the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) establish privacy and security standards that limit the use and disclosure of individually identifiable health information (known as “protected health information”) and require the implementation of administrative, physical and technological safeguards to protect the privacy of protected health information and ensure the confidentiality, integrity and availability of electronic protected health information. We are directly subject to certain provisions of the regulations as a “Business Associate” through our relationships with customers. We are also directly subject to the HIPAA privacy and security regulations as a “Covered Entity” with respect to our operations as a healthcare clearinghouse and with respect to our clinical care visit services.

The privacy regulations established under HIPAA also provide patients with rights related to understanding and controlling how their health information is used and disclosed. To the extent permitted by applicable privacy regulations and our contracts with our customers, we may use and disclose protected health information to perform our services and for other limited purposes, such as creating de-identified information, but other uses and disclosures, such as marketing communications, require written authorization from the individual or must meet an exception specified under the privacy regulations. Determining whether data has been sufficiently de-identified to comply with the HIPAA privacy standards and our contractual obligations may require complex factual and statistical analyses and may be subject to interpretation.

If we are unable to properly protect the privacy and security of protected health information entrusted to us, we could be found to have breached our contracts with our customers. Further, if we fail to comply with applicable HIPAA privacy and security standards, we could face civil and criminal penalties. HHS is required to perform compliance audits and has announced its intent to perform audits in 2015. In addition to enforcement by HHS, state attorneys general are authorized to bring civil actions seeking either injunctions or damages in response to violations that threaten the privacy of state residents. HHS has the discretion to impose penalties without being required to attempt to resolve violations through informal means, such as implementing a corrective action plan. Although we have implemented and maintain policies and processes to assist us in complying with these regulations and our contractual obligations, we cannot provide assurance regarding how these standards will be interpreted, enforced or applied to our operations.

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• Other Privacy and Security Requirements. In addition to HIPAA, numerous other state and federal laws govern the collection, dissemination, use, access to and confidentiality of personal health information and healthcare provider information. Some states also are considering new laws and regulations that further protect the confidentiality, privacy and security of personal records or other types of medical information. In many cases, these state laws are not preempted by the HIPAA privacy standards and may be subject to interpretation by various courts and other governmental authorities. Further, the United States Congress and a number of states have considered prohibitions or limitations on the disclosure of medical or other information to individuals or entities located outside of the United States.

• Data Protection and Breaches. In recent years, there have been a number of well-publicized data breaches involving the improper dissemination of personal information of individuals both within and outside of the healthcare industry. Many states have responded to these incidents by enacting laws requiring holders of personal information to maintain safeguards and take certain actions in response to a data breach, such as providing prompt notification of the breach to affected individuals. In many cases, these laws are limited to electronic data, but states are increasingly enacting or considering stricter and broader requirements. Under HIPAA, Covered Entities must report breaches of unsecured protected health information to affected individuals without unreasonable delay but not to exceed 60 days following discovery of the breach by a Covered Entity or its agents. Notification also must be made to HHS and, in certain circumstances involving large breaches, to the media. Business Associates must report breaches of unsecured protected health information to Covered Entities within 60 days of discovery of the breach by the Business Associate or its agents. A non-permitted use or disclosure is presumed to be a breach unless the Covered Entity or Business Associate establishes that there is a low probability the protected health information has been compromised. This presumption and the standard for determining whether a non-permitted use or disclosure constitutes a breach will likely result in a greater number of incidents involving the non-permitted use and disclosure of unsecured protected health information being classified as breaches and, thus, a greater number of required notifications

In addition, the Federal Trade Commission (“FTC”) has prosecuted certain data breach cases as unfair and deceptive acts or practices under the Federal Trade Commission Act. Further, by regulation, the FTC requires creditors, which may include some of our customers, to implement identity theft prevention programs to detect, prevent and mitigate identity theft in connection with customer accounts. Although Congress passed legislation that restricts the definition of “creditor” and exempts many healthcare providers from complying with this rule, we may be required to apply additional resources to our existing process to assist our affected customers in complying with this rule.

We have implemented and maintain physical, technical and administrative safeguards intended to protect all personal data and have processes in place to assist us in complying with all applicable laws and regulations regarding the protection of this data and properly responding to any security breaches or incidents; however, we cannot be sure that these safeguards are adequate to protect all personal data or assist us in complying with all applicable laws and regulations regarding the protection of personal data and responding to any security breaches or incidents.

• HIPAA Transaction and Identifier Standards. HIPAA and its implementing regulations mandate format and data content standards and provider identifier standards (known as the National Provider Identifier) that must be used in certain electronic transactions, such as claims, payment advice and eligibility inquiries. As required by ACA, HHS has established standards that health plans must use for electronic fund transfers with providers, has established operating rules for certain transactions and is in the process of establishing operating rules to promote uniformity in the implementation of the remaining types of covered transactions. ACA also requires HHS to establish standards for health claims attachment transactions. Further, HHS adopted updated standard code sets for diagnoses and procedures known as the ICD-10 code sets. The use of the ICD-10 code sets became required on October 1, 2015.

HHS has established a unique health plan identifier for health plans and that Covered Entities must use to identify health plans in standardized transactions beginning on November 7, 2016. HHS also has established an “other entity identifier” that entities involved in healthcare transactions that are not health plans, providers or individuals may opt to obtain and use.

Although our systems are capable of transmitting transactions that comply with requirements currently in effect, we will be required to modify our systems to accommodate new requirements. We have been modifying and will continue to modify our systems and processes to prepare for and implement changes to the transaction standards, code sets operating rules and identifier requirements; however, we may not be successful in responding to these changes and any responsive changes we make to our systems and software may result in errors or otherwise negatively impact our service levels. In addition, the compliance dates for new or modified transaction standards, operating rules and identifiers may overlap, which may further burden our resources.

We also may experience complications related to supporting customers that are not fully compliant with the revised requirements as of the applicable compliance or enforcement date. Some payers and healthcare clearinghouses with which we conduct business interpret HIPAA transaction requirements differently than we do or may require us to use legacy formats or include legacy identifiers as they transition to full compliance. For example, we continue to process transactions

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using legacy identifiers for non-Medicare claims that are sent to us to the extent that the intended recipients have not instructed us to suppress those legacy identifiers. Where payers or healthcare clearinghouses require conformity with their interpretations or require us to accommodate legacy transactions or identifiers as a condition of successful transactions, we seek to comply with their requirements, but may be subject to enforcement actions as a result. We continue to work with payers, providers, practice management system vendors and other healthcare industry constituents to implement the transaction standards and identifier standards. We cannot provide assurance regarding how the Centers for Medicare and Medicaid Services (“CMS”) will enforce the transaction and identifier standards or how CMS will view our practice of accommodating requests to process transactions that include legacy formats or identifiers for non-Medicare claims. Any regulatory change, clarification or enforcement action by CMS that prohibited the processing by healthcare clearinghouses or private payers of transactions containing legacy formats or identifiers could have an adverse effect on our business.

• Electronic Health Records. Medicare and Medicaid incentive payments are available for eligible hospitals and eligible professionals that adopt and meaningfully use EHR technology. Beginning in 2015, eligible hospitals and eligible professionals who fail to attest to the meaningful use of EHR technology will face reductions in Medicare payments. These incentives and the risk of reduced Medicare payments promote the adoption of EHR technology which may impact our business.

• Anti-Kickback and Anti-Bribery Laws. A number of federal and state laws govern patient referrals, financial relationships with physicians and other referral sources and inducements to providers and patients, including restrictions contained in amendments to the Social Security Act, commonly known as the “federal Anti-Kickback Law.” The federal Anti-Kickback Law prohibits any person or entity from offering, paying, soliciting or receiving, directly or indirectly, anything of value with the intent of generating referrals of patients covered by Medicare, Medicaid or other federal healthcare programs. Violation of the federal Anti-Kickback Law is a felony. The federal Anti-Kickback Law contains a limited number of exceptions, and the Office of the Inspector General of HHS has created regulatory safe harbors to the federal Anti-Kickback Law. Activities that comply precisely with a safe harbor are deemed protected from prosecution under the federal Anti-Kickback Law. Failure to meet a safe harbor does not automatically render an arrangement illegal under the Anti-Kickback Law. The arrangement, however, does risk increased scrutiny by government enforcement authorities, based on its particular facts and circumstances. Our contracts and other arrangements may not meet an exception or a safe harbor.

Many states also have similar anti-kickback laws that are not necessarily limited to items or services for which payment is made by a federal healthcare program. The laws in this area are both broad and vague and generally are not subject to frequent regulatory or judicial interpretation. We review our practices with regulatory experts in an effort to comply with all applicable laws and regulatory requirements.

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However, we are unable to predict how these laws will be interpreted or the full extent of their application, particularly to services that are not directly reimbursed by federal healthcare programs, such as transaction processing services. Any determination by a state or federal regulatory agency that any of our activities or those of our customers or vendors violate any of these laws could subject us to civil or criminal penalties, could require us to change or terminate some portions of our business, could require us to refund a portion of our service fees, could disqualify us from providing services to customers who are or do business with government programs and could have an adverse effect on our business. Even an unsuccessful challenge by regulatory authorities of our activities could result in adverse publicity and could require a costly response from us.

• False or Fraudulent Claim Laws. We provide claims processing and other solutions to providers that relate to, or directly involve, the reimbursement of health services covered by Medicare, Medicaid, other federal healthcare programs and private payers. In addition, as part of our data transmission and claims submission services, we may employ certain edits, using logic, mapping and defaults, when submitting claims to third-party payers. Such edits are utilized when the information received from providers is insufficient to complete individual data elements requested by payers. We also provide services including risk analytics services, chart reviews, clinical care visits, audit functions and enrollment and eligibility services, to Medicaid and Medicare managed care plans, commercial plans and other entities. These services, which include identifying diagnosis codes with respect to hierarchical condition categories, impact the amounts paid by Medicare and Medicaid to managed care plans.

As a result of these aspects of our business, we may be subject to, or contractually required to comply with, numerous federal and state laws that prohibit false or fraudulent claims. False or fraudulent claims include, but are not limited to, billing for services not rendered, making or causing to be made or used a false record or statement that is material to a false claim, failing to refund known overpayments, misrepresenting actual services rendered, improper coding and billing for medically unnecessary items or services. Some of these laws, including restrictions contained in amendments to the Social Security Act, commonly known as the federal Civil Monetary Penalty Law, require a lower burden of proof than other fraud, waste and abuse laws. Federal and state governments increasingly use the federal Civil Monetary Penalty Law, especially where they believe they cannot meet the higher burden of proof requirements under the various criminal healthcare fraud provisions.

In addition, the federal False Claims Act (“FCA”) and some state false claims laws provide significant civil and criminal penalties for noncompliance and can be enforced by private individuals through “whistleblower” or qui tam actions on behalf of the government alleging that the defendant has defrauded the government. For example, the federal Civil Monetary Penalty Law provides for penalties ranging from $10,000 to $50,000 per prohibited act and assessments of up to three times the amount claimed or received. Further, violations of the FCA are punishable by treble damages and penalties of up to $11,000 per false claim, and whistleblowers may receive a share of amounts recovered. Civil penalties also may be imposed for the failure to report and return an overpayment made by the federal government within 60 days of identifying the overpayment and also may result in liability under the FCA. ACA provides that submission of a claim for an item or service generated in violation of the Anti-Kickback Law constitutes a false or fraudulent claim under the FCA. Whistleblowers and the federal government have taken the position and some courts have held, that providers who allegedly have violated other statutes, such as the Stark Law, have thereby submitted false claims under the FCA. We rely on our customers to provide us with accurate and complete information and to appropriately use analytics, codes, reports and other information in connection with the services we provide.

From time to time, constituents in the healthcare industry, including us, may be subject to actions under the FCA or other fraud, waste and abuse provisions, such as the federal Civil Monetary Penalty Law. Errors and the unintended consequences of data manipulations by us or our systems with respect to entry, formatting, preparation or transmission of claims, coding, audit, eligibility and other information may be determined or alleged to be in violation of these laws and regulations or could adversely impact the compliance of our customers. Although we believe our editing and other processes are consistent with applicable reimbursement rules and industry practice, a court, enforcement agency or whistleblower could challenge these practices. In addition, we cannot guarantee that state and federal agencies will regard any billing errors we process or make as inadvertent or will not hold us responsible for any compliance issues related to claims, reports and other information we handle on behalf of providers and payers. We cannot predict the impact of any enforcement actions under the various false claims and fraud, waste and abuse laws applicable to our operations. Even an unsuccessful challenge of our practices could cause adverse publicity and cause us to incur significant legal and related costs.

• Financial Services Related Laws and Rules. Financial services and electronic payment processing services are subject to numerous laws, regulations and industry standards. These laws may subject us, our vendors and our customers to liability as a result of our payment and communication solutions. Although we do not act as a bank, we offer solutions that involve banks, or vendors who contract with banks and other regulated providers of financial services. The various payment modalities that we offer our customers directly and through third party providers may be deemed regulated activity at the federal or state level, and, as a result, we may be affected by banking and financial services industry laws, regulations and standards, such as licensing requirements, solvency standards, reporting and disclosure obligations and requirements to maintain the privacy and security of nonpublic personal financial information. In addition, our payment and communication

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solutions may be affected by payment card industry operating rules and security standards, certification requirements, state prompt payment laws and other rules governing electronic funds transfers. If we fail to comply with any applicable payment and communication rules or requirements, we may be subject to fines and changes in transaction fees and may lose our ability to process payment transactions or facilitate other types of billing and payment solutions. Moreover, in addition to regulatory requirements related to electronic funds transfers, payment transactions processed using the Automated Clearing House Network are subject to network operating rules promulgated by the National Automated Clearing House Association, and these rules may affect our billing and payment practices. Further, our payment and communication solutions may impact the ability of our payer customers to comply with state prompt payment laws. These laws require payers to pay healthcare claims meeting the statutory or regulatory definition of a “clean claim” within a specified time frame.

• United States Postal Service Laws and Regulations. Our payment and communication solutions provide mailing services primarily delivered through the United States Postal Service (“USPS”). Although we generally pass these costs through to our customers, postage is the most significant cost incurred in the delivery of our payment and communication solutions. Postage rates are dependent on the operating efficiencies of the USPS and legislative and regulatory mandates imposed on the USPS as a result of various fiscal and political factors. Accordingly, new USPS laws or regulations, including changes in the interpretation of existing regulations, changes in the operations of USPS and recent or future rate increases, may negatively impact our business and results of operations. For example, if measures taken by the USPS to reduce its operating costs are not effective, additional postage rate increases or other operational changes may occur. We also rely on significant discounts from the basic USPS postage rate structure, which could be changed or discontinued at any time. While we cannot predict the timing or magnitude of such changes, the current economic and political environment is likely to lead to further rate increases and/or changes in the operations, policies and regulatory interpretations of the USPS. Because we may be unable to implement changes mandated by the USPS in our operations or pass future rate increases through to our customers, any failure or alleged failure to comply with applicable laws and regulations, or any adverse applications of, or changes in, the USPS laws and regulations affecting our business, could have a material adverse effect on our operating results and/or financial condition.

• Other State Laws. Most states have a variety of laws that may potentially impact our operations and business practices. For instance, many states in which we provide clinical care in-home assessment services prohibit corporations and other non-licensed entities from practicing medicine by employing physicians and certain non-physician practitioners. These prohibitions on the corporate practice of medicine impact how we structure our relationships with physicians and other affected non-physician practitioners. If our arrangements with physicians or other practitioners were found to violate a corporate practice of medicine prohibition, our contractual arrangements with practitioners in such states could be adversely affected, which, in turn, may adversely affect both our operations and profitability. Further, we could face sanctions for aiding and abetting the violation of the state’s professional licensure statutes. We will continually monitor legislative, regulatory and judicial developments related to licensure and engage arrangements with professionals; however, new agency interpretations, federal or state legislation or regulations, or judicial decisions could require us to change how we operate, may increase our costs of services and could have a material adverse effect on our results of operations.

Legislative changes and contractual limitations may impede our ability to utilize our offshore service capabilities.

In our operations, we have contractors and employees located outside of the United States who may have access to personal health information in order to assist us in performing services for our customers. From time to time, the United States Congress considers legislation that would restrict the transmission of personal health information regarding a United States resident to any foreign affiliate, subcontractor or unaffiliated third party without adequate privacy protections or without providing notice to the identifiable individual of the transmission and an opportunity to opt out. Some of the proposals considered would have required patient consent and imposed liability on healthcare businesses arising from the improper sharing or other misuse of personal health information. Congress also has considered creating a private civil cause of action that would allow an injured party to recover damages sustained as a result of a violation of these proposed restrictions. Furthermore, a number of states have considered prohibitions or limitations on the disclosure of medical or other personal information to individuals or entities located outside of the United States. If legislation of this type is enacted, our ability to utilize offshore resources may be impeded, and we may be subject to sanctions for failure to comply with the new mandates of the legislation. In addition, the enactment of such legislation could result in such work being performed at a lower margin of profitability, or even at a loss. Further, as a result of concerns regarding the possible misuse of personal health information, some of our customers have contractually limited or may seek to limit our ability to use our offshore resources. Use of offshore resources may increase our risk of violating our contractual obligations to our customers to protect the privacy and security of personal health information provided to us, which could adversely impact our reputation and operating results.

Failure by our customers to obtain proper permissions or provide us with accurate and appropriate data may result in claims against us or may limit or prevent our use of data which could harm our business.

We require our customers to provide necessary notices and obtain necessary permissions for the use and disclosure of the information that we receive. If they do not provide necessary notices or obtain necessary permissions, then our use and disclosure of

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information that we receive from them or on their behalf may be limited or prohibited by state or federal privacy or other laws. Such failures by our customers could impair our functions, processes and databases that reflect, contain or are based upon such data. For example, as part of our claims submission services, we rely on our customers to provide us with accurate and appropriate data and directives for our actions. While we have implemented features and safeguards designed to maximize the accuracy and completeness of claims content, these features and safeguards may not be sufficient to prevent inaccurate claims data from being submitted to payers. In addition, such failures by our customers could interfere with or prevent creation or use of rules, analyses or other data-driven activities that benefit us or make our solutions less useful. Accordingly, we may be subject to claims or liability for inaccurate claims data submitted to payers or for use or disclosure of information by reason of lack of valid notice or permission. These claims or liabilities could damage our reputation, subject us to unexpected costs and adversely affect our financial condition and operating results.

Certain of our solutions present the potential for embezzlement, identity theft or other similar illegal behavior by our employees or contractors with respect to third parties.

Among other things, our solutions include printing and mailing checks and/or facilitating electronic funds transfers for our payer customers and handling mail and payments from payers and from patients for many of our provider customers. These services frequently include handling original checks, payment card information, banking account information and may include currency. Even in those cases in which we do not facilitate payments or handle original documents or mail, our services also involve the use and disclosure of personal and business information that could be used to impersonate third parties or otherwise gain access to their data or funds. If any of our employees or contractors takes, converts or misuses such funds, documents or data, or we experience a data breach creating a risk of identity theft, we could be liable for damages, and our business reputation could be damaged or destroyed. In addition, we could be perceived to have facilitated or participated in illegal misappropriation of funds, documents or data and, therefore, be subject to civil or criminal liability. Federal and state regulators may take the position that a data breach or misdirection of data constitutes an unfair or deceptive act or trade practice. We also may be required to notify individuals affected by any data breaches. Further, a data breach or similar incident could impact the ability of our customers that are creditors to comply with the federal “red flags” rules, which require the implementation of identity theft prevention programs to detect, prevent and mitigate identity theft in connection with customer accounts.

Contractual relationships with customers that are governmental agencies or are funded by government programs may impose special burdens on us and provide special benefits to those customers.

A portion of our revenues comes from customers that are governmental agencies or are funded by government programs. Our contracts and subcontracts may be subject to some or all of the following:

• termination when appropriated funding for the current fiscal year is exhausted;

• termination for the governmental customer’s convenience, subject to a negotiated settlement for costs incurred and profit on work completed, along with the right to place contracts out for bid before the full contract term, as well as the right to make unilateral changes in contract requirements, subject to negotiated price adjustments;

• compliance and reporting requirements related to, among other things, agency specific policies and regulations, information security, subcontracting requirements, equal employment opportunity, affirmative action for veterans and workers with disabilities and accessibility for the disabled;

• broad audit rights; and

• specialized remedies for breach and default, including setoff rights, risk allocation, retroactive price adjustments and civil or criminal fraud penalties, as well as mandatory administrative dispute resolution procedures instead of state contract law remedies.

In addition, certain violations of federal and state law may subject us to having our contracts terminated and, under certain circumstances, suspension and/or debarment from future government contracts. We also are subject to conflict-of-interest rules that may affect our eligibility for some federal, state and local government contracts, including rules applicable to all United States government contracts, as well as rules applicable to the specific agencies with which we have contracts or with which we may seek to enter into contracts.

The protection of our intellectual property requires substantial resources.

We rely upon a combination of trade secret, copyright and trademark laws, patents, license agreements, confidentiality procedures, nondisclosure agreements and technical measures to protect the intellectual property used in our business. The steps we have taken to protect and enforce our proprietary rights and intellectual property may not be adequate. For instance, we may not be able to secure trademark or service mark registrations for marks in the United States or in foreign countries or take similar steps to secure patents for our proprietary applications. Third parties may infringe upon or misappropriate our copyrights, trademarks, service

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marks, patents and other intellectual property rights. If we believe a third party has misappropriated our intellectual property, litigation may be necessary to enforce and protect those rights, which would divert management resources, would be expensive and may not effectively protect our intellectual property. As a result, if anyone infringes or misappropriates our intellectual property, it may have an adverse effect on our business, financial condition and results of operations.

Third parties may claim that we are infringing their intellectual property, and we could suffer significant litigation or licensing expenses or be prevented from selling certain solutions.

We could be subject to claims that we are misappropriating or infringing intellectual property or other proprietary rights of others. These claims, even if not meritorious, could be expensive to defend and divert management’s attention from our operations. If we become liable to third parties for infringing these rights, we could be required to pay a substantial damage award and to develop non-infringing technology, obtain a license or cease selling the solutions or services that use or contain the infringing intellectual property. We may be unable to develop non-infringing solutions or obtain a license on commercially reasonable terms, or at all. We also may be required to indemnify our customers if they become subject to third party claims relating to intellectual property that we license or otherwise provide to them, which could be costly.

A write-off or acceleration of amortization of all or a part of our long-lived assets (including identifiable intangible assets and goodwill) would adversely affect our operating results and reduce our net worth.

