DEFA14A 1 d383535ddefa14a.htm DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

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Presentation to ISS
July 23, 2012

2
Safe Harbor Provisions
SAFE HARBOR PROVISIONS FOR FORWARD-LOOKING STATEMENTS:
Statements made in this document, the proxy statements to be filed with the SEC, communications to
shareholders, press releases and oral statements made by our representatives that are not historical in
nature, or that state our or management's intentions, hopes, beliefs, expectations or predictions of the future,
may constitute "forward-looking statements" within the meaning of Section 21E of the Securities and
Exchange Act of 1934, as amended. Forward-looking statements can often be identified by the use of
forward-looking words, such as "could," "should," "will," "will be," "will lead," "will assist," "intended,"
"continue," "believe," "may," " expect," "hope," "anticipate," "goal," "forecast," "plan," or "estimate" or
variations thereof or similar expressions. Forward-looking statements are not guarantees of future
performance.
Forward-looking statements involve risks, uncertainties and assumptions. It is important to note that any such
performance and actual results, financial condition or business, could differ materially from those expressed
in such forward-looking statements. Factors that could cause or contribute to such differences include, but
are not limited to, the risk factors discussed under "Risk Factors" in our Annual Report on Form 10-K for fiscal
year ended March 31, 2012, as well as factors discussed elsewhere in this and other reports and documents
we file with the SEC. Other unforeseen factors not identified herein could also have such an effect. We
undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the
occurrence of unanticipated events or changes in future operating results, financial condition or business over
time unless required by law. Interested persons are urged to review the risks described under "Risk Factors"
and in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our
Annual Report on Form 10-K for fiscal year ended March 31, 2012, as well as in our other public disclosures
and filings with the SEC.

3
>
QSI Company Overview
>
Strategy to Continue Creating Shareholder Value
>
Well-Positioned in a High Growth Market
>
Proven Track Record of Creating Value
>
Highly Qualified Board and Management Team
>
Strong Corporate Governance
>
Hussein Takeover Attempt a Threat to Shareholder Value
Agenda

4
Company Overview
>
Quality Systems, Inc. (QSI) develops and markets computer-based
practice management, electronic health records (EHR) and revenue
cycle management (RCM) applications, as well as connectivity products
and services, for medical and dental group practices and hospitals.
>
QSII
has
been
publicly
traded
since
1982,
and
has
delivered
some
of
the
strongest
returns to investors over the last 12 years of any publicly traded company (over
2600%)
>
QSI employs more than 2,000 people, from its corporate headquarters in Irvine,
California
as
well
as
locations
throughout
the
United
States
and
its
QSI
Healthcare
business unit in Bangalore, India.

5
Company History
A track-record of being willing and able to reinvest and reinvent to better compete
Recent Additions
2011-2012
ViaTrack
Acquired
(2011)
Matrix
Acquired
(2012)
Poseidon
Acquired
(2012)

6
Shareholder Reward
Continued execution on reinvestment and reinvention has yielded tremendous returns to
shareholders
of
over
2600%
since
July
of
2000

7
Growth Performance
Performance over last 5 Years
QSI has been one of the fastest growers of both top and bottom line results in the entire
HCIT sector

8
Highly Profitable and Efficient
QSI is among the most profitable and financially efficient companies in the HCIT sector

9
Quality Systems Today
March 31, 2012
Revenue: $429.8mm
Diluted EPS: $1.28
FY 2012
Revenue:
$325.5mm (75.7%
of total)
75,000 +
Physicians
Markets
Served:
Physicians
•
Practice
Management
•
Electronic Health
Records
•
EDI
FY 2012
Revenue:
$19.3mm (4.6% of
total)
5,000 +
Dentists
Markets
Served:
Dentists
•
Practice
Management
•
Electronic
Dental Record
•
EDI
FY 2012
Revenue:
$50.3mm (11.7%
of total)
6,500 +
Physicians
Markets
Served:
Physicians
•
Revenue Cycle
Management
•
Other Services
FY 2012
Revenue:
$34.5mm (8.0% of
total)
200 +
Hospitals
Markets
Served:
Small Hospitals
•
Financials
•
Clinical
•
Surgery
Scheduling

Market Opportunity & Positioning
Penetration Opportunity
High Opportunity (Low Penetration)
Low Opportunity (High Penetration)
Revenue Cycle
Management Services
$4-5 Billion
20-25% Penetrated
Ambulatory Software
$4-5 Billion
40-50% Penetrated
<100 Bed
Hospital
Software
$1-2 Billion
50-60%
Penetrated
Dental
Software
<$ 1 Billion
80%
Penetrated
10

