Cognizant to Acquire TriZetto - Creating A Fully-Integrated Healthcare Technology And Operations Leader

Cognizant (NASDAQ: CTSH), a global leader in information technology, consulting and business process services, today announced that it has entered into a definitive agreement to acquire TriZetto Corporation for $2.7 billion in cash, subject to customary adjustments. Based in Englewood, CO, privately-held TriZetto is a leading provider of healthcare IT software and solutions.

"Healthcare is undergoing structural shifts due to reform, cost pressure and shifting responsibilities between payers and providers. This creates a significant growth opportunity, which TriZetto will help us capture," said Francisco D'Souza, CEO of Cognizant. "We are excited that the integrated portfolio of capabilities across technology and operations will uniquely position us to help clients drive higher levels of operational efficiency, while re-imagining care for the future. We look forward to welcoming the TriZetto team into the Cognizant family and creating a truly differentiated and sustainable foundation for healthcare."

Cognizant expects this acquisition to accelerate significantly its market position and strategy of delivering innovative healthcare software and solutions to a wide range of healthcare clients. TriZetto and its 3,700 employees will be a part of Cognizant's existing healthcare business, which currently serves more than 200 clients, including 16 of the top 20 U.S. health plans and four of the top five pharmacy benefit management companies. Healthcare currently represents approximately 26 percent of Cognizant's revenue.

"TriZetto solutions enable the healthcare interactions of millions of people in the U.S. every day," said Jude Dieterman, President and COO of TriZetto. "Our agreement with Cognizant advances our vision of simplifying healthcare for everyone. We believe the combination of Cognizant and TriZetto's talented employees and innovative technology and operations will have a meaningful impact on the way health is managed and care is delivered."

"Cognizant and TriZetto have had a long-term relationship, having jointly served a number of healthcare clients to date," said Gordon Coburn, President of Cognizant. "This acquisition is a natural fit for us. It represents a great opportunity to integrate services across our three horizons—traditional IT services; high-growth businesses such as management consulting, business process services and IT infrastructure services; and emerging delivery models—and provide even greater value to our clients."

"The transaction is expected to be immediately accretive to Cognizant's non-GAAP EPS, excluding one-time transaction costs and adjustments," said Karen McLoughlin, CFO of Cognizant. "That earnings benefit is expected to increase over time as we realize significant revenue synergy potential from the combination of these businesses."

Cognizant intends to finance the transaction through a combination of cash on hand and debt, and has secured $1 billion of committed financing in support of the transaction. The transaction is expected to close in the fourth quarter of 2014. The purchase agreement provides for customary closing conditions and purchase price adjustments including, without limitation, adjustments for items such as cash, indebtedness and working capital.

Cognizant was advised by Credit Suisse, UBS Securities LLC and Centerview Partners. Legal counsel to Cognizant was provided by Latham & Watkins LLP and Nishith Desai Associates. TriZetto was advised by JP Morgan Securities LLC and Goldman, Sachs & Co. Legal counsel to TriZetto was provided by Kirkland & Ellis LLP.

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BayCare Health System Recognized for Achievement in Electronic Medical Record Adoption by Leading Global Organization

BayCare Health System's progress in adopting an electronic medical records (EMR) system was recognized by the Healthcare Information and Management Systems Society (HIMSS), a global organization known for thought leadership on improving health care through information technology (IT).

Electronic medical record systems can improve patient care, increase patient safety, enhance medication safety and increase efficiency. BayCare Health System reached Stage 6 of 7 in the EMR Adoption Model developed by HIMSS Analytics, a non-profit subsidiary of HIMSS, that collects and analyzes health care data. The adoption model identifies and scores hospitals using an eight-step scale (0-7) that charts the path to a fully paperless environment. Less than 20 percent of U.S. hospitals and health systems tracked by HIMSS Analytics have reached Stage 6 as they convert to a fully automated/paperless medical records system. The ten BayCare hospitals recognized join only three others in the Tampa Bay area that have achieved this milestone.

BayCare Vice President and Chief Information Officer Timothy Thompson commented, "BayCare's IT strategy has been focused on providing a better care environment for our patients through meaningful information. This recognition by HIMSS validates our leadership position in information technology, not just in Florida but across the U.S. Our achievement enables us to offer health care providers better access to important health information. It also puts relevant information at our patients' fingertips through the MyBayCare.org portal."

Stage 6 hospitals have achieved a significant advancement in their IT capabilities that positions them to successfully address many of the current industry transformations, such as meaningful use criteria in the American Recovery and Reinvestment Act; claims attachments for the Health Insurance Portability and Accountability Act; pay for performance; and government quality reporting programs.

The BayCare facilities recognized for reaching Stage 6 are Mease Countryside, Mease Dunedin, Morton Plant, Morton Plant North Bay, St. Anthony's, St. Joseph's, St. Joseph's Children's, St. Joseph's Hospital-North, St. Joseph's Women's and South Florida Baptist.

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Nucleus Independent Living Enables Rapid Response to Care with CellTrak™

New solution platform enables apps that make data actionable.

Nucleus Independent Living a Non-Profit Health Service Provider of Community Support Services, serves the communities of Mississauga, Oakville, South Etobicoke, and 2 Supportive Housing sites in Toronto. Funded by Mississauga Local Health Integration Network and the Ontario Ministry of Health and Long Term Care, Nucleus embraces and has adopted the fundamental concepts of the Independent Living philosophy.

Nucleus was seeking a trusted partner to provide technology that would link resources and real-time alerts while delivering care. The technology needed to allow staff to link back to experts in the office to give rapid response to care issues. The strategy was that the staff in the field would link back to the office to direct them or contact resources to deliver the right care seamlessly with a simple to use mobile application that would work in and out of cellular coverage areas.

Beverley John, CEO/Executive Director, Nucleus Independent Living sat down for a post implementation interview to share her thoughts. "While technologies provide many benefits they can be disruptive in their implementation. Working with the CellTrak team we were able to get up and running with an easy to use solution for the entire Seniors Division care staff. It was important to us to leverage the current investment we have made in technologies that we use and add on new capabilities that would provide actionable data and improved workflow for our care team".

Home and community care is at the forefront of improving the access to healthcare across the care continuum and continues to be a major focus area for growth in staff and focus across healthcare. Homecare services include both medical and skilled nursing services and personal