We have significant long-lived assets which include property and equipment, identifiable intangible assets and goodwill. As of September 30, 2015, we had $299.0 million of property and equipment, $1,694.8 million of identifiable intangible assets and $2,291.4 million of goodwill on our balance sheet, which represented in excess of 91% of our total assets. We amortize property and equipment and identifiable intangible assets over their estimated useful lives which generally range from 3 to 20 years. Though we are not permitted to amortize goodwill under United States generally accepted accounting principles, we evaluate our goodwill for impairment at least annually. In the event of anticipated obsolescence or impairment of our long-lived assets, we may write-off all or part of the affected assets or accelerate the related amortization of these assets. For example, in connection with our announced plan to rebrand as Change Healthcare™ in the fourth quarter of 2015, we revised the useful life of our existing tradename asset, resulting in accelerated amortization of our existing tradename asset during the second half of 2015. Similar write-offs or acceleration of amortization in the future would result in an immediate one-time charge to earnings in the event of an impairment of assets and, in the event of anticipated obsolescence of assets that do not reach the level of an impairment, regular reductions to earnings over the remaining lives of the affected assets. Although it would not affect our cash flow, a write-off or acceleration of amortization in future periods of all or a part of these long-lived assets would adversely affect our financial condition and operating results. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates—Goodwill and Intangible Assets” of this offering memorandum.

Our success depends in part on our ability to identify, recruit and retain skilled management and technical personnel. If we fail to recruit and retain suitable candidates or if our relationship with our employees changes or deteriorates, there could be an adverse effect on our business.

Our future success depends upon our continuing ability to identify, attract, hire and retain highly qualified personnel, including skilled management, product, technology, sales and marketing personnel, all of whom are in high demand and are often subject to competing offers. Competition for qualified personnel in the healthcare and information technology industries is intense, and we may not be able to hire or retain a sufficient number of qualified personnel to meet our requirements, or be able to do so at salary, benefit and other compensation costs that are acceptable to us. A loss of a substantial number of qualified employees, or an inability to attract, retain and motivate additional highly skilled employees required for expansion of our business, could have an adverse effect on our business. In addition, while none of our employees are currently unionized, unionization of our employees is possible in the future. Such unionizing activities could be costly to address and, if successful, likely would adversely impact our operations.

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Lengthy sales, installation and implementation cycles for some of our solutions may result in delays or an inability to generate revenues from these solutions.

Sales of certain complex solutions and applications may result in longer sales, contracting and implementation cycles for our customers. These sales may be subject to delays due to customers’ internal procedures for deploying new technologies and processes and implementation may be subject to delays based on the availability of the internal customer resources needed. The use of our solutions also may be delayed due to reluctance to change or modify existing procedures. We are unable to control many of the factors that will influence the timing of the buying decisions of potential customers or the pace at which installation and training may occur. If we experience longer sales, contracting and implementation cycles for our solutions, we may experience delays in generating, or an inability to generate revenue from these solutions, which could have an adverse effect on our financial results.

We may be a party to legal, regulatory and other proceedings that could result in unexpected adverse outcomes.

From time to time, we are a party to legal and regulatory proceedings and investigations, including matters involving governmental agencies and entities with whom we do business and other proceedings and investigations arising in the ordinary course of business. In addition, there are an increasing number of, and we may be subject to, investigations and proceedings in the healthcare industry generally that seek recovery under HIPAA, the federal Anti-Kickback Law, the FCA and other statutes and regulations applicable to our business. We also may be subject to legal proceedings under non-healthcare laws affecting our business, such as employment, banking and financial services and USPS laws and regulations. We evaluate our exposure to these legal and regulatory proceedings and establish reserves for the estimated liabilities in accordance with United States generally accepted accounting principles. Assessing and predicting the outcome of these matters involves substantial uncertainties. Unexpected outcomes in these legal proceedings, or changes in management’s evaluations or predictions and accompanying changes in established reserves, could have an adverse impact on our financial results.

Risks Related to Our Organization and Structure

We are a holding company and our principal asset is our ownership of equity interests in our subsidiaries; accordingly, we are dependent upon distributions from our subsidiaries to pay any dividends, taxes and any other expenses.

We are a holding company and our principal asset is our ownership of equity interests in our subsidiaries. We have no independent means of generating revenue. We intend to cause our subsidiaries to make distributions to us as the direct or indirect holder of 100% of the equity interests of such subsidiaries in amounts sufficient to make payments in respect of our outstanding indebtedness, including a senior secured term loan credit facility (as amended, the “Term Loan Facility”), a senior secured revolving credit facility (the “Revolving Facility”; and collectively with the Term Loan Facility, the “Senior Credit Facilities”), the 11% senior notes due 2019 (the “2019 Notes”), the 11.25% senior notes due 2020 (the “2020 Notes”) and the 6% senior notes due 2021 (the “2021 Notes, and collectively with the 2019 Notes and 2020 Notes, the “Senior Notes”), as well as payments required under our tax receivable agreements (as discussed below). To the extent that we need funds and our subsidiaries are unable or otherwise restricted from making such distributions under applicable law or regulation, as a result of the terms in our credit agreements or are otherwise unable to provide such funds, our liquidity and financial condition could be adversely affected.

The amounts we will be required to pay under our tax receivable agreements could be significant and, in certain circumstances, could differ significantly (in both timing and amount) from the underlying tax benefits we actually realize.

We are a party to tax receivable agreements which obligate us to make payments to certain of our current and former owners, including affiliates of Blackstone, Hellman & Friedman and certain current and former members of management, equal to 85% of the applicable cash savings that we realize as a result of tax attributes arising from certain previous transactions, including the Merger (as defined herein) (Blackstone, together with affiliates of Hellman & Friedman and certain current and former members of management, are hereinafter sometimes referred to collectively as the “TRA Members”).

The payments we are required to make under the tax receivable agreements could be substantial. The amount and timing of any payments under the tax receivable agreements will vary depending upon a number of factors, including the amount and timing of the taxable income we generate in the future and the tax rate then applicable. We expect that, assuming no material changes in tax law and that we earn sufficient taxable income to realize the full potential tax benefit, future payments will range from $0.9 million to $91.0 million per year over the next 14 years. As of September 30, 2015, we expected total remaining payments under the tax receivable agreements of approximately $353.0 million. $180.2 million of this amount, which included the initial fair value of the tax receivable agreement obligations at the time of the 2011 merger whereby Emdeon Inc. became an indirect wholly owned subsidiary of Beagle Parent Corp. (the “Merger”), which is controlled by the Blackstone Group L.P. (“Blackstone”), Hellman & Friedman LLC (“Hellman & Friedman”) and certain investment funds affiliated with Blackstone and Hellman and Friedman (collectively, the “Investor Group”), plus accretion to date, was reflected as an obligation on the balance sheet at September 30, 2015.

There may be circumstances in which the payments under the tax receivable agreements may differ significantly (in both timing and amount) from the underlying tax benefits we actually realize. Pursuant to the tax receivable agreements, upon a covered change of

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control, we could be required to make payments that significantly exceed our actual cash tax savings from the tax benefits giving rise to such payments. Moreover, upon a covered change of control or initial public offering, we will have the option to terminate the tax receivable agreements in exchange for a lump-sum payment (based on an assumption that all expected potential tax benefits actually will be realized). In addition, under the tax receivable agreements, the TRA Members will not reimburse us for any payments previously made if such tax benefits are subsequently disallowed, except that excess payments made to the TRA Members will be netted against payments otherwise to be made, if any, after our determination of such excess. As a result, in such circumstances, we could make payments under the tax receivable agreements that are greater than our actual cash tax savings and may not be able to recoup those payments. Any difference between the payments we are required to make under the tax receivable agreements and the underlying tax benefits we actually realize could adversely affect our results of operations and/or our liquidity. Furthermore, because we are a holding company with no operations of our own, our ability to make payments under the tax receivable agreements is substantially dependent on the ability of our subsidiaries to make distributions to us. To the extent that we are unable to make payments under the tax receivable agreements for any reason, such payments will be deferred and will accrue interest until paid.

We are controlled by the Investor Group, whose interests may conflict with our or our creditors’ interests.

We are controlled by the Investor Group, which includes affiliates of Blackstone and Hellman & Friedman. The Investor Group controls the election of our directors and thereby has the power to control our affairs and policies, including the appointment of management. Circumstances may occur in which the interests of the Investor Group could be in conflict with our interests. The Investor Group may have an interest in pursuing acquisitions, divestitures, financing or other transactions, including, but not limited to, the issuance of additional debt or equity and the declaration and payment of dividends, that, in their judgment, could enhance their equity investments, even though such transactions may involve risk to us or to our creditors. Additionally, the Investor Group may make investments in businesses that directly or indirectly compete with us, or may pursue acquisition opportunities that may be complementary to our business and, as a result, those acquisition opportunities may not be available to us. For information concerning our arrangements with the Investor Group, including affiliates of Blackstone and Hellman & Friedman, see Part III, Item 13 “Certain Relationships and Related Transactions, and Director Independence” of our Form 10-K.

Risks Related to Our Indebtedness and the Senior Notes

Our substantial leverage could adversely affect our ability to raise additional capital to fund our operations, limit our ability to react to changes in the economy or our industry, expose us to interest rate risk to the extent of our variable rate debt and prevent us from meeting our obligations under the Senior Credit Facilities or Senior Notes.

As of September 30, 2015, our total debt was $2,832.5 million (before the deduction of unamortized debt discount of $50.9 million), comprised of $1,808.1 million of senior secured indebtedness under our Term Loan Facility, $375.0 million of indebtedness under the 2019 Notes, $375.0 million of indebtedness under the 2020 Notes, $250.0 million under the 2021 Notes and $24.4 million of indebtedness under our data sublicense agreement and other financing arrangements. Additionally, we had $119.7 million of unutilized capacity under our Revolving Facility. If we cannot generate sufficient cash flow from operations to service our debt, we may need to refinance our debt, dispose of assets or issue equity to obtain necessary funds. We do not know whether we will be able to take any of such actions on a timely basis or on terms satisfactory to us or at all.

Our high degree of leverage could have important consequences, including:

• making it more difficult for us to make payments on the Senior Credit Facilities and the Senior Notes;

• increasing our vulnerability to general economic and industry conditions;

• requiring a substantial portion of cash flow from operations to be dedicated to the payment of principal and interest on our indebtedness, thereby reducing our ability to use our cash flow to fund our operations, capital expenditures and future business opportunities;

• exposing us to the risk of increased interest rates as our borrowings under our Senior Credit Facilities are at variable rates of interest;

• restricting us from making strategic acquisitions or causing us to make non-strategic divestitures;

• limiting our ability to obtain additional financing for working capital, capital expenditures, debt service requirements, acquisitions and general corporate or other purposes;

• limiting our ability to adjust to changing market conditions and placing us at a competitive disadvantage compared to our competitors who are less highly leveraged; and

• increasing our cost of borrowing.

Borrowings under our Senior Credit Facilities are at variable rates of interest and expose us to interest rate risk. If interest rates increase, our debt service obligations on the variable rate indebtedness may increase even though the amount borrowed remains the

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same, and our net income and cash flows, including cash available for servicing our indebtedness, will correspondingly decrease. Due to a floor on the floating rate index of 1.25% under the Term Loan Facility, a 0.125% increase in the floating rates on the funded amounts under our Senior Credit Facilities would have had only a minimal impact on our annual cash interest expense. Assuming all revolving loans are drawn under the Revolving Facility, a 0.125% change in the floating rate would result in an additional $0.2 million increase in our annual cash interest expense. In January 2012, we entered into interest rate swaps that involve the exchange of floating for fixed rate interest payments that partially reduced our exposure to interest rate volatility. However, we may not maintain these interest rate swaps as currently structured with respect to our variable rate indebtedness, and any future additional swaps we enter into may not fully mitigate our interest rate risk.

Despite our substantial indebtedness, we may still be able to incur significantly more debt. The incurrence of additional debt could increase the risks associated with our substantial leverage, including our ability to service our indebtedness.

We and our subsidiaries may be able to incur significant additional indebtedness in the future, including additional tranches of term loans, increased commitments under the Revolving Facility or the Term Loan Facility or one or more incremental Revolving Facility tranches. Although the indentures governing the Senior Notes and the credit agreement (as amended, the “Senior Credit Agreement”) governing the Senior Credit Facilities contain restrictions on the incurrence of additional indebtedness, these restrictions are subject to a number of qualifications and exceptions, and the additional indebtedness incurred in compliance with these restrictions could be substantial. These restrictions also will not prevent us from incurring obligations that do not constitute indebtedness. If we incur additional indebtedness or other obligations, the current risks related to our substantial leverage would increase and could have a negative impact on us or our credit ratings.

The Senior Credit Agreement provides that, subject to certain conditions, we may request additional tranches of term loans, increase commitments under the Revolving Facility or the Term Loan Facility or add one or more incremental revolving facility tranches (provided that the revolving credit commitments outstanding at any time have no more than three different maturity dates) in an aggregate amount not to exceed (a) $300.0 million plus (b) an unlimited amount at any time, subject to compliance on a pro forma basis with a first lien net leverage ratio of no greater than 4.00 to 1.00. Availability of such additional tranches of term loans or revolving facilities and/or increased commitments is subject to, among other conditions, the absence of any default under the Senior Credit Agreement and the receipt of commitments by existing or additional financial institutions.

The Senior Credit Agreement and the indentures governing our senior notes restrict our ability and the ability of most of our subsidiaries to engage in some business and financial transactions.

The Senior Credit Agreement requires us to comply with a quarterly maximum consolidated first lien net leverage ratio test. In addition, our Senior Credit Facilities include negative covenants that, among other things and subject to certain significant exceptions, limit our ability and the ability of our restricted subsidiaries to:

• incur additional indebtedness or guarantees;

• incur liens;

• make investments, loans and acquisitions;

• consolidate or merge;

• sell assets, including capital stock of our subsidiaries;

• pay dividends on capital stock or redeem, repurchase or retire capital stock of the Company or any restricted subsidiary;

• alter the business we conduct;

• amend, prepay, redeem or purchase subordinated debt;

• engage in transactions with our affiliates; and

• enter into agreements limiting subsidiary dividends and distributions.

Our ability to borrow additional amounts under our Senior Credit Facilities depends upon satisfaction of these and numerous additional covenants related to our financial condition covenant. Events beyond our control can affect our ability to meet these covenants.

-17-

The indentures governing our Senior Notes also contain a number of restrictive covenants that impose significant operating and financial restrictions on us and may limit our ability to engage in acts that may be in our long-term best interest, including restrictions on our ability and the ability of our restricted subsidiaries to:

• pay dividends on our capital stock or redeem, repurchase or retire our capital stock, subject to customary exceptions, including compliance with a fixed charge coverage ratio and subject to limitation based on net income generated during the term of the Indentures;

• incur additional indebtedness or issue certain capital stock;

• incur certain liens;

• make investments, loans, advances and acquisitions;

• consolidate, merge or transfer all or substantially all of our assets and the assets of our subsidiaries;

• prepay subordinated debt;

• engage in certain transactions with our affiliates; and

• enter into agreements restricting our restricted subsidiaries’ ability to pay dividends.

If we or our restricted subsidiaries engage in certain asset sales, we generally must either invest the net proceeds from such sales in our business within a period of time, prepay certain debt (including indebtedness outstanding under our Senior Credit Facilities) or make an offer to purchase a principal amount of the senior notes equal to the excess net proceeds, subject to certain exceptions.

We may not be able to generate sufficient cash to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.

Our ability to make scheduled payments on or to refinance our debt obligations depends on our financial condition and operating performance, which are subject to prevailing economic and competitive conditions and to certain financial, business and other factors beyond our control. We may not be able to maintain a level of cash flows from operating activities sufficient to permit us to pay the principal, premium, if any, and interest on our indebtedness, including the Senior Credit Facilities and the Senior Notes. If our cash flows and capital resources are insufficient to fund our debt service obligations, we may be forced to reduce or delay investments and capital expenditures, seek additional capital, restructure or refinance our indebtedness, including the Senior Credit Facilities and the Senior Notes, or sell assets. These alternative measures may not be successful and may not permit us to meet our scheduled debt service obligations. Our ability to restructure or refinance our debt will depend on the condition of the capital markets and our financial condition at such time. Any refinancing of our debt could be at higher interest rates and may require us to comply with more onerous covenants, which could further restrict our business operations. The Senior Credit Agreement and the indentures governing the Senior Notes restrict our ability to use the proceeds from asset sales. We may not be able to consummate those asset sales to raise capital or sell assets at prices that we believe are fair and proceeds that we do receive may not be adequate to meet any debt service obligations then due. In addition, any failure to make payments of interest and principal on our outstanding indebtedness on a timely basis would likely result in a reduction of our credit ratings, which could harm our ability to incur additional indebtedness.

-18-

XML

Long-Term Debt (Schedule Of Long-Term Debt) (Details) - USD ($)	9 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Long-term debt	$ 243,588,000
Other	7,145,000	$ 12,129,000
Less current portion	(31,265,000)	(27,308,000)
Long-term debt	2,750,330,000	2,135,468,000
Data Sublicense Agreement [Member]
Debt Instrument [Line Items]
Long-term debt	17,237,000	17,237,000
Senior Secured Term Loan Facility, Effective Interest Of 4.29% [Member] | Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Long-term debt	1,624,223,000	1,245,376,000
Long-term debt, face amount	$ 1,696,000,000
Maturity date	Nov. 02, 2018
Long-term debt, unamortized discount	$ 25,499,000	20,016,000
Long-term debt, effective interest rate	4.29%
Senior Secured Term Loan Facility, Effective Interest Of 4.54% [Member] | Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Long-term debt	$ 154,785,000	155,162,000
Long-term debt, face amount	$ 160,000,000
Maturity date	Nov. 02, 2018
Long-term debt, unamortized discount	$ 3,615,000	4,438,000
Long-term debt, effective interest rate	4.54%
Senior Secured Revolving Credit Facility, Expiring On November 2, 2016 [Member] | Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Long-term debt, face amount	$ 125,000,000
Maturity date	Nov. 02, 2016
11% Senior Notes Due December 31, 2019 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Long-term debt	$ 368,395,000	367,523,000
Long-term debt, face amount	$ 375,000,000
Long-term debt, stated interest rate	11.00%
Maturity date	Dec. 31, 2019
Long-term debt, unamortized discount	$ 6,605,000	7,477,000
Long-term debt, effective interest rate	11.53%
11.25% Senior Notes Due December 31, 2020 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Long-term debt	$ 366,222,000	365,349,000
Long-term debt, face amount	$ 375,000,000
Long-term debt, stated interest rate	11.25%
Maturity date	Dec. 31, 2020
Long-term debt, unamortized discount	$ 8,778,000	9,651,000
Long-term debt, effective interest rate	11.85%
6% Senior Notes Due February 15, 2021 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Long-term debt, face amount	$ 250,000,000
Long-term debt, stated interest rate	6.00%
Maturity date	Feb. 15, 2021
Long-term debt, unamortized discount	$ 6,412,000	$ 0
Long-term debt, effective interest rate	6.57%

XML

Supplemental Condensed Consolidating Financial Information (Condensed Consolidating Statement Of Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Condensed Statement of Comprehensive Income (Loss) [Line Items]
Net income (loss)	$ (32,906)	$ (13,002)	$ (30,728)	$ (75,516)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes	6	732	(445)	(127)
Foreign currency translation adjustment	(347)	(127)	(531)	(100)
Other comprehensive income (loss)	(341)	605	(976)	(227)
Total comprehensive income (loss)	(33,247)	(12,397)	(31,704)	(75,743)
Consolidating Adjustments [Member]
Condensed Statement of Comprehensive Income (Loss) [Line Items]
Net income (loss)	(7,141)	(10,110)	(47,865)	51,018
Other comprehensive income (loss):
Equity in other comprehensive earnings	347	127	531	100
Other comprehensive income (loss)	347	127	531	100
Total comprehensive income (loss)	(6,794)	(9,983)	(47,334)	51,118
Emdeon Inc. [Member]
Condensed Statement of Comprehensive Income (Loss) [Line Items]
Net income (loss)	(32,906)	(13,002)	(30,728)	(75,516)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes	6	732	(445)	(127)
Equity in other comprehensive earnings	(347)	(127)	(531)	(100)
Other comprehensive income (loss)	(341)	605	(976)	(227)
Total comprehensive income (loss)	(33,247)	(12,397)	(31,704)	(75,743)
Guarantor Subsidiaries [Member]
Condensed Statement of Comprehensive Income (Loss) [Line Items]
Net income (loss)	7,141	10,110	47,865	(51,018)
Other comprehensive income (loss):
Foreign currency translation adjustment	(347)	(127)	(531)	(100)
Other comprehensive income (loss)	(347)	(127)	(531)	(100)
Total comprehensive income (loss)	$ 6,794	$ 9,983	$ 47,334	$ (51,118)

XML

Income Taxes (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Income Taxes [Abstract]
Income tax benefit	$ 10,278	$ (4,493)	$ 32,264	$ 43,733
Effective Income Tax Rate Continuing Operations			51.20%	36.70%