11
>
Our strategic plan includes the following initiatives, many already
underway:
>
Continued Growth of our Core Businesses
>
This
is
only
the
second
year
of
government
incentive
payments
to
physicians
and
hospitals
with
half
of
the market to go.
>
Focusing on Opportunities to Sell Complementary Products
>
There is significant opportunity in CROSS-SELLING new solutions to the existing customer base and
BUNDLING MULTIPLE SOLUTIONS together for new customers
>
Continued Development and Acquisition of Innovative Solutions
>
The company is already taking steps to stay in the forefront of developing technology in the industry
through smart acquisitions and ongoing product enhancements
>
Five new products were introduced at HIMSS in February 2012
>
Enabling New Healthcare Delivery Models
>
QSI is a leader in enabling new healthcare delivery models such as Accountable Care Organizations,
Patient-Centered Medical Home and Fee for Performance
QSI’s Strategy to Create Value

12
>
Our strategic plan includes the following initiatives, many already
underway (cont.):
>
NextGen RCM has been set-up to grow the company’s RCM business and is already seeing strong
results.  With plans to expand into dental and hospital markets.
>
QSI is focused on “bolt-on”
acquisitions to fill a strategic gap or kick-start entry into newer business
lines
>
A growing technology innovation center in Bangalore, India currently employs more than 150
technologists and engineers
>
QSI recently announced a partnership with Dell and Puerto Rico Hospital
QSI’s Strategy to Create Value
>
Expand Revenue Cycle Management Capabilities
>
Continued Growth through Acquisitions
>
Expand Offshore Capabilities to Capture Cost Efficiencies
>
Extend International Distribution Channels

13
Continued Growth of Core Business
Source: SK&A, 2011
Source: Blackstone, Wall Street equity research, SK&A
12
Est.
>EHR opportunity is significant and QSI is perfectly positioned as the enterprise EHR
needs grow
>
Estimates show total market EHR adoption is only approximately 40-50% today
>
The market is in only the second year of government incentive payments
>
The
NextGen
product
line
is
4
th
in
Medicare
attestations,
a
testament
to
product
strength
>
As
the
governmental
standards
for
EHR
technologies
continues
to
strengthen,
QSI
will
further
strengthen its leadership position
PRACTICE SIZE
TOTAL # OF PRACTICES
EHR PENETRATION (July '11)
1-3 Physicians
~186,000
~30%
4-9 Physicians
~28,000
~50%
10-25 Physicians
~6,900
~70%
26+ Physicians
~1,750
~85%
Total
~226,650
~35%

14
Additional Cross-Selling
>
QSI has a holistic approach to the market that will enhance cross-sell growth
>
Market movements of convergence in Hospital and Ambulatory markets increases cross-sell of our
Hospital technology into existing Ambulatory base as well as Ambulatory technology into the Hospital
base
>
Increased billing complexity from  ICD-9 to ICD-10 (from 14,000 codes to 87,000 codes) will increase
the cross-sell of RCM services into both the Ambulatory and Hospital client base
>
Continued improvements in Dental cloud technology will drive cross-sell for Dental into the Ambulatory
base of CHC, FQHC and Indian Health clients

15
Accountable Care
>
HIMSS Analytics survey results of hospital executives:
>11% currently participating in an ACO
>
72% planning future participation

16
Accountable Care

17
13
Expanding Revenue Cycle
>
QSI had the vision to know that clients will increasingly need to focus on their Core
Competencies
>
As the pay for quality model moves forward, and ICD-10 complicates back office, our RCM Services
will
see
substantial
growth
while
generating
significant
ROI
for
our
clients

18
With 9 acquisitions in 4 years, the commitment and
capabilities are there for QSI to continue adding shareholder
value through strategically sound and financially value-added
acquisitions.  These acquisitions comprise:
>
Healthcare Strategic Initiatives, April 2008
>
Practice Management Partners, October 2008
>
Sphere Health Systems, August 2009
>
Opus Healthcare, February 2010
>
IntraNexus, April 2011
>
CQI Solutions, August 2011
>
ViaTrack Systems, December 2011
>
Matrix Management Solutions, April 2012
>
Poseidon Group, May 2012
13
Continued Growth Via Acquisition

19
13
Expand Offshore Capabilities
>
QSI
has
made
the
investment
in
an
offshore
captive
that
enables
significant
labor
arbitrage. 
>
This will ensure QSI can continue making the right investment in products that will drive growth AND
deliver bottom line results to Shareholders

20
13
Extend International Distribution
>
QSI has significant growth beyond the US market
>
An initial expansion plan has already begun, with an international distribution agreement with Dell and
Puerto Rico Hospital Supply, Inc.