XML

Supplemental Condensed Consolidating Financial Information (Condensed Consolidating Statement Of Cash Flows) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Operating activities
Net income (loss)	$ (32,906)	$ (13,002)	$ (30,728)	$ (75,516)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	85,817	48,448	183,446	141,541
Accretion	6,458	4,452	15,254	9,220
Equity compensation expense	2,631	2,232	6,814	5,914
Deferred income tax expense (benefit)			(28,837)	(44,886)
Amortization of debt discount and issuance costs			7,441	5,804
Contingent consideration	(4,660)	1,976	(4,825)	3,646
Impairment of long-lived assets	219	3,114	1,180	82,689
Other			(1,474)	(3,125)
Changes in operating assets and liabilities:
Accounts receivable			6,147	(12,656)
Prepaid expenses and other			(11,674)	(4,490)
Accounts payable			10,517	644
Accrued expenses, deferred revenue, and other liabilities			(918)	(375)
Net cash provided by (used in) operating activities			152,343	108,410
Investing activities
Purchases of property and equipment			(39,175)	(37,673)
Payments for acquisitions, net of cash acquired			(717,669)	(87,909)
Other			(3,676)	(97)
Net cash provided by (used in) investing activities			(760,520)	(125,679)
Financing activities
Proceeds from Term Loan Facility			385,411
Proceeds from Senior Notes			243,453
Proceeds from Revolving Facility			60,000	65,000
Payments on Revolving Facility			(60,000)	(65,000)
Payments on Term Loan Facility			(11,870)	(9,659)
Payment of debt assumed from acquisition			(154,469)	(23,262)
Deferred financing obligation payments			(6,173)	(4,717)
Repurchase of Parent common stock			(4,351)	(960)
Capital contribution from Parent			166,881	3,256
Payment of Contingent Consideration			(5,553)
Other			(2,500)
Net cash provided by (used in) financing activities			610,829	(35,342)
Net increase (decrease) in cash and cash equivalents			2,652	(52,611)
Cash and cash equivalents at beginning of period			82,306	76,538
Cash and cash equivalents at end of period	84,958	23,927	84,958	23,927
Consolidating Adjustments [Member]
Operating activities
Net income (loss)	(7,141)	(10,110)	(47,865)	51,018
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Equity in earnings of consolidated subsidiaries	7,141	10,110	47,865	(51,018)
Investing activities
Investment in subsidiaries, net			(1,019)	(50)
Net cash provided by (used in) investing activities			(1,019)	(50)
Financing activities
Distributions from (to) Emdeon Inc., net			1,019	50
Net cash provided by (used in) financing activities			1,019	50
Emdeon Inc. [Member]
Operating activities
Net income (loss)	(32,906)	(13,002)	(30,728)	(75,516)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	33,133	2,251	37,633	6,753
Accretion	$ 6,458	4,452	15,254	9,220
Equity compensation expense			229	255
Deferred income tax expense (benefit)			(26,160)	(74,817)
Amortization of debt discount and issuance costs			2,353	2,003
Contingent consideration
Impairment of long-lived assets
Equity in earnings of consolidated subsidiaries	$ (7,141)	(10,110)	(47,865)	51,018
Other			(1,488)	(1,094)
Changes in operating assets and liabilities:
Prepaid expenses and other			(30,546)	(462)
Accrued expenses, deferred revenue, and other liabilities			16,627	9,377
Due to/from affiliates			(347,949)	69,034
Net cash provided by (used in) operating activities			(412,640)	(4,229)
Investing activities
Other				36
Investment in subsidiaries, net			1,019	50
Net cash provided by (used in) investing activities			1,019	86
Financing activities
Proceeds from Term Loan Facility			8,274
Proceeds from Senior Notes			243,453
Payments on Term Loan Facility			(229)	(207)
Repurchase of Parent common stock			(4,351)	(960)
Capital contribution from Parent			166,881	3,256
Other			(2,500)
Net cash provided by (used in) financing activities			411,528	2,089
Net increase (decrease) in cash and cash equivalents			(93)	(2,054)
Cash and cash equivalents at beginning of period			796	2,794
Cash and cash equivalents at end of period	703	740	703	740
Guarantor Subsidiaries [Member]
Operating activities
Net income (loss)	7,141	10,110	47,865	(51,018)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	52,684	46,197	145,813	134,788
Equity compensation expense			6,585	5,659
Deferred income tax expense (benefit)			(2,677)	29,931
Amortization of debt discount and issuance costs			5,088	3,801
Contingent consideration	(4,660)	1,976	(4,825)	3,646
Impairment of long-lived assets	219	3,114	1,180	82,689
Other			14	(2,031)
Changes in operating assets and liabilities:
Accounts receivable			6,147	(12,656)
Prepaid expenses and other			18,872	(4,028)
Accounts payable			10,517	644
Accrued expenses, deferred revenue, and other liabilities			(17,545)	(9,752)
Due to/from affiliates			347,949	(69,034)
Net cash provided by (used in) operating activities			564,983	112,639
Investing activities
Purchases of property and equipment			(39,175)	(37,673)
Payments for acquisitions, net of cash acquired			(717,669)	(87,909)
Other			(3,676)	(133)
Net cash provided by (used in) investing activities			(760,520)	(125,715)
Financing activities
Distributions from (to) Emdeon Inc., net			(1,019)	(50)
Proceeds from Term Loan Facility			377,137
Proceeds from Revolving Facility			60,000	65,000
Payments on Revolving Facility			(60,000)	(65,000)
Payments on Term Loan Facility			(11,641)	(9,452)
Payment of debt assumed from acquisition			(154,469)	(23,262)
Deferred financing obligation payments			(6,173)	(4,717)
Payment of Contingent Consideration			(5,553)
Net cash provided by (used in) financing activities			198,282	(37,481)
Net increase (decrease) in cash and cash equivalents			2,745	(50,557)
Cash and cash equivalents at beginning of period			81,510	73,744
Cash and cash equivalents at end of period	$ 84,255	$ 23,187	$ 84,255	$ 23,187

XML

Fair Value Measurements (Assets And Liabilities Measured At Fair Value On A Non-recurring Basis) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Impairment of long-lived assets to be held and used	$ 219	$ 3,114	$ 1,180	$ 82,689
Significant Unobservable Inputs (Level 3) [Member]
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Fair value of long-lived assets to be held and used, Relevant asset group		$ 13,066		13,066
Impairment of long-lived assets to be held and used				$ 73,220
Significant Unobservable Inputs (Level 3) [Member] | DCF [Member]
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Probability of contract extension				80.00%
Risk free interest rate				1.60%
Significant Unobservable Inputs (Level 3) [Member] | Minimum [Member] | DCF [Member]
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Probability of new contract execution				20.00%
Expected annual revenue range				$ 3,080
Significant Unobservable Inputs (Level 3) [Member] | Maximum [Member] | DCF [Member]
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Probability of new contract execution				90.00%
Expected annual revenue range				$ 3,590
Significant Unobservable Inputs (Level 3) [Member] | Customer Relationships [Member]
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Impairment of long-lived assets to be held and used				72,290
Significant Unobservable Inputs (Level 3) [Member] | Property and Equipment [Member]
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Impairment of long-lived assets to be held and used				930
Impairment of long-lived assets to be disposed of				$ 3,040

XML

Business Combinations (Summary Of Other And Contingent Consideration Information Related To Acquisitions) (Details) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2015 USD ($)	Sep. 30, 2015 USD ($)
Altegra [Member]
Other Information:
Gross contractual accounts receivable	$ 53,108	$ 53,108
Amount not expected to be collected	$ 1,094	$ 1,094
Goodwill expected to be deductible for tax purposes
Adminisource [Member]
Other Information:
Gross contractual accounts receivable	$ 7,521	$ 7,521
Amount not expected to be collected	$ 1,047	$ 1,047
Goodwill expected to be deductible for tax purposes
Change Healthcare [Member]
Other Information:
Gross contractual accounts receivable	$ 335	$ 335
Goodwill expected to be deductible for tax purposes
Contingent consideration range, Min	$ 0	$ 0
Contingent consideration range, Max	50,000	$ 50,000
Basis of measurement		Revenue performance
Type of measurement		Level 3
Increase (decrease) to net loss	(4,660)	$ (4,730)
Change Healthcare [Member] | Minimum [Member]
Other Information:
Measurement period		Jan. 01, 2015
Range of annual revenue performance		$ 5,516
Expected payment date, year		2016
Discount rate		10.50%
Change Healthcare [Member] | Maximum [Member]
Other Information:
Measurement period		Dec. 31, 2017
Range of annual revenue performance		$ 51,376
Expected payment date, year		2018
Discount rate		11.30%
Capario [Member]
Other Information:
Gross contractual accounts receivable	5,112	$ 5,112
Amount not expected to be collected	$ 273	$ 273
Goodwill expected to be deductible for tax purposes

XML

Long-Term Debt (Tables)

9 Months Ended

Sep. 30, 2015

Long-Term Debt [Abstract]

Schedule Of Long-Term Debt

	September 30,		December 31,
	2015		2014
Senior Credit Facilities
$1,696 million Senior Secured Term Loan facility, due November 2, 2018, net of unamortized discount of $25,499 and $20,016  at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 4.29%)	$	1,624,223	$	1,245,376
$160 million Senior Secured Term Loan facility, due November 2, 2018, net of unamortized discount of $3,615 and $4,438 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 4.54%)		154,785		155,162
$125 million Senior Secured Revolving Credit facility, expiring on November 2, 2016 and bearing interest at a variable base rate plus a spread rate		—		—
Senior Notes
$375 million 11% Senior Notes due December 31, 2019, net of unamortized discount of $6,605 and $7,477 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 11.53%)		368,395		367,523
$375 million 11.25% Senior Notes due December 31, 2020, net of unamortized discount of $8,778 and $9,651 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 11.85%)		366,222		365,349
$250 million 6% Senior Notes due February 15, 2021, net of unamortized discount of $6,412 and $0 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 6.57%)		243,588		—
Obligation under data sublicense agreement		17,237		17,237
Other		7,145		12,129
Less current portion		(31,265)		(27,308)
Long-term debt	$	2,750,330	$	2,135,468

XML

Segment Reporting (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015 USD ($)	Sep. 30, 2014 USD ($)	Sep. 30, 2015 USD ($) segment	Sep. 30, 2014 USD ($)
Segment Reporting Information [Line Items]
Number of operating segments | segment			3
Solution revenue	$ 287,946	$ 255,015	$ 810,162	$ 740,226
Postage revenue	89,839	86,593	268,119	256,747
Revenues	377,785	341,608	1,078,281	996,973
Income (loss) before income taxes	(43,184)	(8,509)	(62,992)	(119,249)
Interest expense, net	45,541	36,635	121,685	109,741
Depreciation and amortization	85,817	48,448	183,446	141,541
EBITDA	88,174	76,574	242,139	132,033
Equity compensation	2,631	2,232	6,814	5,914
Acquisition accounting adjustments	386	189	1,384	725
Acquisition-related costs	3,728	1,388	6,882	4,893
Transaction-related costs and advisory fees	1,960	1,683	5,138	4,799
Strategic initiatives, duplicative and transition costs	2,089	406	5,324	9,759
Severance costs	847	1,836	4,964	5,556
Accretion	6,458	4,452	15,254	9,220
Impairment of long-lived assets	219	3,114	1,180	82,689
Contingent consideration	(4,660)	1,976	(4,825)	3,646
Other non-routine, net	(51)	200	2,978	3,452
EBITDA Adjustments	13,607	17,476	45,093	130,653
Adjusted EBITDA	101,781	94,050	287,232	262,686
Corporate And Eliminations [Member]
Segment Reporting Information [Line Items]
Solution revenue	(6,711)	(6,199)	(19,479)	(17,619)
Postage revenue	89,839	86,593	268,119	256,747
Revenues	81,627	77,814	244,482	231,795
Income (loss) before income taxes	(165,602)	(113,912)	(396,981)	(335,282)
Interest expense, net	45,541	36,635	121,685	109,741
Depreciation and amortization	85,817	48,448	183,446	141,541
EBITDA	(34,244)	(28,829)	(91,850)	(84,000)
Equity compensation	1,799	1,614	4,695	4,122
Acquisition accounting adjustments				4
Acquisition-related costs	3,551	1,336	5,792	3,376
Transaction-related costs and advisory fees	1,960	1,683	5,138	4,799
Strategic initiatives, duplicative and transition costs	619	364	2,426	9,431
Severance costs	(131)	694	1,185	2,028
Accretion	6,458	4,452	15,254	9,220
Impairment of long-lived assets	219	2,930	1,180	3,526
Other non-routine, net	(633)	(1,157)	(162)	(1,485)
EBITDA Adjustments	13,842	11,916	35,508	35,021
Adjusted EBITDA	(20,402)	(16,913)	(56,342)	(48,979)
Intersegment Eliminations [Member]
Segment Reporting Information [Line Items]
Revenues	(1,501)	(2,580)	(4,158)	(7,333)
Software And Analytics [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Solution revenue	97,458	61,884	230,374	178,055
Revenues	97,766	62,196	231,193	179,127
Income (loss) before income taxes	37,280	21,955	78,289	59,342
EBITDA	37,280	21,955	78,289	59,342
Equity compensation	426	165	1,477	481
Acquisition accounting adjustments	227	20	834	96
Acquisition-related costs	58	16	91	45
Strategic initiatives, duplicative and transition costs	738	16	1,580	102
Severance costs	429	63	132	1,207
Impairment of long-lived assets				218
Contingent consideration	(4,660)		(4,730)
Other non-routine, net	392	150	1,034	833
EBITDA Adjustments	(2,390)	430	418	2,982
Adjusted EBITDA	34,890	22,385	78,707	62,324
Software And Analytics [Member] | Intersegment Eliminations [Member]
Segment Reporting Information [Line Items]
Revenues	(308)	(312)	(819)	(1,072)
Network Solutions [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Solution revenue	93,415	90,236	276,314	257,345
Revenues	93,561	90,326	276,582	257,616
Income (loss) before income taxes	49,914	44,659	143,459	123,330
EBITDA	49,914	44,659	143,459	123,330
Equity compensation	166	149	466	446
Acquisition accounting adjustments	1	(7)	4	4
Acquisition-related costs	11	25	65	62
Strategic initiatives, duplicative and transition costs	318	15	674	152
Severance costs	178	209	436	567
Impairment of long-lived assets		19		2,569
Contingent consideration		647	(95)	1,305
Other non-routine, net	462	808	1,702	1,607
EBITDA Adjustments	1,136	1,865	3,252	6,712
Adjusted EBITDA	51,050	46,524	146,711	130,042
Network Solutions [Member] | Intersegment Eliminations [Member]
Segment Reporting Information [Line Items]
Revenues	(146)	(90)	(268)	(271)
Technology-Enabled Services [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Solution revenue	103,784	109,094	322,953	322,445
Revenues	104,831	111,272	326,024	328,435
Income (loss) before income taxes	35,224	38,789	112,241	33,361
EBITDA	35,224	38,789	112,241	33,361
Equity compensation	240	304	176	865
Acquisition accounting adjustments	158	176	546	621
Acquisition-related costs	108	11	934	1,410
Strategic initiatives, duplicative and transition costs	414	11	644	74
Severance costs	371	870	3,211	1,754
Impairment of long-lived assets		165		76,376
Contingent consideration		1,329		2,341
Other non-routine, net	(272)	399	404	2,497
EBITDA Adjustments	1,019	3,265	5,915	85,938
Adjusted EBITDA	36,243	42,054	118,156	119,299
Technology-Enabled Services [Member] | Intersegment Eliminations [Member]
Segment Reporting Information [Line Items]
Revenues	$ (1,047)	$ (2,178)	$ (3,071)	$ (5,990)

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Interest Rate Swap (Effect Of Derivative Instrument On The Accompanying Consolidated Statements Of Operations) (Details) - Designated as Hedging Instrument [Member] - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Derivatives in Cash Flow Hedging Relationships
Gain/ (loss) related to effective portion of derivative recognized in other comprehensive loss	$ (645)	$ 595	$ (2,695)	$ (2,150)
Gain/ (loss) related to effective portion of derivative reclassified from accumulated other comprehensive loss to interest expense	$ (652)	$ (652)	$ (1,935)	$ (1,935)

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Goodwill And Intangible Assets (Aggregate Future Amortization Expense For Intangible Assets) (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Goodwill And Intangible Assets [Abstract]
Remainder of 2015	$ 127,495
2016	129,950
2017	123,895
2018	117,843
2019	113,954
Thereafter	1,081,701
Intangible assets, net	$ 1,694,838	$ 1,539,394

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Supplemental Condensed Consolidating Financial Information (Condensed Consolidating Balance Sheet) (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014	Sep. 30, 2014	Dec. 31, 2013
Current assets:
Cash and cash equivalents	$ 84,958	$ 82,306	$ 23,927	$ 76,538
Accounts receivable, net of allowance for doubtful accounts	278,826	233,791
Deferred income tax assets	15,457	18,893
Prepaid expenses and other current assets	34,354	29,246
Total current assets	413,595	364,236
Property and equipment, net	299,035	244,153
Goodwill	2,291,375	1,702,569
Intangible assets, net	1,694,838	1,539,394
Other assets, net	8,041	9,183
Total assets	4,706,884	3,859,535
Current liabilities:
Accounts payable	27,265	16,399
Accrued expenses	209,104	175,206
Deferred revenues	12,005	10,518
Current portion of long-term debt	31,265	27,308
Total current liabilities	279,639	229,431
Long-term debt, excluding current portion	2,750,330	2,135,468
Deferred income tax liabilities	448,929	413,227
Tax receivable agreement obligations to related parties	179,237	163,983
Other long-term liabilities	$ 9,044	15,361
Commitments and contingencies
Equity	$ 1,039,705	902,065
Total liabilities and equity	4,706,884	3,859,535
Consolidating Adjustments [Member]
Current assets:
Due from affiliates	(167,339)	(180,610)
Investment in consolidated subsidiaries	(1,793,496)	(1,740,062)
Other assets, net	(206,796)	(149,647)
Total assets	(2,167,631)	(2,070,319)
Current liabilities:
Due to affiliates	(167,339)	(180,610)
Deferred income tax liabilities	$ (206,796)	(149,647)
Commitments and contingencies
Equity	$ (1,793,496)	(1,740,062)
Total liabilities and equity	(2,167,631)	(2,070,319)
Emdeon Inc. [Member]
Current assets:
Cash and cash equivalents	703	796	740	2,794
Prepaid expenses and other current assets	2,749	2,267
Total current assets	3,452	3,063
Property and equipment, net	4	7
Due from affiliates	167,339
Investment in consolidated subsidiaries	1,793,496	1,740,062
Intangible assets, net	95,875	133,500
Other assets, net	206,873	150,906
Total assets	2,267,039	2,027,538
Current liabilities:
Accrued expenses	18,056	4,935
Current portion of long-term debt	6,796	6,709
Total current liabilities	24,852	11,644
Due to affiliates		180,610
Long-term debt, excluding current portion	1,022,049	769,236
Tax receivable agreement obligations to related parties	179,237	163,983
Other long-term liabilities	$ 1,196
Commitments and contingencies
Equity	$ 1,039,705	902,065
Total liabilities and equity	2,267,039	2,027,538
Guarantor Subsidiaries [Member]
Current assets:
Cash and cash equivalents	84,255	81,510	$ 23,187	$ 73,744
Accounts receivable, net of allowance for doubtful accounts	278,826	233,791
Deferred income tax assets	15,457	18,893
Prepaid expenses and other current assets	31,605	26,979
Total current assets	410,143	361,173
Property and equipment, net	299,031	244,146
Due from affiliates		180,610
Goodwill	2,291,375	1,702,569
Intangible assets, net	1,598,963	1,405,894
Other assets, net	7,964	7,924
Total assets	4,607,476	3,902,316
Current liabilities:
Accounts payable	27,265	16,399
Accrued expenses	191,048	170,271
Deferred revenues	12,005	10,518
Current portion of long-term debt	24,469	20,599
Total current liabilities	254,787	217,787
Due to affiliates	167,339
Long-term debt, excluding current portion	1,728,281	1,366,232
Deferred income tax liabilities	655,725	562,874
Other long-term liabilities	$ 7,848	15,361
Commitments and contingencies
Equity	$ 1,793,496	1,740,062
Total liabilities and equity	$ 4,607,476	$ 3,902,316

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Fair Value Measurements (Carrying Amount And The Estimated Fair Value Of Financial Instruments) (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014	Sep. 30, 2014	Dec. 31, 2013
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash and cash equivalents, Carrying Amount	$ 84,958	$ 82,306	$ 23,927	$ 76,538
Accounts receivable, net of allowance for doubtful accounts	278,826	$ 233,791
Cash and cash equivalents, Fair Value	84,958
Accounts receivable, Fair Value	278,826
Quoted in Markets Identical (Level 1) [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Senior Credit Facilities, Carrying Amount (Level 1)	1,779,008
Senior Credit Facilities, Fair Value (Level 1)	1,801,342
Significant Other Observable Inputs (Level 2) [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Senior Notes, Carrying Amount (Level 2)	978,205
Senior Notes, Fair Value (Level 2)	$ 1,050,861

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Basis Of Presentation

9 Months Ended

Sep. 30, 2015

Basis Of Presentation [Abstract]

Basis Of Presentation

2. Basis of Presentation

Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Securities and Exchange Commission (“SEC”) Guidelines, Rules and Regulations (“Regulation S-X”) and, in the opinion of management, reflect all normal recurring adjustments necessary for a fair presentation of results for the unaudited interim periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. The results of operations for the interim period are not necessarily indicative of the results to be obtained for the full fiscal year. All material intercompany accounts and transactions have been eliminated in the unaudited condensed consolidated financial statements.

Reclassifications

Certain reclassifications have been made to the prior period financial statements to conform to the current period presentation.

Effective January 1, 2015, the Company completed an internal reorganization of its reporting structure which resulted in a change in the composition of its reportable segments to software and analytics, network solutions and technology-enabled services. Prior period segment information has been restated to reflect the current organizational structure.

Effective January 1, 2015, in order to clarify the nature of its customer related postage activities, the Company also created separate captions on the statement of operations within revenue and costs and expenses, respectively.  Previously, such amounts were included within revenue and costs of operations.  To conform to the current period presentation, costs of operations were reduced by $86,593 and $256,747 and reclassified as customer postage for the three and nine months ended September 30, 2014, respectively.

Accounting Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company bases its estimates on historical experience, current business factors and various other assumptions that the Company believes are necessary to consider in order to form a basis for making judgments about the carrying values of assets and liabilities, the recorded amounts of revenue and expenses and disclosure of contingent assets and liabilities. The Company is subject to uncertainties such as the impact of future events, economic, environmental and political factors and changes in the Company’s business environment; therefore, actual results could differ materially from these estimates. Accordingly, the accounting estimates used in the preparation of the Company’s financial statements will change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes. Changes in estimates are made when circumstances warrant. Such changes in estimates and refinements in estimation methodologies are reflected in the reported results of operations; and if material, the effects of changes in estimates are disclosed in the notes to the consolidated financial statements. Estimates and assumptions by management affect: the allowance for doubtful accounts; the fair value assigned to assets acquired and liabilities assumed in business combinations; tax receivable agreement obligations; the fair value of interest rate swap obligations; contingent consideration; loss accruals; the carrying value of long-lived assets (including goodwill and intangible assets); the amortization period of long-lived assets (excluding goodwill); the carrying value, capitalization and amortization of software development costs; the provision and benefit for income taxes and related deferred tax accounts; certain accrued expenses; revenue recognition; contingencies; and the value attributed to equity awards.

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, which replaces most prior general and industry specific revenue recognition guidance with a principles-based comprehensive revenue recognition framework. Under this revised framework, a company will recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods and services. This update is effective for fiscal years and interim periods beginning in those years after December 15, 2017. Early adoption is permitted in years beginning after December 15, 2016. Upon adoption, a company may elect to either retrospectively restate each prior reporting period or reflect the cumulative effect of initially applying the update with an adjustment to retained earnings. The Company is currently assessing the potential effects this update may have on its consolidated financial statements.

In June 2014, the FASB issued ASU No. 2014-12, which clarifies, in the context of share-based payment awards, that a performance target that affects vesting and could be achieved after the requisite service period has been rendered should be treated as a performance condition. Prior to this update, because there was no explicit guidance, there was diversity in practice among companies. This update is effective for fiscal years and interim periods within those years beginning after December 15, 2015, with early adoption permitted. The Company does not expect the adoption of this update to have a material effect on its consolidated financial statements.

In January 2015, the Company adopted FASB ASU No. 2014-08, which changes the requirements for reporting discontinued operations. Following adoption of this update, discontinued operations generally will be reported for the disposal by sale or otherwise of a component or a group of components that represents a strategic shift that has or will have a major effect on an entity’s operations and financial results. Upon adoption, this update had no effect on the Company’s consolidated financial statements

In July 2015, the Company adopted ASU No. 2015-03, which generally requires that debt issue costs related to a debt liability be presented on the balance sheet as a direct deduction from the carrying amount of that debt liability.  As a result of the adoption of this update, the Company retrospectively adjusted its consolidated balance sheet as of December 31, 2014 to reduce other assets and long-term debt, excluding current portion, by $11,128.

In July 2015, the Company adopted ASU No. 2015-05, which provides guidance to customers about whether a cloud computing arrangement includes a software license and requires that all software licenses utilized in internal use software arrangements be accounted for consistent with other licenses of intangible assets. As a result of the adoption of this update, the Company will recognize new or materially modified software licenses within intangible assets on its consolidated balance sheet and will recognize the related amortization of these intangible assets within amortization expense.  The Company does not expect the adoption of this update to have a material effect on its consolidated financial statements.

In September 2015, the FASB issued ASU No. 2015-16, which simplifies the accounting for measurement period adjustments in connection with business combinations.Following the adoption of this update, the Company will recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined.  This update is effective for fiscal years and interim periods beginning in those years after December 15, 2015. The Company does not expect the adoption of this update to have a material effect on its consolidated financial statements.

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Fair Value Measurements (Narrative) (Details) - USD ($) $ in Thousands	1 Months Ended
	Apr. 30, 2015	Sep. 30, 2015	Dec. 31, 2014
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Accrued expenses		$ 209,104	$ 175,206
Vieosoft [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Payment to terminate all future obligations related to stock purchase agreement	$ 4,650
Accrued expenses		$ 4,650

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Accumulated Other Comprehensive Income (Loss) (Tables)

9 Months Ended

Sep. 30, 2015

Accumulated Other Comprehensive Income (Loss) [Abstract]

Summary Of Accumulated Other Comprehensive Income (Loss)

	Foreign				Accumulated
	Currency				Other
	Translation		Cash Flow		Comprehensive
	Adjustment		Hedge		Income (Loss)
Balance at January 1, 2015	$	(483)	$	(1,472)	$	(1,955)
Change associated with foreign currency translation		(531)		—		(531)
Change associated with current period hedging		—		1,490		1,490
Reclassification into earnings		—		(1,935)		(1,935)
Balance at September 30, 2015	$	(1,014)	$	(1,917)	$	(2,931)

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Segment Reporting (Tables)

9 Months Ended

Sep. 30, 2015

Segment Reporting [Abstract]

Revenue And Total Segment Contribution For The Reportable Segments

	Three Months Ended September 30, 2015
					Technology-
	Software and		Network		enabled		Corporate and
	Analytics		Solutions		Services		Eliminations		Consolidated
Revenue from external customers:
Solutions revenue	$	97,458	$	93,415	$	103,784	$	(6,711)	$	287,946
Postage revenue		—		—		—		89,839		89,839
Inter-segment revenue		308		146		1,047		(1,501)		—
Net revenue	$	97,766	$	93,561	$	104,831	$	81,627	$	377,785
Income (loss) before income taxes		37,280		49,914		35,224		(165,602)		(43,184)
Interest expense		—		—		—		45,541		45,541
Depreciation and amortization		—		—		—		85,817		85,817
EBITDA		37,280		49,914		35,224		(34,244)		88,174
Equity compensation		426		166		240		1,799		2,631
Acquisition accounting adjustments		227		1		158		—		386
Acquisition-related costs		58		11		108		3,551		3,728
Transaction-related costs and advisory fees		—		—		—		1,960		1,960
Strategic initiatives, duplicative and transition costs		738		318		414		619		2,089
Severance costs		429		178		371		(131)		847
Accretion		—		—		—		6,458		6,458
Impairment of long-lived assets		—		—		—		219		219
Contingent consideration		(4,660)		—		—		—		(4,660)
Other non-routine, net		392		462		(272)		(633)		(51)
EBITDA Adjustments		(2,390)		1,136		1,019		13,842		13,607
Adjusted EBITDA	$	34,890	$	51,050	$	36,243	$	(20,402)	$	101,781

	Three Months Ended September 30, 2014
					Technology-
	Software and		Network		enabled		Corporate and
	Analytics		Solutions		Services		Eliminations		Consolidated
Revenue from external customers:
Solutions revenue	$	61,884	$	90,236	$	109,094	$	(6,199)	$	255,015
Postage revenue		—		—		—		86,593		86,593
Inter-segment revenue		312		90		2,178		(2,580)		—
Net revenue	$	62,196	$	90,326	$	111,272	$	77,814	$	341,608
Income (loss) before income taxes		21,955		44,659		38,789		(113,912)		(8,509)
Interest expense		—		—		—		36,635		36,635
Depreciation and amortization		—		—		—		48,448		48,448
EBITDA		21,955		44,659		38,789		(28,829)		76,574
Equity compensation		165		149		304		1,614		2,232
Acquisition accounting adjustments		20		(7)		176		—		189
Acquisition-related costs		16		25		11		1,336		1,388
Transaction-related costs and advisory fees		—		—		—		1,683		1,683
Strategic initiatives, duplicative and transition costs		16		15		11		364		406
Severance costs		63		209		870		694		1,836
Accretion		—		—		—		4,452		4,452
Impairment of long-lived assets		—		19		165		2,930		3,114
Contingent consideration		—		647		1,329		—		1,976
Other non-routine, net		150		808		399		(1,157)		200
EBITDA Adjustments		430		1,865		3,265		11,916		17,476
Adjusted EBITDA	$	22,385	$	46,524	$	42,054	$	(16,913)	$	94,050

	Nine Months Ended September 30, 2015
					Technology-
	Software and		Network		enabled		Corporate and
	Analytics		Solutions		Services		Eliminations		Consolidated
Revenue from external customers:
Solutions revenue	$	230,374	$	276,314	$	322,953	$	(19,479)	$	810,162
Postage revenue		—		—		—		268,119		268,119
Inter-segment revenue		819		268		3,071		(4,158)		—
Net revenue	$	231,193	$	276,582	$	326,024	$	244,482	$	1,078,281
Income (loss) before income taxes		78,289		143,459		112,241		(396,981)		(62,992)
Interest expense		—		—		—		121,685		121,685
Depreciation and amortization		—		—		—		183,446		183,446
EBITDA		78,289		143,459		112,241		(91,850)		242,139
Equity compensation		1,477		466		176		4,695		6,814
Acquisition accounting adjustments		834		4		546		—		1,384
Acquisition-related costs		91		65		934		5,792		6,882
Transaction-related costs and advisory fees		—		—		—		5,138		5,138
Strategic initiatives, duplicative and transition costs		1,580		674		644		2,426		5,324
Severance costs		132		436		3,211		1,185		4,964
Accretion		—		—		—		15,254		15,254
Impairment of long-lived assets		—		—		—		1,180		1,180
Contingent consideration		(4,730)		(95)		—		—		(4,825)
Other non-routine, net		1,034		1,702		404		(162)		2,978
EBITDA Adjustments		418		3,252		5,915		35,508		45,093
Adjusted EBITDA	$	78,707	$	146,711	$	118,156	$	(56,342)	$	287,232

	Nine Months Ended September 30, 2014
					Technology-
	Software and		Network		enabled		Corporate and
	Analytics		Solutions		Services		Eliminations		Consolidated
Revenue from external customers:
Solutions revenue	$	178,055	$	257,345	$	322,445	$	(17,619)	$	740,226
Postage revenue		—		—		—		256,747		256,747
Inter-segment revenue		1,072		271		5,990		(7,333)		—
Net revenue	$	179,127	$	257,616	$	328,435	$	231,795	$	996,973
Income (loss) before income taxes		59,342		123,330		33,361		(335,282)		(119,249)
Interest expense		—		—		—		109,741		109,741
Depreciation and amortization		—		—		—		141,541		141,541
EBITDA		59,342		123,330		33,361		(84,000)		132,033
Equity compensation		481		446		865		4,122		5,914
Acquisition accounting adjustments		96		4		621		4		725
Acquisition-related costs		45		62		1,410		3,376		4,893
Transaction-related costs and advisory fees		—		—		—		4,799		4,799
Strategic initiatives, duplicative and transition costs		102		152		74		9,431		9,759
Severance costs		1,207		567		1,754		2,028		5,556
Accretion		—		—		—		9,220		9,220
Impairment of long-lived assets		218		2,569		76,376		3,526		82,689
Contingent consideration		—		1,305		2,341		—		3,646
Other non-routine, net		833		1,607		2,497		(1,485)		3,452
EBITDA Adjustments		2,982		6,712		85,938		35,021		130,653
Adjusted EBITDA	$	62,324	$	130,042	$	119,299	$	(48,979)	$	262,686

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Fair Value Measurements (Fair Value Of Financial Instruments Measured On A Recurring Basis) (Details) $ in Thousands	Sep. 30, 2015 USD ($)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Interest rate swaps	$ (3,105)
Contingent consideration obligations	(4,650)
Total	$ (7,755)
Quoted in Markets Identical (Level 1) [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Interest rate swaps
Contingent consideration obligations
Total
Significant Other Observable Inputs (Level 2) [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Interest rate swaps	$ (3,105)
Total	(3,105)
Significant Unobservable Inputs (Level 3) [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Contingent consideration obligations	(4,650)
Total	$ (4,650)

XML

Supplemental Condensed Consolidating Financial Information (Tables)

9 Months Ended

Sep. 30, 2015

Supplemental Condensed Consolidating Financial Information [Abstract]

Condensed Consolidating Balance Sheet

Condensed Consolidating Balance Sheet

	As of September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	703	$	84,255	$	—	$	84,958
Accounts receivable, net of allowance for doubtful accounts		—		278,826		—		278,826
Deferred income tax assets		—		15,457		—		15,457
Prepaid expenses and other current assets		2,749		31,605		—		34,354
Total current assets		3,452		410,143		—		413,595
Property and equipment, net		4		299,031		—		299,035
Due from affiliates		167,339		—		(167,339)		—
Investment in consolidated subsidiaries		1,793,496		—		(1,793,496)		—
Goodwill		—		2,291,375		—		2,291,375
Intangible assets, net		95,875		1,598,963		—		1,694,838
Other assets, net		206,873		7,964		(206,796)		8,041
Total assets	$	2,267,039	$	4,607,476	$	(2,167,631)	$	4,706,884
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	—	$	27,265	$	—	$	27,265
Accrued expenses		18,056		191,048		—		209,104
Deferred revenues		—		12,005		—		12,005
Current portion of long-term debt		6,796		24,469		—		31,265
Total current liabilities		24,852		254,787		—		279,639
Due to affiliates		—		167,339		(167,339)		—
Long-term debt, excluding current portion		1,022,049		1,728,281		—		2,750,330
Deferred income tax liabilities		—		655,725		(206,796)		448,929
Tax receivable agreement obligations to related parties		179,237		—		—		179,237
Other long-term liabilities		1,196		7,848		—		9,044
Commitments and contingencies
Equity		1,039,705		1,793,496		(1,793,496)		1,039,705
Total liabilities and equity	$	2,267,039	$	4,607,476	$	(2,167,631)	$	4,706,884

Condensed Consolidating Balance Sheet

	As of December 31, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	796	$	81,510	$	—	$	82,306
Accounts receivable, net of allowance for doubtful accounts		—		233,791		—		233,791
Deferred income tax assets		—		18,893		—		18,893
Prepaid expenses and other current assets		2,267		26,979		—		29,246
Total current assets		3,063		361,173		—		364,236
Property and equipment, net		7		244,146		—		244,153
Due from affiliates		—		180,610		(180,610)		—
Investment in subsidiaries		1,740,062		—		(1,740,062)		—
Goodwill		—		1,702,569		—		1,702,569
Intangible assets, net		133,500		1,405,894		—		1,539,394
Other assets, net		150,906		7,924		(149,647)		9,183
Total assets	$	2,027,538	$	3,902,316	$	(2,070,319)	$	3,859,535
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	—	$	16,399	$	—	$	16,399
Accrued expenses		4,935		170,271		—		175,206
Deferred revenues		—		10,518		—		10,518
Current portion of long-term debt		6,709		20,599		—		27,308
Total current liabilities		11,644		217,787		—		229,431
Due to affiliates		180,610		—		(180,610)		—
Long-term debt, excluding current portion		769,236		1,366,232		—		2,135,468
Deferred income tax liabilities		—		562,874		(149,647)		413,227
Tax receivable agreement obligations to related parties		163,983		—		—		163,983
Other long-term liabilities		—		15,361		—		15,361
Commitments and contingencies
Total equity		902,065		1,740,062		(1,740,062)		902,065
Total liabilities and equity	$	2,027,538	$	3,902,316	$	(2,070,319)	$	3,859,535

Condensed Consolidating Statement Of Operations

Condensed Consolidating Statement of Operations

	Three Months Ended September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Revenue:
Solutions revenue	$	—	$	287,946	$	—	$	287,946
Postage revenue		—		89,839		—		89,839
Total revenue		—		377,785		—		377,785
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		15		129,370		—		129,385
Development and engineering		—		11,651		—		11,651
Sales, marketing, general and administrative		1,974		54,745		—		56,719
Customer postage		15		89,824		—		89,839
Depreciation and amortization		33,133		52,684		—		85,817
Accretion		6,458		—		—		6,458
Impairment of long-lived assets		—		219		—		219
Operating income (loss)		(41,595)		39,292		—		(2,303)
Equity in earnings of consolidated subsidiaries		(7,141)		—		7,141		—
Interest expense, net		28,108		17,433		—		45,541
Contingent consideration		—		(4,660)		—		(4,660)
Income (loss) before income tax provision (benefit)		(62,562)		26,519		(7,141)		(43,184)
Income tax provision (benefit)		(29,656)		19,378		—		(10,278)
Net income (loss)	$	(32,906)	$	7,141	$	(7,141)	$	(32,906)

Condensed Consolidating Statement of Operations

	Three Months Ended September 30, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Revenue:
Solutions revenue	$	—	$	255,015	$	—	$	255,015
Postage revenue		—		86,593		—		86,593
Total revenue		—		341,608		—		341,608
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		—		116,909		—		116,909
Development and engineering		—		8,117		—		8,117
Sales, marketing, general and administrative		1,290		42,583		—		43,873
Customer postage		—		86,593				86,593
Depreciation and amortization		2,251		46,197		—		48,448
Accretion		4,452		—		—		4,452
Impairment of long-lived assets		—		3,114		—		3,114
Operating income (loss)		(7,993)		38,095		—		30,102
Equity in earnings of consolidated subsidiaries		(10,110)		—		10,110		—
Interest expense, net		23,418		13,217		—		36,635
Contingent consideration		—		1,976		—		1,976
Income (loss) before income tax provision (benefit)		(21,301)		22,902		(10,110)		(8,509)
Income tax provision (benefit)		(8,299)		12,792		—		4,493
Net income (loss)	$	(13,002)	$	10,110	$	(10,110)	$	(13,002)

Condensed Consolidating Statement of Operations

	Nine Months Ended September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Revenue:
Solutions revenue	$	—	$	810,162	$	—	$	810,162
Postage revenue		—		268,119		—		268,119
Total revenue		—		1,078,281		—		1,078,281
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		15		371,844		—		371,859
Development and engineering		—		32,600		—		32,600
Sales, marketing, general and administrative		7,828		144,127		—		151,955
Customer postage		—		268,119		—		268,119
Depreciation and amortization		37,633		145,813		—		183,446
Accretion		15,254		—		—		15,254
Impairment of long-lived assets		—		1,180		—		1,180
Operating income (loss)		(60,730)		114,598		—		53,868
Equity in earnings of consolidated subsidiaries		(47,865)		—		47,865		—
Interest expense, net		74,697		46,988		—		121,685
Contingent consideration		—		(4,825)		—		(4,825)
Income (loss) before income tax provision (benefit)		(87,562)		72,435		(47,865)		(62,992)
Income tax provision (benefit)		(56,834)		24,570		—		(32,264)
Net income (loss)	$	(30,728)	$	47,865	$	(47,865)	$	(30,728)

Condensed Consolidating Statement of Operations

	Nine Months Ended September 30, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Revenue
Solutions revenue	$	—	$	740,226	$	—	$	740,226
Postage revenue		—		256,747		—		256,747
Total revenue		—		996,973		—		996,973
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		—		344,741		—		344,741
Development and engineering		—		24,084		—		24,084
Sales, marketing, general and administrative		13,775		134,006		—		147,781
Customer postage		—		256,747		—		256,747
Depreciation and amortization		6,753		134,788		—		141,541
Accretion		9,220		—		—		9,220
Impairment of long-lived assets		—		82,689		—		82,689
Operating income (loss)		(29,748)		19,918		—		(9,830)
Equity in earnings of consolidated subsidiaries		51,018		—		(51,018)		—
Interest expense, net		70,224		39,517		—		109,741
Contingent consideration		—		3,646		—		3,646
Other		(111)		(3,857)		—		(3,968)
Income (loss) before income tax provision (benefit)		(150,879)		(19,388)		51,018		(119,249)
Income tax provision (benefit)		(75,363)		31,630		—		(43,733)
Net income (loss)	$	(75,516)	$	(51,018)	$	51,018	$	(75,516)

Condensed Consolidating Statement Of Comprehensive Income (Loss)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Three Months Ended September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Net income (loss)	$	(32,906)	$	7,141	$	(7,141)	$	(32,906)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		6		—		—		6
Foreign currency translation adjustment		—		(347)		—		(347)
Equity in other comprehensive earnings		(347)		—		347		—
Other comprehensive income (loss)		(341)		(347)		347		(341)
Total comprehensive income (loss)	$	(33,247)	$	6,794	$	(6,794)	$	(33,247)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Three Months Ended September 30, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Net income (loss)	$	(13,002)	$	10,110	$	(10,110)	$	(13,002)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		732		—		—		732
Foreign currency translation adjustment		—		(127)		—		(127)
Equity in other comprehensive earnings		(127)		—		127		—
Other comprehensive income (loss)		605		(127)		127		605
Total comprehensive income (loss)	$	(12,397)	$	9,983	$	(9,983)	$	(12,397)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Nine Months Ended September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Net income (loss)	$	(30,728)	$	47,865	$	(47,865)	$	(30,728)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		(445)		—		—		(445)
Foreign currency translation adjustment		—		(531)		—		(531)
Equity in other comprehensive earnings		(531)		—		531		—
Other comprehensive income (loss)		(976)		(531)		531		(976)
Total comprehensive income (loss)	$	(31,704)	$	47,334	$	(47,334)	$	(31,704)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Nine Months Ended September 30, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Net income (loss)	$	(75,516)	$	(51,018)	$	51,018	$	(75,516)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		(127)		—		—		(127)
Foreign currency translation adjustment		—		(100)		—		(100)
Equity in other comprehensive earnings		(100)		—		100		—
Other comprehensive income (loss)		(227)		(100)		100		(227)
Total comprehensive income (loss)	$	(75,743)	$	(51,118)	$	51,118	$	(75,743)

Condensed Consolidating Statement Of Cash Flows

Condensed Consolidating Statement of Cash Flows

	Nine Months Ended September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Operating activities
Net income (loss)	$	(30,728)	$	47,865	$	(47,865)	$	(30,728)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		37,633		145,813		-		183,446
Accretion		15,254		-		-		15,254
Equity compensation		229		6,585		-		6,814
Deferred income tax expense (benefit)		(26,160)		(2,677)		-		(28,837)
Amortization of debt discount and issuance costs		2,353		5,088		-		7,441
Contingent consideration		-		(4,825)		-		(4,825)
Impairment of long lived assets		-		1,180		-		1,180
Equity in earnings of consolidated subsidiaries		(47,865)		-		47,865		-
Other		(1,488)		14		-		(1,474)
Changes in operating assets and liabilities:
Accounts receivable		-		6,147		-		6,147
Prepaid expenses and other		(30,546)		18,872		-		(11,674)
Accounts payable		-		10,517		-		10,517
Accrued expenses, deferred revenue, and other liabilities		16,627		(17,545)		-		(918)
Due to/from affiliates		(347,949)		347,949		-		-
Net cash provided (used in) by operating activities		(412,640)		564,983		-		152,343
Investing activities
Purchases of property and equipment		-		(39,175)		-		(39,175)
Payments for acquisitions, net of cash acquired		-		(717,669)		-		(717,669)
Other		-		(3,676)		-		(3,676)
Investment in subsidiary		1,019		-		(1,019)		-
Net cash provided by (used in) investing activities		1,019		(760,520)		(1,019)		(760,520)
Financing activities
Distributions from (to) Emdeon Inc. net		-		(1,019)		1,019		-
Proceeds from Term Loan Facility		8,274		377,137		-		385,411
Proceeds from Senior Notes		243,453		-		-		243,453
Proceeds from Revolving Facility		-		60,000		-		60,000
Payments on Revolving Facility		-		(60,000)		-		(60,000)
Payments on Term Loan Facility		(229)		(11,641)		-		(11,870)
Payment of debt assumed from acquisition		-		(154,469)		-		(154,469)
Deferred financing obligation payments		-		(6,173)		-		(6,173)
Repurchase of Parent common stock		(4,351)		-		-		(4,351)
Capital contribution from Parent		166,881		-		-		166,881
Payment of contingent consideration		-		(5,553)		-		(5,553)
Other		(2,500)		-		-		(2,500)
Net cash provided by (used in) financing activities		411,528		198,282		1,019		610,829
Net decrease in cash and cash equivalents		(93)		2,745		-		2,652
Cash and cash equivalents at beginning of period		796		81,510		-		82,306
Cash and cash equivalents at end of period	$	703	$	84,255	$	-	$	84,958

Condensed Consolidating Statement of Cash Flows

	Nine Months Ended September 30, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Operating activities
Net income (loss)	$	(75,516)	$	(51,018)	$	51,018	$	(75,516)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization		6,753		134,788		-		141,541
Accretion expense		9,220		-		-		9,220
Equity compensation expense		255		5,659		-		5,914
Deferred income tax expense (benefit)		(74,817)		29,931		-		(44,886)
Amortization of debt discount and issuance costs		2,003		3,801		-		5,804
Contingent consideration		-		3,646		-		3,646
Impairment of long lived assets		-		82,689		-		82,689
Equity in earnings of consolidated subsidiaries		51,018		-		(51,018)		-
Other		(1,094)		(2,031)		-		(3,125)
Changes in operating assets and liabilities:
Accounts receivable		-		(12,656)		-		(12,656)
Prepaid expenses and other		(462)		(4,028)		-		(4,490)
Accounts payable		-		644		-		644
Accrued expenses, deferred revenue, and other liabilities		9,377		(9,752)		-		(375)
Due to/from affiliates		69,034		(69,034)		-		-
Net cash provided by (used in) operating activities		(4,229)		112,639		-		108,410
Investing activities
Purchases of property and equipment		-		(37,673)		-		(37,673)
Payments for acquisitions, net of cash acquired		-		(87,909)		-		(87,909)
Other		36		(133)		-		(97)
Investment in subsidiaries, net		50		-		(50)		-
Net cash provided by (used in) investing activities		86		(125,715)		(50)		(125,679)
Financing activities
Distributions from (to) Emdeon Inc., net		-		(50)		50		-
Payments on Term Loan Facility		(207)		(9,452)		-		(9,659)
Payment of debt assumed from acquisition		-		(23,262)		-		(23,262)
Proceeds from Revolving Facility		-		65,000		-		65,000
Payments on Revolving Facility		-		(65,000)		-		(65,000)
Deferred financing obligation payments		-		(4,717)		-		(4,717)
Repurchase of Parent common stock		(960)		-		-		(960)
Capital contribution from Parent		3,256		-		-		3,256
Net cash provided by (used in) financing activities		2,089		(37,481)		50		(35,342)
Net increase (decrease) in cash and cash equivalents		(2,054)		(50,557)		-		(52,611)
Cash and cash equivalents at beginning of period		2,794		73,744		-		76,538
Cash and cash equivalents at end of period	$	740	$	23,187	$	-	$	23,927

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Basis Of Presentation (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Sep. 30, 2014	Sep. 30, 2014	Dec. 31, 2014
Basis Of Presentation [Abstract]
Reclassification adjustment	$ 86,593	$ 256,747	$ 11,128

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Nature Of Business And Organization

9 Months Ended

Sep. 30, 2015

Nature Of Business And Organization [Abstract]

Nature Of Business And Organization

1. Nature of Business and Organization

Nature of Business

Emdeon Inc. (the “Company”), through its subsidiaries, is a provider of software and analytics, network solutions and technology-enabled services that optimize communications, payments and actionable insights by leveraging its intelligent healthcare platform, which includes the single largest financial and administrative network in the United States healthcare system.  The Company’s platform and solutions integrate and automate key functions of its payer, provider and pharmacy customers throughout the patient encounter, from consumer engagement and pre-care eligibility and enrollment through payment.