21
QSI’s track record of strategic growth, profitability and
innovation in the industry has been well documented:
>
Forbes ranked QSI as one of the 25 Fastest Growing Technology
Companies for the fourth consecutive year (May 2012)
>
Forbes ranked QSI as one of the 100 Best Small Companies for
the eleventh consecutive year –
#14 in 2011 (November 2011)
>
QSI received the International Business Award for Company of the
Year in the field of Computer Services (October 2011)
13
Recognized Industry Leader

22
Highly Qualified Board Nominees
>
Our Board nominees have the right experience, the right strategic plan
and a strong track record of growth and profitability to benefit all
shareholders
>
Nominees drawn from financial services, healthcare, and information
technology fields --
providing the relevant knowledge and diversity of
experience
the
Board
needs
>
The Board is fully engaged and continues to provide active leadership
and critical understanding of the company, its history and how the
industry's competitive landscape has evolved
>
Our new independent director nominee, Mark Davis, brings significant
information
technology
business
and
accounting
experience
to
the
QSI
Board
>
Mr. Davis has more than 20 years’
experience advising and financing technology
companies, including software, cloud infrastructure and information technology firms, as
well as experience as a certified public accountant

23
The Right Board
Director &
Years of
Years on
Current Occupation
Expertise
Relevant Experience
the QSI Board
Sheldon Razin
Healthcare IT
38
38
Founder and Chairman, Quality Systems, Inc.
Steven Plochocki
Healthcare
36
8
President & CEO, Quality Systems, Inc.
Russell Pflueger
Healthcare
25
6
Founder, Chairman & CEO,
Quiescence Medical, Inc.
George Bristol
Financial Services
26
4
Janas Associates
Craig Barbarosh
Banking & Corporate Law
20
3
Partner, Katten Muchin Rosenman LLP
Maureen Spivack
Financial Services -
20
2
Managing Director, Locust Walk Securities
Healthcare
Lance Rosenzweig
International Outsourcing
14
-
CEO, 24/7 Card
Mark Davis
Financial
Services
-
20
-
Managing Director, B. Riley & Co, LLC
IT
Managing
Director
–
Corporate
Finance,

24
Collaborative Management Team Aids
Cross-Selling
>
We operate four distinct business divisions led by experienced
managers that provide focused leadership to:
>
Develop and execute on business strategy
>
Guide development of new technology
>
Provide management accountability in each of business lines
>
Develop a deep and broad bench of management talent
>
Ensure the infrastructure and client service  remain strong
>
Working together, these proven leaders guide the successful
development
and
implementation
of
complementary
service
offerings        
and integration of new solutions with existing offerings
This strengthens our ability to cross-sell within our existing customer base and win
multi-solution deals with new customers

25
Name/Title
Years of Industry Experience
Steven Plochocki
36
President & CEO, Quality Systems, Inc.
Paul Holt
13
Executive Vice President & CFO, Quality Systems, Inc.
James Sullivan
11
Executive Vice President, General Counsel & Secretary, Quality Systems, Inc.
Scott Decker
13
President, NextGen Healthcare Information Systems
Donn Neufeld
32
Executive Vice President, EDI and Dental
Monte Sandler
16
Executive Vice President, NextGen RCM Services
Steve Puckett
20
Executive Vice President, NextGen Hospital Solutions
Experienced Management Team

26
Strong Corporate Governance
An annually elected Board, with a majority of independent directors
Cumulative voting rights
Shareholders may call meetings and act by written consent
No “poison pill”
Annual “say-on-pay”
advisory vote to approve executive
compensation
>
QSI is committed to upholding strong standards of corporate
governance, including:
>
99% shareholder approval of our executive compensation program
at
our
2011
annual
shareholders’
meeting