Organization

The Company was formed as a Delaware limited liability company in September 2006 and converted into a Delaware corporation in September 2008 in anticipation of the Company’s August 2009 initial public offering (the “IPO”).

On November 2, 2011, pursuant to an Agreement and Plan of Merger among the Company, Beagle Parent Corp. (“Parent”) and Beagle Acquisition Corp. (“Merger Sub”), Merger Sub merged with and into the Company with the Company surviving the merger (the “Merger”). Subsequent to the Merger, the Company became an indirect wholly-owned subsidiary of Parent, which is controlled by affiliates of The Blackstone Group L.P. (“Blackstone”).

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Business Combinations (Summary Of Information Related To Acquisitions) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Allocation of the Consideration Transferred:
Goodwill	$ 2,291,375		$ 2,291,375		$ 1,702,569
Long-term debt	(243,588)		(243,588)
Altegra [Member]
Total Consideration Fair Value at Acquisition Date:
Cash paid at closing			735,669
Other			(203)
Total consideration transferred			735,466
Allocation of the Consideration Transferred:
Cash	17,176		17,176
Accounts receivable	52,014		52,014
Deferred income tax assets	1,625		1,625
Prepaid expenses and other current assets	4,730		4,730
Property and equipment	86,901		86,901
Goodwill	593,552		593,552
Accounts payable	(837)		(837)
Accrued expenses	(52,147)		(52,147)
Deferred revenues	(5,100)		(5,100)
Deferred income tax liabilities	(76,287)		(76,287)
Long-term debt	(154,469)		(154,469)
Total consideration transferred			735,466
Acquisition costs in sales, marketing, general and administrative expense:
Acquisition costs in sales, marketing, general and administrative expense	2,936		4,599
Altegra [Member] | Tradenames [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	11,535		11,535
Altegra [Member] | Non-compete Agreements [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	5,041		5,041
Altegra [Member] | Customer Relationships [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	251,099		251,099
Altegra [Member] | Other [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	633		633
Adminisource [Member]
Total Consideration Fair Value at Acquisition Date:
Cash paid at closing			34,825
Other			(925)
Total consideration transferred			33,900
Allocation of the Consideration Transferred:
Accounts receivable	6,474		6,474
Deferred income tax assets	3,797		3,797
Prepaid expenses and other current assets	466		466
Property and equipment	874		874
Goodwill	3,223		3,223
Accounts payable	(279)		(279)
Accrued expenses	(1,993)		(1,993)
Total consideration transferred			33,900
Adminisource [Member] | Tradenames [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	108		108
Adminisource [Member] | Customer Relationships [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	21,230		21,230
Change Healthcare [Member]
Total Consideration Fair Value at Acquisition Date:
Cash paid at closing			138,329
Contingent consideration			4,730
Parent options fair value			650
Other			80
Total consideration transferred			143,789
Allocation of the Consideration Transferred:
Cash	8,053		8,053
Accounts receivable	335		335
Deferred income tax assets	9,170		9,170
Prepaid expenses and other current assets	397		397
Property and equipment	7,953		7,953
Goodwill	109,994		109,994
Accounts payable	(174)		(174)
Accrued expenses	(2,203)		(2,203)
Deferred revenues	(306)		(306)
Long-term debt	(2,000)		(2,000)
Total consideration transferred			143,789
Change Healthcare [Member] | Tradenames [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	5,300		5,300
Change Healthcare [Member] | Non-compete Agreements [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	2,840		2,840
Change Healthcare [Member] | Customer Relationships [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	4,430		4,430
Capario [Member]
Total Consideration Fair Value at Acquisition Date:
Cash paid at closing			89,423
Other			(219)
Total consideration transferred			89,204
Allocation of the Consideration Transferred:
Cash	2,292		2,292
Accounts receivable	4,839		4,839
Deferred income tax assets	275		275
Prepaid expenses and other current assets	1,113		1,113
Property and equipment	9,580		9,580
Goodwill	76,279		76,279
Accounts payable	(2,270)		(2,270)
Accrued expenses	(8,818)		(8,818)
Deferred revenues	(2)		(2)
Current maturities of long-term debt	(2,600)		(2,600)
Deferred income tax liabilities	(14,642)		(14,642)
Long-term debt	(18,785)		(18,785)
Other long-term liabilities	(207)		(207)
Total consideration transferred			89,204
Acquisition costs in sales, marketing, general and administrative expense:
Acquisition costs in sales, marketing, general and administrative expense		$ 234		$ 862
Capario [Member] | Tradenames [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	900		900
Capario [Member] | Non-compete Agreements [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	2,740		2,740
Capario [Member] | Customer Relationships [Member]
Allocation of the Consideration Transferred:
Identifiable intangible assets	$ 38,510		$ 38,510

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Interest Rate Swap (Narrative) (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2015 USD ($) item
Disclosure Interest Rate Swap Narrative [Abstract]
Number of derivatives outstanding | item	3
Interest rate derivatives designated as cash flow hedges, notional amount	$ 640,000
Estimated reclassification as increase to interest expense	2,575
Termination value of derivatives	$ 3,809

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Supplemental Condensed Consolidating Financial Information (Condensed Consolidating Statement Of Operations) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Condensed Income Statements [Line Items]
Solutions revenue	$ 287,946	$ 255,015	$ 810,162	$ 740,226
Postage revenue	89,839	86,593	268,119	256,747
Total revenue	377,785	341,608	1,078,281	996,973
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)	129,385	116,909	371,859	344,741
Development and engineering	11,651	8,117	32,600	24,084
Sales, marketing, general and administrative	56,719	43,873	151,955	147,781
Customer postage	89,839	86,593	268,119	256,747
Depreciation and amortization	85,817	48,448	183,446	141,541
Accretion	6,458	4,452	15,254	9,220
Impairment of long-lived assets	219	3,114	1,180	82,689
Operating income (loss)	(2,303)	30,102	53,868	(9,830)
Interest expense, net	45,541	36,635	121,685	109,741
Contingent consideration	(4,660)	1,976	(4,825)	3,646
Other				(3,968)
Income (loss) before income tax provision (benefit)	(43,184)	(8,509)	(62,992)	(119,249)
Income tax provision (benefit)	(10,278)	4,493	(32,264)	(43,733)
Net income (loss)	(32,906)	(13,002)	(30,728)	(75,516)
Consolidating Adjustments [Member]
Costs and expenses:
Equity in earnings of consolidated subsidiaries	7,141	10,110	47,865	(51,018)
Income (loss) before income tax provision (benefit)	(7,141)	(10,110)	(47,865)	51,018
Net income (loss)	$ (7,141)	(10,110)	(47,865)	51,018
Emdeon Inc. [Member]
Condensed Income Statements [Line Items]
Solutions revenue
Postage revenue
Total revenue
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)	$ 15		15
Development and engineering
Sales, marketing, general and administrative	$ 1,974	1,290	7,828	13,775
Customer postage	15
Depreciation and amortization	33,133	2,251	37,633	6,753
Accretion	$ 6,458	4,452	15,254	9,220
Impairment of long-lived assets
Operating income (loss)	$ (41,595)	(7,993)	(60,730)	(29,748)
Equity in earnings of consolidated subsidiaries	(7,141)	(10,110)	(47,865)	51,018
Interest expense, net	$ 28,108	23,418	74,697	70,224
Contingent consideration
Other				(111)
Income (loss) before income tax provision (benefit)	$ (62,562)	(21,301)	(87,562)	(150,879)
Income tax provision (benefit)	(29,656)	(8,299)	(56,834)	(75,363)
Net income (loss)	(32,906)	(13,002)	(30,728)	(75,516)
Guarantor Subsidiaries [Member]
Condensed Income Statements [Line Items]
Solutions revenue	287,946	255,015	810,162	740,226
Postage revenue	89,839	86,593	268,119	256,747
Total revenue	377,785	341,608	1,078,281	996,973
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)	129,370	116,909	371,844	344,741
Development and engineering	11,651	8,117	32,600	24,084
Sales, marketing, general and administrative	54,745	42,583	144,127	134,006
Customer postage	89,824	86,593	268,119	256,747
Depreciation and amortization	52,684	46,197	145,813	134,788
Impairment of long-lived assets	219	3,114	1,180	82,689
Operating income (loss)	39,292	38,095	114,598	19,918
Interest expense, net	17,433	13,217	46,988	39,517
Contingent consideration	(4,660)	1,976	(4,825)	3,646
Other				(3,857)
Income (loss) before income tax provision (benefit)	26,519	22,902	72,435	(19,388)
Income tax provision (benefit)	19,378	12,792	24,570	31,630
Net income (loss)	$ 7,141	$ 10,110	$ 47,865	$ (51,018)

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Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 84,958	$ 82,306
Accounts receivable, net of allowance for doubtful accounts of $4,425 and $6,377 at September 30, 2015 and December 31, 2014, respectively	278,826	233,791
Deferred income tax assets	15,457	18,893
Prepaid expenses and other current assets	34,354	29,246
Total current assets	413,595	364,236
Property and equipment, net	299,035	244,153
Goodwill	2,291,375	1,702,569
Intangible assets, net	1,694,838	1,539,394
Other assets, net	8,041	9,183
Total assets	4,706,884	3,859,535
Current liabilities:
Accounts payable	27,265	16,399
Accrued expenses	209,104	175,206
Deferred revenues	12,005	10,518
Current portion of long-term debt	31,265	27,308
Total current liabilities	279,639	229,431
Long-term debt, excluding current portion	2,750,330	2,135,468
Deferred income tax liabilities	448,929	413,227
Tax receivable agreement obligations to related parties	179,237	163,983
Other long-term liabilities	$ 9,044	$ 15,361
Commitments and contingencies
Equity:
Common stock (par value, $.01), 100 shares authorized and outstanding at September 30, 2015 and December 31, 2014, respectively
Additional paid-in capital	$ 1,318,704	$ 1,149,360
Accumulated other comprehensive income (loss)	(2,931)	(1,955)
Accumulated deficit	(276,068)	(245,340)
Total equity	1,039,705	902,065
Total liabilities and equity	$ 4,706,884	$ 3,859,535

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Fair Value Measurements (Reconciliation Of The Fair Value Of The Liabilities That Use Significant Unobservable Inputs (Level 3)) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Fair Value Measurements [Abstract]
Balance at beginning of period	$ (9,310)	$ (13,169)	$ (17,486)	$ (5,484)
Adjustment of provisional amounts			(50)
Issuances of contingent consideration				(6,015)
Settlement of contingent consideration			8,061
Total changes included in contingent consideration	4,660	(1,976)	4,825	(3,646)
Balance at end of period	$ (4,650)	$ (15,145)	$ (4,650)	$ (15,145)

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Condensed Consolidated Statements Of Equity - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Total
Balance at Dec. 31, 2013		$ 1,139,375	$ (169,486)	$ (1,343)	$ 968,546
Balance, shares at Dec. 31, 2013	100
Equity compensation expense		5,914			5,914
Issuance of shares in connection with equity compensation plans, net of taxes		1,257			1,257
Repurchase of Parent common stock		(960)			(960)
Capital contribution from Parent		2,000			2,000
Net income (loss)			(75,516)		(75,516)
Foreign currency translation adjustment				(100)	(100)
Change in fair value of interest rate swap, net of taxes				(127)	(127)
Balance at Sep. 30, 2014		1,147,586	(245,002)	(1,570)	901,014
Balance, shares at Sep. 30, 2014	100
Balance at Dec. 31, 2014		1,149,360	(245,340)	(1,955)	902,065
Balance, shares at Dec. 31, 2014	100
Equity compensation expense		6,814			6,814
Issuance of shares in connection with equity compensation plans, net of taxes		305			305
Repurchase of Parent common stock		(4,351)			(4,351)
Capital contribution from Parent		166,576			166,576
Net income (loss)			(30,728)		(30,728)
Foreign currency translation adjustment				(531)	(531)
Change in fair value of interest rate swap, net of taxes				(445)	(445)
Balance at Sep. 30, 2015		$ 1,318,704	$ (276,068)	$ (2,931)	$ 1,039,705
Balance, shares at Sep. 30, 2015	100

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Goodwill And Intangible Assets (Goodwill Activity) (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2015 USD ($)
Goodwill and Intangible Assets [Line Items]
Balance	$ 1,702,569
Acquisitions	593,552
Other	(4,746)
Balance	2,291,375
Software And Analytics [Member]
Goodwill and Intangible Assets [Line Items]
Balance	581,533
Acquisitions	593,552
Other	(3,944)
Balance	1,171,141
Network Solutions [Member]
Goodwill and Intangible Assets [Line Items]
Balance	$ 620,805
Acquisitions
Other
Balance	$ 620,805
Technology-Enabled Services [Member]
Goodwill and Intangible Assets [Line Items]
Balance	$ 500,231
Acquisitions
Other	$ (802)
Balance	$ 499,429

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Basis Of Presentation (Policy)

9 Months Ended

Sep. 30, 2015

Basis Of Presentation [Abstract]

Principles Of Consolidation

Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Securities and Exchange Commission (“SEC”) Guidelines, Rules and Regulations (“Regulation S-X”) and, in the opinion of management, reflect all normal recurring adjustments necessary for a fair presentation of results for the unaudited interim periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. The results of operations for the interim period are not necessarily indicative of the results to be obtained for the full fiscal year. All material intercompany accounts and transactions have been eliminated in the unaudited condensed consolidated financial statements.

Reclassifications

Reclassifications

Certain reclassifications have been made to the prior period financial statements to conform to the current period presentation.

Effective January 1, 2015, the Company completed an internal reorganization of its reporting structure which resulted in a change in the composition of its reportable segments to software and analytics, network solutions and technology-enabled services. Prior period segment information has been restated to reflect the current organizational structure.

Effective January 1, 2015, in order to clarify the nature of its customer related postage activities, the Company also created separate captions on the statement of operations within revenue and costs and expenses, respectively.  Previously, such amounts were included within revenue and costs of operations.  To conform to the current period presentation, costs of operations were reduced by $86,593 and $256,747 and reclassified as customer postage for the three and nine months ended September 30, 2014, respectively.

Accounting Estimates

Accounting Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company bases its estimates on historical experience, current business factors and various other assumptions that the Company believes are necessary to consider in order to form a basis for making judgments about the carrying values of assets and liabilities, the recorded amounts of revenue and expenses and disclosure of contingent assets and liabilities. The Company is subject to uncertainties such as the impact of future events, economic, environmental and political factors and changes in the Company’s business environment; therefore, actual results could differ materially from these estimates. Accordingly, the accounting estimates used in the preparation of the Company’s financial statements will change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes. Changes in estimates are made when circumstances warrant. Such changes in estimates and refinements in estimation methodologies are reflected in the reported results of operations; and if material, the effects of changes in estimates are disclosed in the notes to the consolidated financial statements. Estimates and assumptions by management affect: the allowance for doubtful accounts; the fair value assigned to assets acquired and liabilities assumed in business combinations; tax receivable agreement obligations; the fair value of interest rate swap obligations; contingent consideration; loss accruals; the carrying value of long-lived assets (including goodwill and intangible assets); the amortization period of long-lived assets (excluding goodwill); the carrying value, capitalization and amortization of software development costs; the provision and benefit for income taxes and related deferred tax accounts; certain accrued expenses; revenue recognition; contingencies; and the value attributed to equity awards.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, which replaces most prior general and industry specific revenue recognition guidance with a principles-based comprehensive revenue recognition framework. Under this revised framework, a company will recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods and services. This update is effective for fiscal years and interim periods beginning in those years after December 15, 2017. Early adoption is permitted in years beginning after December 15, 2016. Upon adoption, a company may elect to either retrospectively restate each prior reporting period or reflect the cumulative effect of initially applying the update with an adjustment to retained earnings. The Company is currently assessing the potential effects this update may have on its consolidated financial statements.

In June 2014, the FASB issued ASU No. 2014-12, which clarifies, in the context of share-based payment awards, that a performance target that affects vesting and could be achieved after the requisite service period has been rendered should be treated as a performance condition. Prior to this update, because there was no explicit guidance, there was diversity in practice among companies. This update is effective for fiscal years and interim periods within those years beginning after December 15, 2015, with early adoption permitted. The Company does not expect the adoption of this update to have a material effect on its consolidated financial statements.

In January 2015, the Company adopted FASB ASU No. 2014-08, which changes the requirements for reporting discontinued operations. Following adoption of this update, discontinued operations generally will be reported for the disposal by sale or otherwise of a component or a group of components that represents a strategic shift that has or will have a major effect on an entity’s operations and financial results. Upon adoption, this update had no effect on the Company’s consolidated financial statements

In July 2015, the Company adopted ASU No. 2015-03, which generally requires that debt issue costs related to a debt liability be presented on the balance sheet as a direct deduction from the carrying amount of that debt liability.  As a result of the adoption of this update, the Company retrospectively adjusted its consolidated balance sheet as of December 31, 2014 to reduce other assets and long-term debt, excluding current portion, by $11,128.

In July 2015, the Company adopted ASU No. 2015-05, which provides guidance to customers about whether a cloud computing arrangement includes a software license and requires that all software licenses utilized in internal use software arrangements be accounted for consistent with other licenses of intangible assets. As a result of the adoption of this update, the Company will recognize new or materially modified software licenses within intangible assets on its consolidated balance sheet and will recognize the related amortization of these intangible assets within amortization expense.  The Company does not expect the adoption of this update to have a material effect on its consolidated financial statements.

In September 2015, the FASB issued ASU No. 2015-16, which simplifies the accounting for measurement period adjustments in connection with business combinations.Following the adoption of this update, the Company will recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined.  This update is effective for fiscal years and interim periods beginning in those years after December 15, 2015. The Company does not expect the adoption of this update to have a material effect on its consolidated financial statements.

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Goodwill And Intangible Assets (Intangible Assets Subject To Amortization) (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 2,116,353
Accumulated Amortization	(421,515)
Intangible assets, net	$ 1,694,838	$ 1,539,394
Customer Relationships [Member]
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Life	13 years 9 months 18 days
Gross Carrying Amount	$ 1,878,991
Accumulated Amortization	(322,949)
Intangible assets, net	$ 1,556,042
Tradenames [Member]
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Life	3 months 18 days
Gross Carrying Amount	$ 174,381
Accumulated Amortization	(63,106)
Intangible assets, net	$ 111,275
Non-compete Agreements [Member]
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Life	1 year 8 months 12 days
Gross Carrying Amount	$ 25,021
Accumulated Amortization	(13,836)
Intangible assets, net	$ 11,185
Data Sublicense Agreement [Member]
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Life	2 years
Gross Carrying Amount	$ 31,000
Accumulated Amortization	(20,512)
Intangible assets, net	$ 10,488
Other [Member]
Finite Lived Intangible Assets [Line Items]
Weighted Average Remaining Life	2 years
Gross Carrying Amount	$ 6,960
Accumulated Amortization	(1,112)
Intangible assets, net	$ 5,848

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Goodwill And Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2015

Goodwill And Intangible Assets [Abstract]

Schedule Of Goodwill Activity

	Software and Analytics		Network Solutions		Technology-enabled Services		Total
Balance at December 31, 2014	$	581,533	$	620,805	$	500,231	$	1,702,569
Acquisitions		593,552		—		—		593,552
Other		(3,944)		—		(802)		(4,746)
Balance at September 30, 2015	$	1,171,141	$	620,805	$	499,429	$	2,291,375

Intangible Assets Subject To Amortization

	Weighted		Gross
	Average		Carrying		Accumulated
	Remaining Life		Amount		Amortization		Net
Customer relationships		13.8	$	1,878,991	$	(322,949)	$	1,556,042
Tradenames		0.3		174,381		(63,106)		111,275
Non-compete agreements		1.7		25,021		(13,836)		11,185
Data sublicense agreement		2.0		31,000		(20,512)		10,488
Other		2.0		6,960		(1,112)		5,848
Total			$	2,116,353	$	(421,515)	$	1,694,838

Aggregate Future Amortization Expense For Intangible Assets

Remainder of 2015	$	127,495
2016		129,950
2017		123,895
2018		117,843
2019		113,954
Thereafter		1,081,701
	$	1,694,838

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Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Operating activities
Net income (loss)	$ (32,906)	$ (13,002)	$ (30,728)	$ (75,516)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	85,817	48,448	183,446	141,541
Accretion	6,458	4,452	15,254	9,220
Equity compensation	2,631	2,232	6,814	5,914
Deferred income tax expense (benefit)			(28,837)	(44,886)
Amortization of debt discount and issuance costs			7,441	5,804
Contingent consideration	(4,660)	1,976	(4,825)	3,646
Impairment of long-lived assets	219	3,114	1,180	82,689
Other			(1,474)	(3,125)
Changes in operating assets and liabilities:
Accounts receivable			6,147	(12,656)
Prepaid expenses and other			(11,674)	(4,490)
Accounts payable			10,517	644
Accrued expenses, deferred revenue and other liabilities			(918)	(375)
Net cash provided by (used in) operating activities			152,343	108,410
Investing activities
Purchases of property and equipment			(39,175)	(37,673)
Payments for acquisitions, net of cash acquired			(717,669)	(87,909)
Other			(3,676)	(97)
Net cash provided by (used in) investing activities			(760,520)	(125,679)
Financing activities
Proceeds from Term Loan Facility			385,411
Proceeds from Senior Notes			243,453
Proceeds from Revolving Facility			60,000	65,000
Payments on Revolving Facility			(60,000)	(65,000)
Payments on Term Loan Facility			(11,870)	(9,659)
Payment of debt assumed from acquisition			(154,469)	(23,262)
Deferred financing obligation payments			(6,173)	(4,717)
Repurchase of Parent common stock			(4,351)	(960)
Capital contribution from Parent			166,881	3,256
Payment of Contingent Consideration			(5,553)
Other			(2,500)
Net cash provided by (used in) financing activities			610,829	(35,342)
Net increase (decrease) in cash and cash equivalents			2,652	(52,611)
Cash and cash equivalents at beginning of period			82,306	76,538
Cash and cash equivalents at end of period	$ 84,958	$ 23,927	$ 84,958	$ 23,927

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Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Condensed Consolidated Balance Sheets [Abstract]
Allowance for doubtful accounts	$ 4,425	$ 6,377
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	100	100
Common stock, shares outstanding	100	100

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Income Taxes

9 Months Ended

Sep. 30, 2015

Income Taxes [Abstract]

Income Taxes

10. Income Taxes

In May 2015, the state of Tennessee enacted the Tennessee Revenue Modernization Act, which changed the manner in which the Company’s Tennessee apportionment is determined.  This change in the Company’s Tennessee apportionment, along with routine changes in apportionment that arose following the filing of the Company’s annual tax returns, resulted in a change in the Company’s effective state income tax rate.

Additionally, during the nine months ended September 30, 2015, the Company revised its estimates of its contingent consideration obligations related to two of its acquisitions.

After giving effect to the changes in the Company’s Tennessee apportionment, changes in contingent consideration and other items, income taxes for the nine months ended September 30, 2015 amounted to an income tax benefit of $32,264and an effective tax rate of 51.2%. The income tax benefit for the nine months ended September 30, 2014 was $43,733and resulted in an effective tax rate of 36.7%.

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Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Nov. 06, 2015
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q3
Entity Registrant Name	Emdeon Inc.
Entity Central Index Key	0001444598
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		100

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Tax Receivable Agreement Obligations To Related Parties

9 Months Ended

Sep. 30, 2015

Tax Receivable Agreement Obligations To Related Parties [Abstract]

Tax Receivable Agreement Obligations To Related Parties

11. Tax Receivable Agreement Obligation to Related Parties

The Company is a party to tax receivable agreements which obligate it to make payments to certain of its current and former owners, including affiliates of Blackstone, Hellman & Friedman and certain members of management (collectively, the “TRA Members”), equal to 85% of the applicable cash savings that the Company realizes as a result of tax attributes arising from certain previous transactions, including the Merger. The Company will retain the benefit of the remaining 15% of these tax savings. The Company expects cumulative remaining payments under the tax receivable agreements of approximately $353,048.  $180,182 of this amount, which reflected the initial fair value of the tax receivable agreement obligations plus recognized accretion, was reflected as an obligation on the accompanying unaudited condensed consolidated balance sheet at September 30, 2015.

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Condensed Consolidated Statements Of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Revenue:
Solutions revenue	$ 287,946	$ 255,015	$ 810,162	$ 740,226
Postage revenue	89,839	86,593	268,119	256,747
Total revenue	377,785	341,608	1,078,281	996,973
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)	129,385	116,909	371,859	344,741
Development and engineering	11,651	8,117	32,600	24,084
Sales, marketing, general and administrative	56,719	43,873	151,955	147,781
Customer postage	89,839	86,593	268,119	256,747
Depreciation and amortization	85,817	48,448	183,446	141,541
Accretion	6,458	4,452	15,254	9,220
Impairment of long-lived assets	219	3,114	1,180	82,689
Operating income (loss)	(2,303)	30,102	53,868	(9,830)
Interest expense, net	45,541	36,635	121,685	109,741
Contingent consideration	(4,660)	1,976	(4,825)	3,646
Other				(3,968)
Income (loss) before income tax provision (benefit)	(43,184)	(8,509)	(62,992)	(119,249)
Income tax provision (benefit)	(10,278)	4,493	(32,264)	(43,733)
Net income (loss)	$ (32,906)	$ (13,002)	$ (30,728)	$ (75,516)

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Goodwill And Intangible Assets

9 Months Ended

Sep. 30, 2015

Goodwill And Intangible Assets [Abstract]

Goodwill And Intangible Assets

5. Goodwill and Intangible Assets

The following table presents the changes in the carrying amount of goodwill for the indicated periods.

	Software and Analytics		Network Solutions		Technology-enabled Services		Total
Balance at December 31, 2014	$	581,533	$	620,805	$	500,231	$	1,702,569
Acquisitions		593,552		—		—		593,552
Other		(3,944)		—		(802)		(4,746)
Balance at September 30, 2015	$	1,171,141	$	620,805	$	499,429	$	2,291,375

Intangible assets subject to amortization as of September 30, 2015 consisted of the following:

	Weighted		Gross
	Average		Carrying		Accumulated
	Remaining Life		Amount		Amortization		Net
Customer relationships		13.8	$	1,878,991	$	(322,949)	$	1,556,042
Tradenames		0.3		174,381		(63,106)		111,275
Non-compete agreements		1.7		25,021		(13,836)		11,185
Data sublicense agreement		2.0		31,000		(20,512)		10,488
Other		2.0		6,960		(1,112)		5,848
Total			$	2,116,353	$	(421,515)	$	1,694,838

Amortization expense was $115,970 and $75,286 for the nine months ended September 30, 2015 and 2014, respectively. The Company recently announced its plan to rebrand as Change HealthcareTM beginning in the fourth quarter of 2015. As a result of this plan, the Company revised the remaining useful life of its existing tradename asset. During the three months ended September 30, 2015, the Company recognized amortization expense of $31,525 related to its existing tradename asset.

Aggregate future amortization expense for intangible assets is estimated to be:

Remainder of 2015	$	127,495
2016		129,950
2017		123,895
2018		117,843
2019		113,954
Thereafter		1,081,701
	$	1,694,838

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Business Combinations

9 Months Ended

Sep. 30, 2015

Business Combinations [Abstract]

Business Combinations

4.  Business Combinations

In July 2014, the Company acquired all of the equity interests of Capario, Inc. (“Capario”), a technology-enabled provider of revenue cycle management solutions.

In November 2014, the Company acquired all of the equity interests of Change Healthcare Corporation (“Change”), a technology-enabled provider of healthcare consumer engagement and transparency solutions.

In December 2014, the Company acquired all of the equity interests of Adminisource Communications, Inc. (“Adminisource”), a technology-enabled provider of payment and communication solutions.

In August 2015, the Company acquired all of the equity interests of Altegra Health, Inc. (“Altegra”), a technology-enabled provider that assists payers and risk bearing providers with analytics and reporting capabilities for risk adjustment, member engagement and quality analysis to achieve actionable insights and improved management for value-based healthcare.

The following table summarizes certain information related to these acquisitions. The preliminary values of the consideration transferred, assets acquired and liabilities assumed in the Altegra acquisition, including the related tax effects, are subject to receipt of a final valuation and working capital settlement.

	Altegra		Adminisource		Change		Capario
Total Consideration Fair Value at Acquisition Date:
Cash paid at closing	$	735,669	$	34,825	$	138,329	$	89,423
Contingent consideration		—		—		4,730		—
Parent options fair value		—		—		650		—
Other		(203)		(925)		80		(219)
	$	735,466	$	33,900	$	143,789	$	89,204
Allocation of the Consideration Transferred:
Cash	$	17,176	$	—	$	8,053	$	2,292
Accounts receivable		52,014		6,474		335		4,839
Deferred income tax assets		1,625		3,797		9,170		275
Prepaid expenses and other current assets		4,730		466		397		1,113
Property and equipment		86,901		874		7,953		9,580
Identifiable intangible assets:
Tradename		11,535		108		5,300		900
Noncompetition agreements		5,041		—		2,840		2,740
Customer relationships		251,099		21,230		4,430		38,510
Other		633		—		—		—
Goodwill		593,552		3,223		109,994		76,279
Accounts payable		(837)		(279)		(174)		(2,270)
Accrued expenses		(52,147)		(1,993)		(2,203)		(8,818)
Deferred revenues		(5,100)				(306)		(2)
Current maturities of long-term debt		—		—		—		(2,600)
Deferred income tax liabilities		(76,287)		—		—		(14,642)
Long-term debt		(154,469)		—		(2,000)		(18,785)
Other long-term liabilities		—		—		—		(207)
Total consideration transferred	$	735,466	$	33,900	$	143,789	$	89,204
Acquisition costs in sales, marketing, general and administrative expense:
For the three months ended September 30, 2015	$	2,936	$	—	$	—	$	—
For the three months ended September 30, 2014	$	—	$	—	$	—	$	234
For the nine months ended September 30, 2015	$	4,599	$	—	$	—	$	—
For the nine months ended September 30, 2014	$	—	$	—	$	—	$	862

	Altegra		Adminisource		Change		Capario
Other Information:
Gross contractual accounts receivable	$	53,108	$	7,521	$	335	$	5,112
Amount not expected to be collected	$	1,094	$	1,047	$	—	$	273
Goodwill expected to be deductible for tax purposes	$	—	$	—	$	—	$	—
Contingent Consideration Information:
Contingent consideration range		N/A		N/A		$0-$50,000		N/A
Measurement period		N/A		N/A		January 1, 2015 to December 31, 2017		N/A
Basis of measurement		N/A		N/A		Revenue performance		N/A
Type of measurement		N/A		N/A		Level 3		N/A
Key assumptions at the acquisition date:
Range of annual revenue performance		N/A		N/A		$5,516  -$51,376		N/A
Expected payment date(s)		N/A		N/A		2016-2018		N/A
Discount rate(s)		N/A		N/A		10.5% to 11.3%		N/A
Increase (decrease) to net loss:
For the three months ended September 30, 2015		N/A		N/A	$	(4,660)		N/A
For the nine months ended September 30, 2015		N/A		N/A	$	(4,730)		N/A

The Company generally recognizes goodwill attributable to the assembled workforce and expected synergies among the operations of the acquired entities and the Company’s existing operations. In the case of the Company’s acquisitions of operating companies, synergies generally have resulted from the elimination of duplicative facilities and personnel costs and cross selling opportunities among the Company’s existing customer base. Goodwill is generally deductible for federal income tax purposes when a business combination is treated as an asset purchase. Goodwill is generally not deductible for federal income tax purposes when the business combination is treated as a stock purchase.

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Business Combinations (Tables)

9 Months Ended

Sep. 30, 2015

Business Combinations [Abstract]

Summary Of Information Related To Acquisitions

	Altegra		Adminisource		Change		Capario
Total Consideration Fair Value at Acquisition Date:
Cash paid at closing	$	735,669	$	34,825	$	138,329	$	89,423
Contingent consideration		—		—		4,730		—
Parent options fair value		—		—		650		—
Other		(203)		(925)		80		(219)
	$	735,466	$	33,900	$	143,789	$	89,204
Allocation of the Consideration Transferred:
Cash	$	17,176	$	—	$	8,053	$	2,292
Accounts receivable		52,014		6,474		335		4,839
Deferred income tax assets		1,625		3,797		9,170		275
Prepaid expenses and other current assets		4,730		466		397		1,113
Property and equipment		86,901		874		7,953		9,580
Identifiable intangible assets:
Tradename		11,535		108		5,300		900
Noncompetition agreements		5,041		—		2,840		2,740
Customer relationships		251,099		21,230		4,430		38,510
Other		633		—		—		—
Goodwill		593,552		3,223		109,994		76,279
Accounts payable		(837)		(279)		(174)		(2,270)
Accrued expenses		(52,147)		(1,993)		(2,203)		(8,818)
Deferred revenues		(5,100)				(306)		(2)
Current maturities of long-term debt		—		—		—		(2,600)
Deferred income tax liabilities		(76,287)		—		—		(14,642)
Long-term debt		(154,469)		—		(2,000)		(18,785)
Other long-term liabilities		—		—		—		(207)
Total consideration transferred	$	735,466	$	33,900	$	143,789	$	89,204
Acquisition costs in sales, marketing, general and administrative expense:
For the three months ended September 30, 2015	$	2,936	$	—	$	—	$	—
For the three months ended September 30, 2014	$	—	$	—	$	—	$	234
For the nine months ended September 30, 2015	$	4,599	$	—	$	—	$	—
For the nine months ended September 30, 2014	$	—	$	—	$	—	$	862

Summary Of Other And Contingent Consideration Information Related To Acquisitions

	Altegra		Adminisource		Change		Capario
Other Information:
Gross contractual accounts receivable	$	53,108	$	7,521	$	335	$	5,112
Amount not expected to be collected	$	1,094	$	1,047	$	—	$	273
Goodwill expected to be deductible for tax purposes	$	—	$	—	$	—	$	—
Contingent Consideration Information:
Contingent consideration range		N/A		N/A		$0-$50,000		N/A
Measurement period		N/A		N/A		January 1, 2015 to December 31, 2017		N/A
Basis of measurement		N/A		N/A		Revenue performance		N/A
Type of measurement		N/A		N/A		Level 3		N/A
Key assumptions at the acquisition date:
Range of annual revenue performance		N/A		N/A		$5,516  -$51,376		N/A
Expected payment date(s)		N/A		N/A		2016-2018		N/A
Discount rate(s)		N/A		N/A		10.5% to 11.3%		N/A
Increase (decrease) to net loss:
For the three months ended September 30, 2015		N/A		N/A	$	(4,660)		N/A
For the nine months ended September 30, 2015		N/A		N/A	$	(4,730)		N/A

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Segment Reporting

9 Months Ended

Sep. 30, 2015

Segment Reporting [Abstract]

Segment Reporting

12.  Segment Reporting

Management views the Company’s operating results in three reportable segments: (a) software and analytics, (b) network solutions and (c) technology-enabled services. Listed below are the results of operations for each of the reportable segments. This information is reflected in the manner utilized by management to make operating decisions, assess performance and allocate resources. Such amounts include allocations of corporate shared services functions that are essential to the core operations of the reportable segments such as information technology, operations and product development functions.  Segment assets and related depreciation expenses are not presented to management for purposes of operational decision making, and therefore are not included in the accompanying tables. The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies in the notes to the Company’s audited consolidated financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2014 as filed with the SEC.

Software and Analytics

The software and analytics segment provides revenue cycle technology, revenue optimization, payment integrity, electronic payment, risk adjustment, quality reporting, data and analytic and consumer engagement solutions.

Network Solutions

The network solutions segment provides financial and administrative information exchange solutions for medical, dental and pharmacy claims management and other standardized healthcare transactions, including clinical information exchange capabilities.

Technology-enabled Services

Thetechnology-enabled services segment provides payment and communication, eligibility and enrollment, healthcare consulting, payment automation and pharmacy benefits administration solutions.

Corporate and Eliminations

Corporate and eliminations includes pass-through postage costs, management, administrative and certain other shared corporate services functions such as legal, finance, human resources and marketing, as well as eliminations to remove inter-segment revenue and expenses. Inter-segment revenue and expenses primarily represent claims management and payment and communication solutions provided between segments.These administrative costs are excluded from the adjusted EBITDA measure for each respective operating segment.

The revenue and adjusted EBITDA for the operating segments are as follows:

	Three Months Ended September 30, 2015
					Technology-
	Software and		Network		enabled		Corporate and
	Analytics		Solutions		Services		Eliminations		Consolidated
Revenue from external customers:
Solutions revenue	$	97,458	$	93,415	$	103,784	$	(6,711)	$	287,946
Postage revenue		—		—		—		89,839		89,839
Inter-segment revenue		308		146		1,047		(1,501)		—
Net revenue	$	97,766	$	93,561	$	104,831	$	81,627	$	377,785
Income (loss) before income taxes		37,280		49,914		35,224		(165,602)		(43,184)
Interest expense		—		—		—		45,541		45,541
Depreciation and amortization		—		—		—		85,817		85,817
EBITDA		37,280		49,914		35,224		(34,244)		88,174
Equity compensation		426		166		240		1,799		2,631
Acquisition accounting adjustments		227		1		158		—		386
Acquisition-related costs		58		11		108		3,551		3,728
Transaction-related costs and advisory fees		—		—		—		1,960		1,960
Strategic initiatives, duplicative and transition costs		738		318		414		619		2,089
Severance costs		429		178		371		(131)		847
Accretion		—		—		—		6,458		6,458
Impairment of long-lived assets		—		—		—		219		219
Contingent consideration		(4,660)		—		—		—		(4,660)
Other non-routine, net		392		462		(272)		(633)		(51)
EBITDA Adjustments		(2,390)		1,136		1,019		13,842		13,607
Adjusted EBITDA	$	34,890	$	51,050	$	36,243	$	(20,402)	$	101,781

	Three Months Ended September 30, 2014
					Technology-
	Software and		Network		enabled		Corporate and
	Analytics		Solutions		Services		Eliminations		Consolidated
Revenue from external customers:
Solutions revenue	$	61,884	$	90,236	$	109,094	$	(6,199)	$	255,015
Postage revenue		—		—		—		86,593		86,593
Inter-segment revenue		312		90		2,178		(2,580)		—
Net revenue	$	62,196	$	90,326	$	111,272	$	77,814	$	341,608
Income (loss) before income taxes		21,955		44,659		38,789		(113,912)		(8,509)
Interest expense		—		—		—		36,635		36,635
Depreciation and amortization		—		—		—		48,448		48,448
EBITDA		21,955		44,659		38,789		(28,829)		76,574
Equity compensation		165		149		304		1,614		2,232
Acquisition accounting adjustments		20		(7)		176		—		189
Acquisition-related costs		16		25		11		1,336		1,388
Transaction-related costs and advisory fees		—		—		—		1,683		1,683
Strategic initiatives, duplicative and transition costs		16		15		11		364		406
Severance costs		63		209		870		694		1,836
Accretion		—		—		—		4,452		4,452
Impairment of long-lived assets		—		19		165		2,930		3,114
Contingent consideration		—		647		1,329		—		1,976
Other non-routine, net		150		808		399		(1,157)		200
EBITDA Adjustments		430		1,865		3,265		11,916		17,476
Adjusted EBITDA	$	22,385	$	46,524	$	42,054	$	(16,913)	$	94,050

	Nine Months Ended September 30, 2015
					Technology-
	Software and		Network		enabled		Corporate and
	Analytics		Solutions		Services		Eliminations		Consolidated
Revenue from external customers:
Solutions revenue	$	230,374	$	276,314	$	322,953	$	(19,479)	$	810,162
Postage revenue		—		—		—		268,119		268,119
Inter-segment revenue		819		268		3,071		(4,158)		—
Net revenue	$	231,193	$	276,582	$	326,024	$	244,482	$	1,078,281
Income (loss) before income taxes		78,289		143,459		112,241		(396,981)		(62,992)
Interest expense		—		—		—		121,685		121,685
Depreciation and amortization		—		—		—		183,446		183,446
EBITDA		78,289		143,459		112,241		(91,850)		242,139
Equity compensation		1,477		466		176		4,695		6,814
Acquisition accounting adjustments		834		4		546		—		1,384
Acquisition-related costs		91		65		934		5,792		6,882
Transaction-related costs and advisory fees		—		—		—		5,138		5,138
Strategic initiatives, duplicative and transition costs		1,580		674		644		2,426		5,324
Severance costs		132		436		3,211		1,185		4,964
Accretion		—		—		—		15,254		15,254
Impairment of long-lived assets		—		—		—		1,180		1,180
Contingent consideration		(4,730)		(95)		—		—		(4,825)
Other non-routine, net		1,034		1,702		404		(162)		2,978
EBITDA Adjustments		418		3,252		5,915		35,508		45,093
Adjusted EBITDA	$	78,707	$	146,711	$	118,156	$	(56,342)	$	287,232

	Nine Months Ended September 30, 2014
					Technology-
	Software and		Network		enabled		Corporate and
	Analytics		Solutions		Services		Eliminations		Consolidated
Revenue from external customers:
Solutions revenue	$	178,055	$	257,345	$	322,445	$	(17,619)	$	740,226
Postage revenue		—		—		—		256,747		256,747
Inter-segment revenue		1,072		271		5,990		(7,333)		—
Net revenue	$	179,127	$	257,616	$	328,435	$	231,795	$	996,973
Income (loss) before income taxes		59,342		123,330		33,361		(335,282)		(119,249)
Interest expense		—		—		—		109,741		109,741
Depreciation and amortization		—		—		—		141,541		141,541
EBITDA		59,342		123,330		33,361		(84,000)		132,033
Equity compensation		481		446		865		4,122		5,914
Acquisition accounting adjustments		96		4		621		4		725
Acquisition-related costs		45		62		1,410		3,376		4,893
Transaction-related costs and advisory fees		—		—		—		4,799		4,799
Strategic initiatives, duplicative and transition costs		102		152		74		9,431		9,759
Severance costs		1,207		567		1,754		2,028		5,556
Accretion		—		—		—		9,220		9,220
Impairment of long-lived assets		218		2,569		76,376		3,526		82,689
Contingent consideration		—		1,305		2,341		—		3,646
Other non-routine, net		833		1,607		2,497		(1,485)		3,452
EBITDA Adjustments		2,982		6,712		85,938		35,021		130,653
Adjusted EBITDA	$	62,324	$	130,042	$	119,299	$	(48,979)	$	262,686

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Fair Value Measurements

9 Months Ended

Sep. 30, 2015

Fair Value Measurements [Abstract]

Fair Value Measurements

8. Fair Value Measurements

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The Company’s assets and liabilities that are measured at fair value on a recurring basis consist of the Company’s derivative financial instruments and contingent consideration associated with business combinations. The table below summarizes these items as of September 30, 2015, aggregated by the level in the fair value hierarchy within which those measurements fall.

			Quoted in				Significant
	Balance at		Markets		Significant Other		Unobservable
	September 30,		Identical		Observable Inputs		Inputs
Description	2015		(Level 1)		(Level 2)		(Level 3)
Interest rate swaps	$	(3,105)	$	—	$	(3,105)	$	—
Contingent consideration obligations		(4,650)		—		—		(4,650)
Total	$	(7,755)	$	—	$	(3,105)	$	(4,650)

The valuation of the Company’s derivative financial instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivative, including the period to maturity, and uses observable market-based inputs, including interest rate curves. The fair value of the interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash payments (or receipts) and the discounted expected variable cash receipts (or payments) using the overnight index swap rate as the discount rate.