27
Strong Corporate Governance
>
Our
corporate governance provisions, including the definition of
“independent
director,”
meet
all
NASDAQ
requirements
>
Seven
of
our
eight
Board
nominees
are
independent
NASDAQ criteria
>
In
2011,
ISS
rated
QSI
“green
-
low
concern”
for
board
structure,
shareholder rights and audit
>
In
2011,
Glass
Lewis
gave
QSI
an
“A”
grade
in
its
pay-for-
performance assessment
under
the

28
Hussein: Takeover Attempt Threatens QSI
Shareholder Value
Hussein’s Goal
>
Cumulative voting ensures he can elect himself and perhaps one other nominee, which
matches his proportionate interest
>
In his prior proxy solicitation campaigns, he has failed to obtain meaningful support
from other shareholders, while imposing significant expense on the Company
>
We believe that the 2 seats he obtained in 2008 and 2005 principally reflect his
ability to cumulate votes
>
Mr. Hussein seeks to replace a majority of our Board, and, if successful, we
believe that he intends to assume leadership of the Board
>
This is Mr. Hussein’s fourth attempt in the past eight years to unilaterally
nominate directors to the Board and his third proxy contest
>
In the boardroom and in his SEC filings, Mr. Hussein is, in our opinion, more
interested
in
making
what
we
believe
to
be
vague
and
unjustified
complaints
about procedural issues than in offering strategic insight.

29
Hussein: A Threat to QSI Shareholder Value
Hussein Offers No Distinct Plan
>
QSI has a deliberate, disciplined process for considering potential acquisitions, which focuses
on transactions that are accretive, fit a strategic gap for QSI’s business and are minimally
dilutive to shareholders
>
QSI is open to larger acquisitions, if they present the right strategic fit for the company
>
Hussein fails to appreciate how divisions incubate products before broader integration
>
Divisional
leadership
provides
accountability
and
focus
to
drive
product
development
>
A divisional architecture provides the added benefits of a broader team of executive
management
>
We
believe
that
most
of
his
“proposals”
are
Company
initiatives
already
being
executed
under
the
guidance
of
our
current
Board
and
director
nominees
>
To
the
extent
that
his
“proposals”
differ,
we
believe
that
Mr.
Hussein
is
misguided
>
Acquisition strategy
>
Consolidation of business divisions

30
Hussein: A Threat to QSI Shareholder Value
Hussein’s History of Poor Governance and Bad Behavior
>
Was
sued
by
his
client,
in
his
former
job
as
a
broker,
for,
among
other
things,
excessive
trading
in a
discretionary
account,
a
case
which
his
employer
settled
for
$2.5
million
>
Was previously terminated by his employer, Dean Witter, for allegedly lying on an employee questionnaire
because he failed to disclose a personal account that he held with his employer
>
Was previously censured by the American Stock Exchange, in his former job as a broker, after the
exchange
determined
that
he
had
“…willfully
engaged
in
a
course
of
fraudulent
conduct
in
violation
of
Section 10(b) of the Securities Exchange Act of 1934, and Rule 10(b)-5 thereunder…”
>
Refuses to comply with the Company’s insider trading policy, including restrictions that prohibit holding
Company stock in margin accounts
>
Refuses
to
preform
customary
Board
duties
such
as
signing
routine
corporate
documents,
including
board
resolutions, director evaluations and SEC filings
>
Holds
all
shares
of
Company
stock
in
margin
accounts,
despite
having
certified
to
the
Company
that
he
does not hold any shares in margin accounts
>
Routinely leaves Board meetings before their scheduled completion, missing important strategy
discussions
>
Was pursued by the IRS for failure to pay $700,000 in personal income taxes, a proceeding which Mr.
Hussein settled
>
While
Chairman
of
SIMO,
an
Egyptian
paper
company,
was
suspended
from
the
board
of
directors
in
connection with the deterioration in SIMO’s financial condition
>
Previously,
as
Lead
Director
of
QSI,
managed
to
have
himself
appointed
to
all
of
the
Company’s
Board
committees,
including
the
Audit
Committee
while
owning
19.2%
of
the
Company’s
shares

APPENDIX: INDEPENDENT DIRECTOR
BIOGRAPHIES

Sheldon Razin
Chairman and Founder
Sheldon
Razin
age
74,
is
a
director.
He
is
the
founder
of
our
company
and
has
served
as our Chairman of the Board since our incorporation in 1974. Throughout his tenure as
our Chairman, Mr. Razin has received several awards recognizing his service and
contributions as a director. Most recently, Mr. Razin was honored in 2011 as a Director of
the Year in Orange County’s 16th Annual Forum for Corporate Directors Awards. Mr.
Razin’s
past
honors
include,
winner
in
the
Software
Category
of
TechAmerica’s
52
nd
Annual
Innovator
Awards
in
2010,
the
Chairman
of
the
Year
in
the
2009
American
Business
Awards,
the
2009
Ernst
&
Young
Entrepreneur
of
the
Year
in
the
Healthcare
Category for Orange County, and the Excellence in Entrepreneurship Award from the
Orange
County
Business
Journal
in
2009.
Mr.
Razin
also
served
as
our
Chief
Executive
Officer from 1974 until April 2000. Since our incorporation until April 2000, he also served
as our President, except for the period from August 1990 to August 1991. Additionally,
Mr. Razin served as our Treasurer from our incorporation until October 1982. Prior to
founding our company, he held various technical and managerial positions with Rockwell
International Corporation and was a founder of our predecessor, Quality Systems, a sole
proprietorship engaged in the development of software for commercial and space
applications and in management consulting work. Mr. Razin holds a B.S. degree in
Mathematics from the Massachusetts Institute of Technology. Mr. Razin, as our founder,
brings valuable knowledge to our Board regarding our history, operations, technology and
marketplace.
,
32

33
Russell Pflueger
Founder, Chairman & CEO, Quiescence Medical Inc.
Russell
Pflueger
age
48,
is
a
director.
Mr.
Pflueger
is
an
investor
and
serial
entrepreneur
with
over
25
years
in
healthcare
and
over
30
issued
patents.
His
background includes R&D and sales positions at organizations including the National
Institutes of Health, Pfizer, Baxter Healthcare, and Beech Street. He also helped form,
manage, and sell a major medical practice and surgery centers. He was a semi-finalist for
the Ernst & Young Orange County Entrepreneur of the Year award in 1999. In 2002,
Russell sold Pain Concepts, Inc., a minimally invasive spinal device company he founded
to Stryker, Inc. (SYK:NYSE) for a publicly reported $42.5 million. He is the founder of
Quiescence Medical, Inc., a medical device development company working on novel
approaches to the treatment of sleep apnea, and has served as its Chairman and Chief
Executive Officer since its inception in 2002. Mr. Pflueger is an active investor in many
public and private companies and also various real estate interests. He played collegiate
basketball and golf, holds a Chemical Engineering degree from Texas A&M University,
and a Master of Business Administration degree with top honors from the University of
California at Irvine. Mr. Pflueger has been a director of our company since 2006. Mr.
Pflueger brings to our Board experience in the healthcare industry as an entrepreneur
and corporate and government employee, as well as his diverse work-related experiences
in research and development, sales and executive management.  
,

George Bristol
Managing Director–Corporate Finance, Janas Associates
George
H.
Bristol
age
63,
is
a
director.
Mr.
Bristol
is
a
Managing
Director
of
Janas
Associates, a corporate financial advisor. From August 2006 until March 2010 he served
as Managing Director —
Corporate Finance of Crowell Weedon & Co. Prior to August
2006, he was a member and Chief Financial Officer of Vantis Capital Management, LLC,
a registered investment advisor which managed the Vantis hedge funds totaling over $1.4
billion from November 2002. Prior to Vantis, he was an investment banker with several
firms including Ernst & Young, Paine Webber, Prudential Securities and Dean Witter. He
is
a
graduate
of
the
University
of
Michigan
and
Harvard
Business
School.
Mr.
Bristol
has
been a director of our company since 2008. Mr. Bristol’s experience at Janas, Vantis and
his various corporate finance positions provides our Board with insight from someone with
direct responsibility for strategic and transactional financial matters.
,
34