The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements and measures the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio.

Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs to evaluate the likelihood of default by itself and by its counterparties. As of September 30, 2015, the Company determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

The valuation of the Company’s contingent consideration obligations is estimated as the present value of total expected contingent consideration payments which are determined using a Monte Carlo simulation. This analysis reflects the contractual terms of the purchase agreements and utilizes assumptions with regard to future sales, probabilities of achieving such future sales, the likelihood and timing of expected payments and a discount rate. Significant increases with respect to assumptions as to future sales and probabilities of achieving such future sales would result in a higher fair value measurement, while an increase in the discount rate would result in a lower fair value measurement.

The table below presents a reconciliation of the fair value of the liabilities that use significant unobservable inputs (Level 3).

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2015		2014		2015		2014
Balance at beginning of period	$	(9,310)	$	(13,169)	$	(17,486)	$	(5,484)
Adjustment of provisional amounts		—		—		(50)		—
Issuance of contingent consideration		—		—		—		(6,015)
Settlement of contingent consideration		—		—		8,061		—
Total changes included in contingent consideration		4,660		(1,976)		4,825		(3,646)
Balance at end of period	$	(4,650)	$	(15,145)	$	(4,650)	$	(15,145)

During April 2015, the Company exercised its option to terminate all future obligations under the Vieosoft, Inc. (“Vieosoft”) stock purchase agreement in exchange for a cash payment of $4,650 to the former stockholders of Vieosoft. This termination payment was not accepted and the former stockholders of Vieosoft have filed a lawsuit against the Company. The Company has reflected a liability of $4,650 within accrued expenses on the accompanying condensed consolidated balance sheet as ofSeptember 30, 2015.  

As a result of anticipated revenue growth rates during the measurement period, the Company no longer expects that Change will meet the thresholds sufficient to earn additional consideration.

Assets and Liabilities Measured at Fair Value on a Non-recurring Basis

During the nine months ended September 30, 2014, the Company’s technology-enabled services segment received notice that its existing contract with a customer would not be renewed in full upon its expiration. As a result, the Company abandoned a customer related project that was under development and assessed the recoverability of the net assets included in the relevant asset group. The Company recognized an impairment charge, measured as of April 30, 2014, to write off the abandoned project and to adjust the carrying value of the asset group to its fair value. This latter impairment charge was generally allocated to the affected long-lived assets on a pro rata basis. Additionally, the Company abandoned certain network solutions and technology-enabled services segment development projects in connection with execution of certain strategic initiatives during the nine months ended September 30, 2014.

The following table summarizes the affected financial statement captions, the allocation of the impairment charges among those captions and provides certain quantitative information associated with the required fair value measurements for the nine months ended September 30, 2014.

	Range of Inputs	Fair Value		Impairment
Long-lived assets to be held and used (Level 3)
Relevant asset group	N/A	$	13,066	$	73,220
Balance sheet account:
Customer relationships	N/A		N/A	$	72,290
Property and equipment	N/A		N/A	$	930
Unobservable inputs (discounted cash flow method):
Probability of contract extension	80%		N/A		N/A
Probability of new contract execution	20%-90%		N/A		N/A
Expected annual revenue range	$3,080-$3,590		N/A		N/A
Risk free interest rate	1.6%		N/A		N/A
Long-lived assets to be disposed of
Property and Equipment	N/A	$	—	$	3,040

Assets and Liabilities Measured at Fair Value upon Initial Recognition

The carrying amount and the estimated fair value of financial instruments held by the Company as of September 30, 2015 were:

	Carrying
	Amount		Fair Value
Cash and cash equivalents	$	84,958	$	84,958
Accounts receivable	$	278,826	$	278,826
Senior Credit Facilities (Level 1)	$	1,779,008	$	1,801,342
Senior Notes (Level 2)	$	978,205	$	1,050,861

The carrying amounts of cash equivalents and accounts receivable approximate fair value because of their short-term maturities. The fair value of long-term debt is based upon market quotes and trades by investors in partial interests of these instruments.

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Long-Term Debt

9 Months Ended

Sep. 30, 2015

Long-Term Debt [Abstract]

Long-Term Debt

;6. Long-Term Debt

The Company’slong-term indebtedness is comprised of a senior secured term loan facility (as amended, the “Term Loan Facility”), a revolving credit facility (the “Revolving Facility”; together with the Term Loan Facility, the “Senior Credit Facilities”), 11% senior notes due 2019 (the “2019 Notes”), 11.25% senior notes due 2020 (the “2020 Notes”) and 6% senior notes due 2021 (the “2021 Notes”; together with the 2019 Notes and 2020 Notes, the “Senior Notes”).

Long-term debt as of September 30, 2015 and December 31, 2014, consisted of the following:

	September 30,		December 31,
	2015		2014
Senior Credit Facilities
$1,696 million Senior Secured Term Loan facility, due November 2, 2018, net of unamortized discount of $25,499 and $20,016  at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 4.29%)	$	1,624,223	$	1,245,376
$160 million Senior Secured Term Loan facility, due November 2, 2018, net of unamortized discount of $3,615 and $4,438 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 4.54%)		154,785		155,162
$125 million Senior Secured Revolving Credit facility, expiring on November 2, 2016 and bearing interest at a variable base rate plus a spread rate		—		—
Senior Notes
$375 million 11% Senior Notes due December 31, 2019, net of unamortized discount of $6,605 and $7,477 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 11.53%)		368,395		367,523
$375 million 11.25% Senior Notes due December 31, 2020, net of unamortized discount of $8,778 and $9,651 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 11.85%)		366,222		365,349
$250 million 6% Senior Notes due February 15, 2021, net of unamortized discount of $6,412 and $0 at September 30, 2015 and December 31, 2014, respectively (effective interest rate of 6.57%)		243,588		—
Obligation under data sublicense agreement		17,237		17,237
Other		7,145		12,129
Less current portion		(31,265)		(27,308)
Long-term debt	$	2,750,330	$	2,135,468

Senior Credit Facilities

The credit agreement governing the Senior Credit Facilities (the “Senior Credit Agreement”) provides that, subject to certain conditions, the Company may request additional tranches of term loans, increase commitments under the Revolving Facility or the Term Loan Facility or add one or more incremental revolving credit facility tranches (provided that the revolving credit commitments outstanding at any time have no more than three different maturity dates) in an aggregate amount not to exceed (a) $300,000 plus (b) an unlimited amount at any time, subject to compliance on a pro forma basis with a first lien net leverage ratio of no greater than 4.00 to 1.00. Availability of such additional tranches of term loans or revolving credit facilities and/or increased commitments is subject to, among other conditions, the absence of any default under the Senior Credit Agreement and the receipt of commitments by existing or additional financial institutions. Proceeds of the Revolving Facility, including up to $30,000 in the form of borrowings on same-day notice, referred to as swingline loans, and up to $50,000 in the form of letters of credits, are available to provide financing for working capital and general corporate purposes.

Borrowings under the Senior Credit Facilities bear interest at an annual rate equal to an applicable margin plus, at the Company’s option, either (a) a base rate determined by reference to the highest of (i) the applicable prime rate, (ii) the federal funds rate plus 0.50% and (iii) a LIBOR rate determined by reference to the costs of funds for United States dollar deposits for an interest period of one month, adjusted for certain additional costs, plus 1.00%, which base rate, in the case of the Term Loan Facility only, shall be no less than 2.25%, or (b) a LIBOR rate determined by reference to the costs of funds for United States dollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, which, in the case of the Term Loan Facility only, shall be no less than 1.25%.  

In April 2012, the Company amended the Senior Credit Agreement to reprice the Senior Credit Facilities and borrow $80,000 of additional term loans. In April 2013, the Company again amended the Senior Credit Agreement to further reprice, and also to modify certain financial covenants under the Senior Credit Facilities. Following the April 2013 amendment, the interest rate on both the Term Loan Facility and Revolving Facility is LIBOR plus 2.50%. The Term Loan Facility remains subject to a LIBOR floor of 1.25%, and there continues to be no LIBOR floor on the Revolving Facility. In connection with the April 2013 repricing, the Senior Credit Agreement also was amended to, among other things, eliminate the financial covenant related to the consolidated cash interest coverage ratio and modify the financial covenant related to the net leverage test by maintaining the required first lien net leverage ratio at 5.35 to 1.00 for the remaining term of the Senior Credit Facilities.

In December 2014 and August 2015, through further amendments to the Senior Credit Agreement, the Company borrowed an additional $160,000 and $395,000, respectively, under incremental term loan facilities on identical terms and having the same rights and obligations as the existing term loans under the Senior Credit Agreement.

In addition to paying interest on outstanding principal under the Senior Credit Facilities, the Company is required to pay customary agency fees, letter of credit fees and a 0.50% commitment fee in respect of the unutilized commitments under the Revolving Facility.

The Senior Credit Agreement requires that the Company prepay outstanding loans under the Term Loan Facility, subject to certain exceptions, with (a) 100% of the net cash proceeds of any incurrence of debt other than debt permitted under the Senior Credit Agreement, (b) 50% (which percentage will be reduced to 25% and 0% based on the Company’s first lien net leverage ratio) of the Company’s annual excess cash flow and (c) 100% of the net cash proceeds of certain asset sales and casualty and condemnation events, subject to reinvestment rights and certain other exceptions.

The Company generally may voluntarily prepay outstanding loans under the Senior Credit Facilities at any time without premium or penalty other than breakage costs with respect to LIBOR loans.

The Company is required to make quarterly payments equal to 0.25% of the aggregate principal amount of the loans under the Term Loan Facility, with the balance due and payable on November 2, 2018. Any principal amount outstanding under the Revolving Facility is due and payable on November 2, 2016.  

Certain of the Company’s United States wholly-owned restricted subsidiaries, together with the Company, are co-borrowers and jointly and severally liable for all obligations under the Senior Credit Facilities. Such obligations of the co-borrowers are unconditionally guaranteed by Beagle Intermediate Holdings, Inc. (a direct wholly-owned subsidiary of Parent), the Company and each of its existing and future United States wholly-owned restricted subsidiaries (with certain exceptions including immaterial subsidiaries). These obligations are secured by a perfected security interest in substantially all of the assets of the co-borrowers and guarantors now owned or later acquired, including a pledge of all of the capital stock of the Company and its United States wholly-owned restricted subsidiaries and 65% of the capital stock of its foreign restricted subsidiaries, subject in each case to the exclusion of certain assets and additional exceptions.

The Senior Credit Agreement requires the Company to comply with a maximum first lien net leverage ratio financial maintenance covenant, to be tested on the last day of each fiscal quarter. A breach of the first lien net leverage ratio covenant is subject to certain equity cure rights. In addition, the Senior Credit Facilities contain a number of negative covenants that, among other things and subject to certain exceptions, restrict the Company’s ability and the ability of its subsidiaries to:

· incur additional indebtedness or guarantees;

· incur liens;

· make investments, loans and acquisitions;

· consolidate or merge;

· sell assets, including capital stock of subsidiaries;

· pay dividends on capital stock or redeem, repurchase or retire capital stock of the Company or any restricted subsidiary;

· alter the business of the Company;

· amend, prepay, redeem or purchase subordinated debt;

· engage in transactions with affiliates; and

· enter into agreements limiting dividends and distributions of certain subsidiaries.

The Senior Credit Agreement also contains certain customary representations and warranties, affirmative covenants and provisions relating to events of default (including upon change of control).

As of September 30, 2015, the Company believes it was in compliance with all of the applicable debt covenants under the Senior Credit Agreement.

Senior Notes

The 2019 Notes bear interest at an annual rate of 11.00% with interest payable semi-annually on June 30 and December 31 of each year. The 2019 Notes mature on December 31, 2019. The 2020 Notes bear interest at an annual rate of 11.25% with interest payable quarterly on March 31, June 30, September 30 and December 31 of each year. The 2020 Notes mature on December 31, 2020.The 2021 Notes bear interest at an annual rate of 6.00% with interest payable semi-annually on April 15 and October 15 of each year, commencing on April 15, 2016. The 2021 Notes mature on February 15, 2021.

The Company may redeem the 2019 Notes, the 2020 Notes or both, in whole or in part, at any time on or after December 31, 2015 at the applicable redemption price, plus accrued and unpaid interest. At any time prior to December 31, 2015, the Company may redeem the 2019 Notes, the 2020 Notes or both, in whole or in part, at its option and on one or more occasions, at a redemption price equal to 100% of the principal amount, plus a“make-whole premium” and accrued and unpaid interest.

The Company may redeem the 2021 Notes, in whole or in part, at any time on or after August 15, 2017 at the applicable redemption price, plus accrued and unpaid interest. At any time prior to August 15, 2017, the Company may, at its option and on one or more occasions, redeem up to 40% of the aggregate principal amount of the 2021 Notes at a redemption price equal to 100% of the aggregate principal amount, plus a premium and accrued and unpaid interest with the net cash proceeds of certain equity offerings. At any time prior to August 15, 2017, the Company may redeem the 2021 Notes, in whole or in part, at its option and on one or more occasions, at a redemption price equal to 100% of the principal amount, plus a “make-whole premium” and accrued and unpaid interest.

If the Company experiences specific kinds of changes in control, it must offer to purchase the Senior Notes at a purchase price equal to 101% of the principal amount, plus accrued and unpaid interest.

The Senior Notes are senior unsecured obligations and rank equally in right of payment with all of the Company’s existing and future indebtedness and senior in right of payment to all of its existing and future subordinated indebtedness. The Company’s obligations under the Senior Notes are guaranteed on a senior basis by all of its existing and subsequently acquired or organized wholly-owned United States restricted subsidiaries that guarantee the Senior Credit Facilities or its other indebtedness or indebtedness of any affiliate guarantor. The Senior Notes and the related guarantees are effectively subordinated to the Company’s existing and future secured obligations and that of its affiliate guarantors to the extent of the value of the collateral securing such obligations, and are structurally subordinated to all existing and future indebtedness and other liabilities of any of the Company’s subsidiaries that do not guarantee the Senior Notes.

The indentures governing the Senior Notes (the “Indentures”) contain customary covenants that restrict the ability of the Company and its restricted subsidiaries to:

· pay dividends on capital stock or redeem, repurchase or retire capital stock of the Company, subject to customary exceptions, including compliance with a fixed charge coverage ratio and subject to limitation based on net income generated during the term of the Indentures;

· incur additional indebtedness or issue certain capital stock;

· incur certain liens;

· make investments, loans, advances and acquisitions;

· consolidate, merge or transfer all or substantially all of their assets and the assets of their subsidiaries;

· prepay subordinated debt;

· engage in certain transactions with affiliates; and

· enter into agreements restricting the subsidiaries’ ability to pay dividends.

The Indentures also contain certain customary affirmative covenants and events of default.

As of September 30, 2015, the Company believes it was in compliance with all of the applicable debt covenants under the Senior Notes.

Obligation Under Data Sublicense Agreement

In 2009 and 2010, the Company acquired certain additional rights to specified uses of its data from the former owner of the Company’s business in order to broaden the Company’s ability to pursue business intelligence and data analytics solutions for payers and providers. The Company previously licensed exclusive rights to this data to the former owner of the Company’s business. In connection with these data rights acquisitions, the Company recorded amortizable intangible assets and corresponding obligations at inception based on the present value of the scheduled annual payments through 2018, which totaled $65,000 in the aggregate (approximately $21,400 remained payable at September 30, 2015). In connection with the Merger, the Company was required to adjust this obligation to its fair value.

Other

From time to time, the Company enters into deferred financing arrangements with certain vendors. The obligations under such arrangements are generally recorded at the present value of the scheduled payments. Such future payments totaled approximately $7,100 at September 30, 2015.

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Interest Rate Swap

9 Months Ended

Sep. 30, 2015

Interest Rate Swap [Abstract]

Interest Rate Swap

7. Interest Rate Swap

Risk Management Objective of Using Derivatives

The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of its debt funding and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s borrowings.

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. During the nine months ended September 30, 2015, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt pursuant to the Term Loan Facility. As of September 30, 2015, the Company had three outstanding interest rate derivatives with a combined notional amount of $640,000 that were designated as cash flow hedges of interest rate risk.

The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. During the next twelve months, the Company estimates that an additional $2,575 will be reclassified as an increase to interest expense.

The following table summarizes the fair value of the Company’s derivative instruments at September 30, 2015 and December 31, 2014:  

	Fair Values of Derivative Instruments
	Asset (Liability) Derivatives
		September 30,		December 31,
	Balance Sheet Location	2015		2014
Derivatives designated as hedging instruments:
Interest rate swaps	Other assets	$	—	$	222
Interest rate swaps	Accrued expenses		(1,908)		(2,567)
Interest rate swaps	Other long-term liabilities		(1,197)		—
		$	(3,105)	$	(2,345)

Tabular Disclosure of the Effect of Derivative Instruments on the Statement of Operations

The effect of the derivative instruments on the accompanying unaudited condensed consolidated statements of operations for the three and nine months ended September 30, 2015 and 2014, respectively, is summarized in the following table:

	Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	2015		2014		2015		2014
Derivatives in Cash Flow Hedging Relationships
Gain/ (loss) related to effective portion of derivative recognized in other comprehensive loss	$	(645)	$	595	$	(2,695)	$	(2,150)
Gain/ (loss) related to effective portion of derivative reclassified from accumulated other comprehensive loss to interest expense	$	(652)	$	(652)	$	(1,935)	$	(1,935)

Credit Risk-related Contingent Features

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then the Company also could be declared in default on its derivative obligations.

As of September 30, 2015, the termination value of derivatives in a net liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements was $3,809. If the Company had breached any of these provisions at September 30, 2015, the Company could have been required to settle its obligations under the agreements at this termination value. The Company does not offset any derivative instruments and the derivative instruments are not subject to collateral posting requirements.

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Legal Proceedings

9 Months Ended

Sep. 30, 2015

Legal Proceedings [Abstract]

Legal Proceedings

9. Legal Proceedings

In the normal course of business, the Company is involved in various claims and legal proceedings. While the ultimate resolution of these matters has yet to be determined, the Company does not believe that their outcomes will have a material adverse effect on the Company’s consolidated financial position, results of operations or liquidity.

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Goodwill And Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2015	Sep. 30, 2014
Schedule of Goodwill and Intangible Assets [Line Items]
Amortization expense of intangible assets		$ 115,970	$ 75,286
Tradenames [Member]
Schedule of Goodwill and Intangible Assets [Line Items]
Amortization expense of intangible assets	$ 31,525

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Accumulated Other Comprehensive Income (Loss) (Summary Of Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Accumulated Other Comprehensive Income Loss [Line Items]
Balance			$ 902,065	$ 968,546
Change associated with foreign currency translation	$ (347)	$ (127)	(531)	(100)
Balance	1,039,705	901,014	1,039,705	901,014
Foreign Currency Translation Adjustment [Member]
Accumulated Other Comprehensive Income Loss [Line Items]
Balance			(483)
Change associated with foreign currency translation			(531)
Balance	(1,014)		(1,014)
Cash Flow Hedges [Member]
Accumulated Other Comprehensive Income Loss [Line Items]
Balance			(1,472)
Change associated with current period hedging			1,490
Reclassification into earnings			(1,935)
Balance	(1,917)		(1,917)
Accumulated Other Comprehensive Income (Loss) [Member]
Accumulated Other Comprehensive Income Loss [Line Items]
Balance			(1,955)	(1,343)
Change associated with foreign currency translation			(531)	(100)
Change associated with current period hedging			1,490
Reclassification into earnings			(1,935)
Balance	$ (2,931)	$ (1,570)	$ (2,931)	$ (1,570)

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Supplemental Condensed Consolidating Financial Information

9 Months Ended

Sep. 30, 2015

Supplemental Condensed Consolidating Financial Information [Abstract]

Supplemental Condensed Consolidating Financial Information

14. Supplemental Condensed Consolidating Financial Information

In lieu of providing separate annual and interim financial statements for each guarantor of the Senior Notes, Regulation S-X provides companies, if certain criteria are satisfied, with the option to instead provide condensed consolidating financial information for its issuers, guarantors and non-guarantors. In the case of the Company, the applicable criteria include the following: (i) the Senior Notes are fully and unconditionally guaranteed on a joint and several basis (subject to customary release provisions), (ii) each of the guarantors of the Senior Notes is a direct or indirect 100%owned subsidiary of the Company and (iii) any non-guarantors are considered minor as that term is defined in Regulation S-X. Because each of these criteria has been satisfied by the Company, condensed consolidating balance sheets as of September 30, 2015 and December 31, 2014, condensed consolidating statements of operations and comprehensive income (loss) for the three and nine months ended September 30, 2015 and 2014, respectively, and condensed consolidating statements of cash flows for the nine months ended September 30, 2015 and 2014, respectively, for the Company, segregating the issuer, the subsidiary guarantors and consolidating adjustments, are reflected below. Prior period amounts have been reclassified to conform to the current year presentation.