35
Craig Barbarosh
Partner, Katten Muchin Rosenman LLP
Craig
Barbarosh
age
44,
is
a
director.
Mr.
Barbarosh
is
a
partner
at
the
international
law
,
firm of Katten Muchin Rosenman LLP and was previously a partner of the international law
firm of Pillsbury Winthrop Shaw Pittman LLP. Mr. Barbarosh is a nationally recognized
restructuring expert. He has served in several leadership positions while a partner at Pillsbury
including serving on the firm’s Board of Directors, as the Chair of the firm’s Board’s Strategy
Committee, as a co-leader of the firm’s national Insolvency & Restructuring practice section
and as the Managing Partner of the firm’s Orange County office. At Katten, Mr. Barbarosh is
a member of the firm’s Board and management team. Mr. Barbarosh received a Juris
Doctorate
from
the
University
of
the
Pacific,
McGeorge
School
of
Law
in
1992,
with
distinction, and a Bachelor of Arts in Business Economics from the University of California at
Santa Barbara in 1989. Mr. Barbarosh received certificates from Harvard Business School for
completing executive education courses on Private Equity and Venture Capital (2007) and
Financial
Analysis
for
Business
Evaluation
(2010).
Mr.
Barbarosh
is
also
a
frequent
speaker
and
author
on
restructuring
and
governance
topics.
Mr.
Barbarosh
has
been
a
director
of
our
company since September 2009. Mr. Barbarosh, as a practicing attorney specializing in the
area of financial and operational restructuring and related mergers and acquisitions, provides
our Board with experienced guidance on similar transactions facing our company. Mr.
Barbarosh is also a director of Sabra Health Care REIT, Inc. (NASDAQ: SBRA), where he is
the Chair of the Audit Committee and a member of the Compensation Committee.

Maureen Spivack
Managing Director, Locust Walk Securities
Maureen
Spivack
age
55,
is
a
director.
Ms.
Spivack
has
over
20
years
of
investment
banking experience in executing strategic and financial transactions for health care
companies. Ms. Spivack is a Managing Director at the Healthcare Advisory Firm, Locust
Walk Securities. She joined Locust Walk after 3.5 years as a Managing Director in the
health
care
group
of
Morgan
Keegan
&
Co.
Prior
to
joining
Morgan
Keegan
in
2008,
Ms.
Spivack served as a Managing Director in the Global Healthcare Group of UBS
Investment Bank from 2006 until June 2008. From 1998 to 2006, Ms. Spivack was a
Managing Director and head of Strategic Advisory Services for Health Care at Merrill
Lynch & Co. Prior to joining Merrill Lynch Health Care Group, Ms. Spivack was a Partner
at Ernst & Young, where she managed the National Healthcare Corporate Finance
practice for 10 years. Ms. Spivack has an MBA from The Wharton School and an MSN
from the University of Pennsylvania. Ms. Spivack’s 20 years of experience executing
strategic and financial transactions for publicly traded, privately held and not-for-profit
healthcare companies, including hospitals and physician groups, provides significant
insights and experience to our Board in these areas.  
,
36

Lance Rosenzweig
CEO, 24/7 Card
Lance
Rosenzweig
age
49,
is
a
director.
Mr.
Rosenzweig
is
founder
and
chief
executive
officer of 24/7 Card, a provider of pre-paid debit and remit cards. Prior to founding 24/7
Card in 2010, Mr. Rosenzweig founded and served as chairman of the board of
PeopleSupport,
Inc.,
a
business
process
outsourcing
company
with
operations
in
the
Philippines
and
Costa
Rica,
since
its
inception
in
1998.
He
also
served
as
PeopleSupport’s chief executive officer from March 2002 until the company’s sale in
2008. From 1993 to 1997, Mr. Rosenzweig was a founder, chairman of the board and
president of Newcastle Group, a privately held plastics manufacturing company. He was
also a founder of Unisite, a privately held wireless cell site management company. Prior
to 1993, Mr. Rosenzweig was a divisional vice president at GE Capital; a vice president in
the investment banking group of Dean Witter (now Morgan Stanley); a vice president in
the investment banking group of Capel Court Pacific, an Australian investment banking
firm; and a corporate planning manager of Jefferson Smurfit Group, a multinational
packaging company. Mr. Rosenzweig has a Master’s degree in business administration
from Northwestern University’s Kellogg School of Management and a Bachelor of Science
degree in industrial engineering, with Tau Beta Pi honors, from Northwestern University.  
,
37

38
Mark Davis
Managing Director, B. Riley & Co. LLC
Mark
Davis
51,
is
a
Managing
Director
at
B.
Riley
&
Co,
LLC,
an
investment
firm
specializing in research, sales and trading and corporate finance. From October 2010 to
February 2012, Mr. Davis was Head of Technology Investment Banking at Cantor
Fitzgerald. From March 2009 to February 2010, Mr. Davis was a Managing Director at
Macquarie
Capital,
an
Australian
Merchant
and
Investment
Banking
firm.
From
2004
to
2009, Mr. Davis was a Managing Director at Citigroup, a diversified financial institution,
focused on providing strategic and financial advice to a broad range of information
technology companies and was head of its Data Infrastructure sector. Earlier in his career,
Mr. Davis also held Director and Vice President positions at Citigroup, and served as a
certified
public
accountant
for
Price
Waterhouse
where
he
was
an
Audit
Senior.
Mr.
Davis
earned a Master’s of Business Administration from the Wharton School of the University of
Pennsylvania, where he graduated with distinction and graduated Summa Cum Laude from
the University of Maryland with a Bachelor of Science in Accounting. Mr. Davis’s
more
than
20
years’
experience
advising
and
financing
technology
-
related
companies
including software, cloud infrastructure and information technology firms provides the Board
with
insights
into
the
rapid
changes
in
technology
including
software
as
a
service,
implications of the cloud and other areas important to the Company’s strategy. In addition,
his background in Public Accounting provides the Board with insights into financial reporting
and internal controls. 
,

APPENDIX: MANAGEMENT BIOGRAPHIES

40
Steven Plochocki
President & CEO
Steven
T.
Plochocki
age
60,
serves
as
the
President
and
Chief
Executive
Officer
of
the
Company, after the promotion of Patrick Cline to president on November 24, 2009. Mr.
Plochocki
was
appointed
president
and
chief
executive
officer
on
August
11,
2008.
He
has
been
a
director
of
the
company
since
2004.
From
February
2007
to
May
2008,
he
served
as chairman and chief executive officer of Omniflight Helicopter, Inc., a Dallas-based air
medical services company. He previously served as chief executive officer and director of
Trinity Hospice, a national hospice provider from October 2004 through October 2006.
Prior
to
joining
Trinity
Hospice,
he
was
chief
executive
officer
of
InSight,
a
national
provider
of diagnostic imaging services from November 1999 to August 2004. Prior to that, he was
chief executive officer of Centratex Support Services, Inc., a support services company for
the healthcare industry and had previously held other senior level positions with healthcare
industry
firms.
He
holds
B.A.
in
Journalism
and
Public
Relations
from
Wayne
State
University and a Master's degree in Business Management from Central Michigan
University.
,

41
Paul Holt
Executive Vice President & CFO
Paul
A.
Holt
age
46,
was
appointed
our
Chief
Financial
Officer
in
November
2000.
Mr.
Holt
served as our Controller from January 2000 to May 2000 and was appointed interim Chief
Financial
Officer
in
May
2000.
Prior
to
joining
us,
Mr.
Holt
was
the
Controller
of
Sierra
Alloys
Co., Inc., a titanium metal manufacturing company, from August 1999 to December 1999.
From May 1997 to July 1999, he was Controller of Refrigeration Supplies Distributor, a
wholesale
distributor
and
manufacturer
of
refrigeration
supplies
and
heating
controls.
From
March 1995 to April 1997 he was Assistant Controller of Refrigeration Supplies Distributor.
Mr.
Holt
was
a
Certified
Public
Accountant
at
McGladrey
&
Pullen
and
holds
an
M.B.A.
from
the University of Southern California and a B.A. in Economics from the University of
California, Irvine.
,

42
James Sullivan
Executive Vice President, General Counsel and Secretary
James
J.
Sullivan
age
54,
was
appointed
our
Executive
Vice
President,
General
Counsel
and Secretary in November 2010. Prior to his appointment, Mr. Sullivan was Senior Vice
President, General Counsel and Secretary of The TriZetto Group, Inc., a healthcare
technology company. Prior to joining The TriZetto Group in July 2001, Mr. Sullivan ran a
legal and consulting practice focused on general corporate and securities matters for
emerging growth companies from June 2000 to July 2001. From March 1997 to June 2000,
Mr. Sullivan was Senior Vice President, General Counsel and Secretary of Long Beach
Financial
Corporation.
Earlier
in
his
career,
Mr.
Sullivan
was
a
corporate
and
securities
associate with Gibson, Dunn & Crutcher in its Newport Beach, California office. Mr. Sullivan
brings more than 25 years of experience as a practicing corporate and securities law
attorney, and is also a certified public accountant (inactive status). Mr. Sullivan holds a J.D.
from
Loyola
Law
School
in
Los
Angeles,
California,
and
a
B.S.
in
Business
Administration
from the University of Southern California, Los Angeles, California.
,