Condensed Consolidating Balance Sheet

	As of September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	703	$	84,255	$	—	$	84,958
Accounts receivable, net of allowance for doubtful accounts		—		278,826		—		278,826
Deferred income tax assets		—		15,457		—		15,457
Prepaid expenses and other current assets		2,749		31,605		—		34,354
Total current assets		3,452		410,143		—		413,595
Property and equipment, net		4		299,031		—		299,035
Due from affiliates		167,339		—		(167,339)		—
Investment in consolidated subsidiaries		1,793,496		—		(1,793,496)		—
Goodwill		—		2,291,375		—		2,291,375
Intangible assets, net		95,875		1,598,963		—		1,694,838
Other assets, net		206,873		7,964		(206,796)		8,041
Total assets	$	2,267,039	$	4,607,476	$	(2,167,631)	$	4,706,884
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	—	$	27,265	$	—	$	27,265
Accrued expenses		18,056		191,048		—		209,104
Deferred revenues		—		12,005		—		12,005
Current portion of long-term debt		6,796		24,469		—		31,265
Total current liabilities		24,852		254,787		—		279,639
Due to affiliates		—		167,339		(167,339)		—
Long-term debt, excluding current portion		1,022,049		1,728,281		—		2,750,330
Deferred income tax liabilities		—		655,725		(206,796)		448,929
Tax receivable agreement obligations to related parties		179,237		—		—		179,237
Other long-term liabilities		1,196		7,848		—		9,044
Commitments and contingencies
Equity		1,039,705		1,793,496		(1,793,496)		1,039,705
Total liabilities and equity	$	2,267,039	$	4,607,476	$	(2,167,631)	$	4,706,884

Condensed Consolidating Balance Sheet

	As of December 31, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	796	$	81,510	$	—	$	82,306
Accounts receivable, net of allowance for doubtful accounts		—		233,791		—		233,791
Deferred income tax assets		—		18,893		—		18,893
Prepaid expenses and other current assets		2,267		26,979		—		29,246
Total current assets		3,063		361,173		—		364,236
Property and equipment, net		7		244,146		—		244,153
Due from affiliates		—		180,610		(180,610)		—
Investment in subsidiaries		1,740,062		—		(1,740,062)		—
Goodwill		—		1,702,569		—		1,702,569
Intangible assets, net		133,500		1,405,894		—		1,539,394
Other assets, net		150,906		7,924		(149,647)		9,183
Total assets	$	2,027,538	$	3,902,316	$	(2,070,319)	$	3,859,535
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	—	$	16,399	$	—	$	16,399
Accrued expenses		4,935		170,271		—		175,206
Deferred revenues		—		10,518		—		10,518
Current portion of long-term debt		6,709		20,599		—		27,308
Total current liabilities		11,644		217,787		—		229,431
Due to affiliates		180,610		—		(180,610)		—
Long-term debt, excluding current portion		769,236		1,366,232		—		2,135,468
Deferred income tax liabilities		—		562,874		(149,647)		413,227
Tax receivable agreement obligations to related parties		163,983		—		—		163,983
Other long-term liabilities		—		15,361		—		15,361
Commitments and contingencies
Total equity		902,065		1,740,062		(1,740,062)		902,065
Total liabilities and equity	$	2,027,538	$	3,902,316	$	(2,070,319)	$	3,859,535

Condensed Consolidating Statement of Operations

	Three Months Ended September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Revenue:
Solutions revenue	$	—	$	287,946	$	—	$	287,946
Postage revenue		—		89,839		—		89,839
Total revenue		—		377,785		—		377,785
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		15		129,370		—		129,385
Development and engineering		—		11,651		—		11,651
Sales, marketing, general and administrative		1,974		54,745		—		56,719
Customer postage		15		89,824		—		89,839
Depreciation and amortization		33,133		52,684		—		85,817
Accretion		6,458		—		—		6,458
Impairment of long-lived assets		—		219		—		219
Operating income (loss)		(41,595)		39,292		—		(2,303)
Equity in earnings of consolidated subsidiaries		(7,141)		—		7,141		—
Interest expense, net		28,108		17,433		—		45,541
Contingent consideration		—		(4,660)		—		(4,660)
Income (loss) before income tax provision (benefit)		(62,562)		26,519		(7,141)		(43,184)
Income tax provision (benefit)		(29,656)		19,378		—		(10,278)
Net income (loss)	$	(32,906)	$	7,141	$	(7,141)	$	(32,906)

Condensed Consolidating Statement of Operations

	Three Months Ended September 30, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Revenue:
Solutions revenue	$	—	$	255,015	$	—	$	255,015
Postage revenue		—		86,593		—		86,593
Total revenue		—		341,608		—		341,608
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		—		116,909		—		116,909
Development and engineering		—		8,117		—		8,117
Sales, marketing, general and administrative		1,290		42,583		—		43,873
Customer postage		—		86,593				86,593
Depreciation and amortization		2,251		46,197		—		48,448
Accretion		4,452		—		—		4,452
Impairment of long-lived assets		—		3,114		—		3,114
Operating income (loss)		(7,993)		38,095		—		30,102
Equity in earnings of consolidated subsidiaries		(10,110)		—		10,110		—
Interest expense, net		23,418		13,217		—		36,635
Contingent consideration		—		1,976		—		1,976
Income (loss) before income tax provision (benefit)		(21,301)		22,902		(10,110)		(8,509)
Income tax provision (benefit)		(8,299)		12,792		—		4,493
Net income (loss)	$	(13,002)	$	10,110	$	(10,110)	$	(13,002)

Condensed Consolidating Statement of Operations

	Nine Months Ended September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Revenue:
Solutions revenue	$	—	$	810,162	$	—	$	810,162
Postage revenue		—		268,119		—		268,119
Total revenue		—		1,078,281		—		1,078,281
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		15		371,844		—		371,859
Development and engineering		—		32,600		—		32,600
Sales, marketing, general and administrative		7,828		144,127		—		151,955
Customer postage		—		268,119		—		268,119
Depreciation and amortization		37,633		145,813		—		183,446
Accretion		15,254		—		—		15,254
Impairment of long-lived assets		—		1,180		—		1,180
Operating income (loss)		(60,730)		114,598		—		53,868
Equity in earnings of consolidated subsidiaries		(47,865)		—		47,865		—
Interest expense, net		74,697		46,988		—		121,685
Contingent consideration		—		(4,825)		—		(4,825)
Income (loss) before income tax provision (benefit)		(87,562)		72,435		(47,865)		(62,992)
Income tax provision (benefit)		(56,834)		24,570		—		(32,264)
Net income (loss)	$	(30,728)	$	47,865	$	(47,865)	$	(30,728)

Condensed Consolidating Statement of Operations

	Nine Months Ended September 30, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Revenue
Solutions revenue	$	—	$	740,226	$	—	$	740,226
Postage revenue		—		256,747		—		256,747
Total revenue		—		996,973		—		996,973
Costs and expenses:
Cost of operations (exclusive of depreciation and amortization below)		—		344,741		—		344,741
Development and engineering		—		24,084		—		24,084
Sales, marketing, general and administrative		13,775		134,006		—		147,781
Customer postage		—		256,747		—		256,747
Depreciation and amortization		6,753		134,788		—		141,541
Accretion		9,220		—		—		9,220
Impairment of long-lived assets		—		82,689		—		82,689
Operating income (loss)		(29,748)		19,918		—		(9,830)
Equity in earnings of consolidated subsidiaries		51,018		—		(51,018)		—
Interest expense, net		70,224		39,517		—		109,741
Contingent consideration		—		3,646		—		3,646
Other		(111)		(3,857)		—		(3,968)
Income (loss) before income tax provision (benefit)		(150,879)		(19,388)		51,018		(119,249)
Income tax provision (benefit)		(75,363)		31,630		—		(43,733)
Net income (loss)	$	(75,516)	$	(51,018)	$	51,018	$	(75,516)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Three Months Ended September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Net income (loss)	$	(32,906)	$	7,141	$	(7,141)	$	(32,906)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		6		—		—		6
Foreign currency translation adjustment		—		(347)		—		(347)
Equity in other comprehensive earnings		(347)		—		347		—
Other comprehensive income (loss)		(341)		(347)		347		(341)
Total comprehensive income (loss)	$	(33,247)	$	6,794	$	(6,794)	$	(33,247)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Three Months Ended September 30, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Net income (loss)	$	(13,002)	$	10,110	$	(10,110)	$	(13,002)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		732		—		—		732
Foreign currency translation adjustment		—		(127)		—		(127)
Equity in other comprehensive earnings		(127)		—		127		—
Other comprehensive income (loss)		605		(127)		127		605
Total comprehensive income (loss)	$	(12,397)	$	9,983	$	(9,983)	$	(12,397)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Nine Months Ended September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Net income (loss)	$	(30,728)	$	47,865	$	(47,865)	$	(30,728)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		(445)		—		—		(445)
Foreign currency translation adjustment		—		(531)		—		(531)
Equity in other comprehensive earnings		(531)		—		531		—
Other comprehensive income (loss)		(976)		(531)		531		(976)
Total comprehensive income (loss)	$	(31,704)	$	47,334	$	(47,334)	$	(31,704)

Condensed Consolidating Statement of Comprehensive Income (Loss)

	Nine Months Ended September 30, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Net income (loss)	$	(75,516)	$	(51,018)	$	51,018	$	(75,516)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes		(127)		—		—		(127)
Foreign currency translation adjustment		—		(100)		—		(100)
Equity in other comprehensive earnings		(100)		—		100		—
Other comprehensive income (loss)		(227)		(100)		100		(227)
Total comprehensive income (loss)	$	(75,743)	$	(51,118)	$	51,118	$	(75,743)

Condensed Consolidating Statement of Cash Flows

	Nine Months Ended September 30, 2015
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Operating activities
Net income (loss)	$	(30,728)	$	47,865	$	(47,865)	$	(30,728)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		37,633		145,813		-		183,446
Accretion		15,254		-		-		15,254
Equity compensation		229		6,585		-		6,814
Deferred income tax expense (benefit)		(26,160)		(2,677)		-		(28,837)
Amortization of debt discount and issuance costs		2,353		5,088		-		7,441
Contingent consideration		-		(4,825)		-		(4,825)
Impairment of long lived assets		-		1,180		-		1,180
Equity in earnings of consolidated subsidiaries		(47,865)		-		47,865		-
Other		(1,488)		14		-		(1,474)
Changes in operating assets and liabilities:
Accounts receivable		-		6,147		-		6,147
Prepaid expenses and other		(30,546)		18,872		-		(11,674)
Accounts payable		-		10,517		-		10,517
Accrued expenses, deferred revenue, and other liabilities		16,627		(17,545)		-		(918)
Due to/from affiliates		(347,949)		347,949		-		-
Net cash provided (used in) by operating activities		(412,640)		564,983		-		152,343
Investing activities
Purchases of property and equipment		-		(39,175)		-		(39,175)
Payments for acquisitions, net of cash acquired		-		(717,669)		-		(717,669)
Other		-		(3,676)		-		(3,676)
Investment in subsidiary		1,019		-		(1,019)		-
Net cash provided by (used in) investing activities		1,019		(760,520)		(1,019)		(760,520)
Financing activities
Distributions from (to) Emdeon Inc. net		-		(1,019)		1,019		-
Proceeds from Term Loan Facility		8,274		377,137		-		385,411
Proceeds from Senior Notes		243,453		-		-		243,453
Proceeds from Revolving Facility		-		60,000		-		60,000
Payments on Revolving Facility		-		(60,000)		-		(60,000)
Payments on Term Loan Facility		(229)		(11,641)		-		(11,870)
Payment of debt assumed from acquisition		-		(154,469)		-		(154,469)
Deferred financing obligation payments		-		(6,173)		-		(6,173)
Repurchase of Parent common stock		(4,351)		-		-		(4,351)
Capital contribution from Parent		166,881		-		-		166,881
Payment of contingent consideration		-		(5,553)		-		(5,553)
Other		(2,500)		-		-		(2,500)
Net cash provided by (used in) financing activities		411,528		198,282		1,019		610,829
Net decrease in cash and cash equivalents		(93)		2,745		-		2,652
Cash and cash equivalents at beginning of period		796		81,510		-		82,306
Cash and cash equivalents at end of period	$	703	$	84,255	$	-	$	84,958

Condensed Consolidating Statement of Cash Flows

	Nine Months Ended September 30, 2014
			Guarantor		Consolidating
	Emdeon Inc.		Subsidiaries		Adjustments		Consolidated
Operating activities
Net income (loss)	$	(75,516)	$	(51,018)	$	51,018	$	(75,516)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization		6,753		134,788		-		141,541
Accretion expense		9,220		-		-		9,220
Equity compensation expense		255		5,659		-		5,914
Deferred income tax expense (benefit)		(74,817)		29,931		-		(44,886)
Amortization of debt discount and issuance costs		2,003		3,801		-		5,804
Contingent consideration		-		3,646		-		3,646
Impairment of long lived assets		-		82,689		-		82,689
Equity in earnings of consolidated subsidiaries		51,018		-		(51,018)		-
Other		(1,094)		(2,031)		-		(3,125)
Changes in operating assets and liabilities:
Accounts receivable		-		(12,656)		-		(12,656)
Prepaid expenses and other		(462)		(4,028)		-		(4,490)
Accounts payable		-		644		-		644
Accrued expenses, deferred revenue, and other liabilities		9,377		(9,752)		-		(375)
Due to/from affiliates		69,034		(69,034)		-		-
Net cash provided by (used in) operating activities		(4,229)		112,639		-		108,410
Investing activities
Purchases of property and equipment		-		(37,673)		-		(37,673)
Payments for acquisitions, net of cash acquired		-		(87,909)		-		(87,909)
Other		36		(133)		-		(97)
Investment in subsidiaries, net		50		-		(50)		-
Net cash provided by (used in) investing activities		86		(125,715)		(50)		(125,679)
Financing activities
Distributions from (to) Emdeon Inc., net		-		(50)		50		-
Payments on Term Loan Facility		(207)		(9,452)		-		(9,659)
Payment of debt assumed from acquisition		-		(23,262)		-		(23,262)
Proceeds from Revolving Facility		-		65,000		-		65,000
Payments on Revolving Facility		-		(65,000)		-		(65,000)
Deferred financing obligation payments		-		(4,717)		-		(4,717)
Repurchase of Parent common stock		(960)		-		-		(960)
Capital contribution from Parent		3,256		-		-		3,256
Net cash provided by (used in) financing activities		2,089		(37,481)		50		(35,342)
Net increase (decrease) in cash and cash equivalents		(2,054)		(50,557)		-		(52,611)
Cash and cash equivalents at beginning of period		2,794		73,744		-		76,538
Cash and cash equivalents at end of period	$	740	$	23,187	$	-	$	23,927

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Interest Rate Swap (Tables)

9 Months Ended

Sep. 30, 2015

Interest Rate Swap [Abstract]

Fair Value Of Derivative Instrument

	Fair Values of Derivative Instruments
	Asset (Liability) Derivatives
		September 30,		December 31,
	Balance Sheet Location	2015		2014
Derivatives designated as hedging instruments:
Interest rate swaps	Other assets	$	—	$	222
Interest rate swaps	Accrued expenses		(1,908)		(2,567)
Interest rate swaps	Other long-term liabilities		(1,197)		—
		$	(3,105)	$	(2,345)

Effect Of Derivative Instrument On The Accompanying Consolidated Statements Of Operations

	Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	2015		2014		2015		2014
Derivatives in Cash Flow Hedging Relationships
Gain/ (loss) related to effective portion of derivative recognized in other comprehensive loss	$	(645)	$	595	$	(2,695)	$	(2,150)
Gain/ (loss) related to effective portion of derivative reclassified from accumulated other comprehensive loss to interest expense	$	(652)	$	(652)	$	(1,935)	$	(1,935)

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Tax Receivable Agreement Obligations To Related Parties (Narrative) (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2015 USD ($)
Tax Receivable Agreement Obligations To Related Parties [Abstract]
Percentage of cash savings	85.00%
Retained ratio of tax savings	15.00%
Cumulative payments under tax receivable agreement	$ 353,048
Initial fair value of tax receivable agreement	$ 180,182

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Interest Rate Swap (Fair Value Of Derivative Instrument) (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Derivatives designated as hedging instruments:
Fair Values of Derivative Instruments Asset (Liability) Derivatives	$ (3,105)	$ (2,345)
Other assets [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap [Member]
Derivatives designated as hedging instruments:
Fair Values of Derivative Instruments Asset (Liability) Derivatives		222
Accrued expenses [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap [Member]
Derivatives designated as hedging instruments:
Fair Values of Derivative Instruments Asset (Liability) Derivatives	(1,908)	$ (2,567)
Other long-term liabilities [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap [Member]
Derivatives designated as hedging instruments:
Fair Values of Derivative Instruments Asset (Liability) Derivatives	$ (1,197)

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Condensed Consolidated Statements Of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Condensed Consolidated Statements Of Comprehensive Income (Loss) [Abstract]
Net income (loss)	$ (32,906)	$ (13,002)	$ (30,728)	$ (75,516)
Other comprehensive income (loss):
Changes in fair value of interest rate swap, net of taxes	6	732	(445)	(127)
Foreign currency translation adjustment	(347)	(127)	(531)	(100)
Other comprehensive income (loss)	(341)	605	(976)	(227)
Total comprehensive income (loss)	$ (33,247)	$ (12,397)	$ (31,704)	$ (75,743)

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Concentration Of Credit Risk

9 Months Ended

Sep. 30, 2015

Concentration Of Credit Risk [Abstract]

Concentration Of Credit Risk

3. Concentration of Credit Risk

The Company’s revenue is primarily generated in the United States. Changes in economic conditions, government regulations or demographic trends, among other matters, in the United States could adversely affect the Company’s revenue and results of operations.

The Company maintains its cash and cash equivalent balances in either insured depository accounts or money market mutual funds. The money market mutual funds are limited to investments in low-risk securities such as United States or government agency obligations, or repurchase agreements secured by such securities.

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Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2015

Fair Value Measurements [Abstract]

Fair Value Of Financial Instruments Measured On A Recurring Basis

			Quoted in				Significant
	Balance at		Markets		Significant Other		Unobservable
	September 30,		Identical		Observable Inputs		Inputs
Description	2015		(Level 1)		(Level 2)		(Level 3)
Interest rate swaps	$	(3,105)	$	—	$	(3,105)	$	—
Contingent consideration obligations		(4,650)		—		—		(4,650)
Total	$	(7,755)	$	—	$	(3,105)	$	(4,650)

Reconciliation Of The Fair Value Of The Liabilities That Use Significant Unobservable Inputs (Level 3)

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2015		2014		2015		2014
Balance at beginning of period	$	(9,310)	$	(13,169)	$	(17,486)	$	(5,484)
Adjustment of provisional amounts		—		—		(50)		—
Issuance of contingent consideration		—		—		—		(6,015)
Settlement of contingent consideration		—		—		8,061		—
Total changes included in contingent consideration		4,660		(1,976)		4,825		(3,646)
Balance at end of period	$	(4,650)	$	(15,145)	$	(4,650)	$	(15,145)

Quantitative Information About Level 3 Fair Value Measurements

	Range of Inputs	Fair Value		Impairment
Long-lived assets to be held and used (Level 3)
Relevant asset group	N/A	$	13,066	$	73,220
Balance sheet account:
Customer relationships	N/A		N/A	$	72,290
Property and equipment	N/A		N/A	$	930
Unobservable inputs (discounted cash flow method):
Probability of contract extension	80%		N/A		N/A
Probability of new contract execution	20%-90%		N/A		N/A
Expected annual revenue range	$3,080-$3,590		N/A		N/A
Risk free interest rate	1.6%		N/A		N/A
Long-lived assets to be disposed of
Property and Equipment	N/A	$	—	$	3,040

Carrying Amount And The Estimated Fair Value Of Financial Instruments

	Carrying
	Amount		Fair Value
Cash and cash equivalents	$	84,958	$	84,958
Accounts receivable	$	278,826	$	278,826
Senior Credit Facilities (Level 1)	$	1,779,008	$	1,801,342
Senior Notes (Level 2)	$	978,205	$	1,050,861

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Long-Term Debt (Narrative) (Details) $ in Thousands	1 Months Ended				9 Months Ended
	Aug. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)	Apr. 30, 2013	Apr. 30, 2012 USD ($)	Sep. 30, 2015 USD ($)	Dec. 31, 2010 USD ($)
Senior Notes [Member]
Debt Instrument [Line Items]
Redemption period end date					Dec. 31, 2015
Redemption price percentage					100.00%
Repurchase price percent equal of the principal amount, plus accrued and unpaid interest					101.00%
Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Accordion credit					$ 300,000
Net leverage ratio			5.35
Commitment fee percentage					0.50%
Percentage of capital stock of foreign restricted subsidiaries					65.00%
Senior Credit Facilities [Member] | Federal Funds Rate [Member]
Debt Instrument [Line Items]
Basis spread on variable rate					0.50%
Senior Credit Facilities [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Basis spread on variable rate					1.00%
Deferred Financing [Member]
Debt Instrument [Line Items]
Deferred financing obligations recorded at the present value of the scheduled payments					$ 7,100
11% Senior Notes Due December 31, 2019 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Stated interest rate					11.00%
Maturity date					Dec. 31, 2019
11.25% Senior Notes Due December 31, 2020 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Stated interest rate					11.25%
Maturity date					Dec. 31, 2020
6% Senior Notes Due February 15, 2021 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Stated interest rate					6.00%
Maturity date					Feb. 15, 2021
Redemption period end date					Aug. 15, 2017
Redemption price percentage					100.00%
Percentage of aggregate principal amount, plus a premium and accrued and unpaid interest that can be redeemed					100.00%
Senior Secured Term Loan Facility, Effective Interest Of 4.29% [Member] | Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Maturity date					Nov. 02, 2018
Senior Secured Term Loan Facility, Effective Interest Of 4.54% [Member] | Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Maturity date					Nov. 02, 2018
Senior Secured Term Loan Facility, Due November 2, 2018 [Member] | Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Proceeds from issuance of debt	$ 395,000	$ 160,000
Data Sublicense Agreement [Member]
Debt Instrument [Line Items]
Payments due related to an asset acquired					$ 21,400	$ 65,000
Maximum [Member] | Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Net leverage ratio					4.00
Maximum [Member] | 6% Senior Notes Due February 15, 2021 [Member] | Senior Notes [Member]
Debt Instrument [Line Items]
Percentage of amount outstanding that can be redeemed					40.00%
Revolving Credit Facility, Swingline Loans [Member] | Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 30,000
Revolving Credit Facility, Letters Of Credit [Member] | Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 50,000
Term Loan Facility [Member] | Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Maturity date					Nov. 02, 2018
Proceeds from issuance of debt				$ 80,000
Net cash proceeds of incurrence of debt, percentage					100.00%
Percentage of annual excess cash flow					50.00%
Percentage of annual excess cash flow based on first lien net leverage ratio					25.00%
Reduced percentage of annual excess cash flow based on first lien net leverage ratio					0.00%
Net cash proceeds of asset sales and casualty and condemnation events					100.00%
Quarterly payment on original principal amount of loans					0.25%
Term Loan Facility [Member] | Senior Credit Facilities [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Basis spread on variable rate			2.50%
Effective interest rate minimum					1.25%
LIBOR floor rate			1.25%
Term Loan Facility [Member] | Senior Credit Facilities [Member] | Base Rate [Member]
Debt Instrument [Line Items]
Effective interest rate minimum					2.25%
Revolving Credit Facility [Member] | Senior Credit Facilities [Member]
Debt Instrument [Line Items]
Maturity date					Nov. 02, 2016
Revolving Credit Facility [Member] | Senior Credit Facilities [Member] | LIBOR [Member]
Debt Instrument [Line Items]
Basis spread on variable rate			2.50%

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Accumulated Other Comprehensive Income (Loss)

9 Months Ended

Sep. 30, 2015

Accumulated Other Comprehensive Income (Loss) [Abstract]

Accumulated Other Comprehensive Income (Loss)

13. Accumulated Other Comprehensive Income (Loss)

The following is a summary of the accumulated other comprehensive income (loss) balances, net of taxes, as of and for the nine months ended September 30, 2015.  

	Foreign				Accumulated
	Currency				Other
	Translation		Cash Flow		Comprehensive
	Adjustment		Hedge		Income (Loss)
Balance at January 1, 2015	$	(483)	$	(1,472)	$	(1,955)
Change associated with foreign currency translation		(531)		—		(531)
Change associated with current period hedging		—		1,490		1,490
Reclassification into earnings		—		(1,935)		(1,935)
Balance at September 30, 2015	$	(1,014)	$	(1,917)	$	(2,931)