43
Scott Decker
President, NextGen Healthcare Information Systems
Scott
D.
Decker
was
promoted
to
president
of
the
company's
NextGen
Healthcare
Information Systems Division on November 24, 2009. Mr. Decker joined NextGen in 2007
as a senior vice president, initially developing the company's Health Information Exchange
(HIE) and hospital sector targeted business approach and strategy. In 2008, he assumed
additional responsibility for corporate marketing and has been extremely involved in the
re-building
of
NextGen's
marketing,
branding
and
product
management
strategy.
Previously, Mr. Decker founded and served as chairman of the board of directors and
chief executive officer of Healthvision, Inc., a pioneer in the HIE market, where he built
and deployed one of the first Software-as-a-Service (SaaS)-based infrastructures for the
healthcare industry. Prior to joining Healthvision, Mr. Decker was vice president of
development for VHA Inc.'s health information technologies business unit and focused on
the development of one of the nation's first Intranets: VHAseCURE.net. Mr. Decker began
his
career
at
IBM
Corporation,
where
he
held
a
variety
of
sales,
marketing
and
business
development
positions
within
the
global
health
industry
business
unit.

44
Monte Sandler
Executive Vice President, NextGen RCM Services
Monte
Sandler
serves
as
executive
vice
president
of
NextGen
RCM
Services,
responsible for overseeing the company's RCM business unit and managing its
operations. Previously, Sandler served as vice president of account management with
NextGen RCM Services. His responsibilities included managing large client accounts,
encompassing sales, implementation, operational oversight, financial review and client
relations. Prior to joining NextGen Healthcare, Sandler was partner and co-founder at
Healthcare Strategic Initiatives (HSI) for 12 years, where he was instrumental in all
phases of the company's growth since its inception in 1996. HSI is a revenue cycle entity
acquired by the company in 2008. Prior to HSI, Sandler was an auditor with KPMG Peat
Marwick in St. Louis. He holds his Certified Public Accountant (CPA) license in Missouri
and is a graduate of the Kelley Business School at Indiana University in Bloomington, Ind.
Sandler is a member of the Healthcare Financial Management Association (HFMA) and
also serves on the Board of Directors of the St. Louis Jewish Community Center (JCC).
He is based in St. Louis.

45
Steve Puckett
Executive Vice President, NextGen Hospital Solutions
Steve
Puckett
is
Executive
Vice
President
of
NextGen
Hospital
Solutions.
He
oversees
day-to-day operations and manages the company's line of inpatient products. Formerly,
Puckett served as founder, CEO, and President of MicroMed, one of two companies
merged to create NextGen Healthcare and establish NextGen Practice Management as
its
financial
product
offering.
He
began
his
career
at
Accenture
and
later
worked
in
the
inpatient sector at Gerber Alley, which became part of McKesson's product line. Puckett
is a graduate from the Georgia Institute of Technology

46
Donn E. Neufeld
Executive Vice President, EDI and Dental
Donn
E.
Neufeld
was
appointed
Executive
Vice
President,
EDI
and
Dental,
in
April,
2010.
Mr. Neufeld has served as our Vice President Software and Operations since January
1996. He served as our Vice President of Operations from June 1986 until January 1996.
From April 1981 until June 1986, Mr. Neufeld held the position of Manager of Customer
Support. He joined our company in 1980.

47
INFORMATION REGARDING PARTICIPANTS
Information concerning the company and our directors, director nominees, and certain executives who are or
ADDITIONAL INFORMATION
On July 13, 2012, the company filed its definitive proxy statement in connection with its 2012 annual meeting of
shareholders,
and
on
July
16,
2012,
began
the
process
of
mailing
such
proxy
statement
to
its
shareholders,
together with a WHITE proxy card. Shareholders are strongly advised to read the definitive proxy statement
and the accompanying proxy card, as they will contain important information. Shareholders may obtain the
definitive proxy statement, any amendments or supplements to such proxy statement, and other documents
filed by the company with the SEC for free at the Internet website maintained by the SEC at www.sec.gov.
Copies of the definitive proxy statement and any amendments and supplements to such proxy statement may
be requested by contacting our proxy solicitor, MacKenzie Partners, Inc. at (800) 322-2885 toll-free or by
email at proxy@mackenziepartners.com.
may be participants in the solicitation of proxies in connection with the company's upcoming 2012 annual meeting
of shareholders is available in the definitive proxy statement filed by the company with the SEC on July 13, 2012.

ISS Presentation
July 23, 2012