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 March 31, 20202021
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from            to            
Commission file number: 000-49796
COMPUTER PROGRAMS AND SYSTEMS, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware74-3032373
(State or Other Jurisdiction of
Incorporation or Organization)
(I.R.S. Employer
Identification No.)
6600 Wall54 St. Emanuel Street, Mobile, Alabama3669536602
(Address of Principal Executive Offices)(Zip Code)
(251) 639-8100
(Registrant’s Telephone Number, Including Area Code)
N/A
6600 Wall Street Mobile, Alabama 36695
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading symbolName of each exchange on which registered
Common Stock, par value $.001 per shareCPSIThe NASDAQ Stock Market LLC
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  ý    No  ¨
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).    Yes  ý    No  ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer¨Accelerated filerý
Non-accelerated filer¨Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ý
As of May 1, 2020,7, 2021, there were 14,512,10514,728,829 shares of the issuer’s common stock outstanding.


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COMPUTER PROGRAMS AND SYSTEMS, INC.
Quarterly Report on Form 10-Q
(For the three months ended March 31, 2020)2021)
TABLE OF CONTENTS
 
Item 1.
Item 2.
Item 3.
Item 4.
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.



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PART I
FINANCIAL INFORMATION

Item 1.Financial Statements.

COMPUTER PROGRAMS AND SYSTEMS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data)
(Unaudited) 

March 31, 2020December 31, 2019March 31,
2021
December 31, 2020
AssetsAssetsAssets
Current assets:Current assets:Current assets:
Cash and cash equivalentsCash and cash equivalents$4,280  $7,357  Cash and cash equivalents$18,016 $12,671 
Accounts receivable (net of allowance for expected credit losses of $2,064 and $2,078, respectively)38,241  38,819  
Financing receivables, current portion, net (net of allowance for expected credit losses of $165 and $165, respectively)12,175  12,032  
Accounts receivable (net of allowance for expected credit losses of $2,088 and $1,701, respectively)Accounts receivable (net of allowance for expected credit losses of $2,088 and $1,701, respectively)33,793 32,414 
Financing receivables, current portion, net (net of allowance for expected credit losses of $486 and $541, respectively)Financing receivables, current portion, net (net of allowance for expected credit losses of $486 and $541, respectively)9,710 10,821 
InventoriesInventories1,365  1,426  Inventories1,342 1,084 
Prepaid income taxesPrepaid income taxes1,208  1,337  Prepaid income taxes2,188 1,789 
Prepaid expenses and otherPrepaid expenses and other6,606  5,861  Prepaid expenses and other7,833 8,365 
Total current assetsTotal current assets63,875  66,832  Total current assets72,882 67,144 
Property and equipment, netProperty and equipment, net13,294  11,593  Property and equipment, net13,079 13,139 
Software development costs, netSoftware development costs, net883  —  Software development costs, net4,009 3,210 
Operating lease assetsOperating lease assets7,522  7,800  Operating lease assets9,030 6,610 
Financing receivables, net of current portion (net of allowance for expected credit losses of $3,140 and $2,806, respectively)17,794  18,267  
Financing receivables, net of current portion (net of allowance for expected credit losses of $891 and $948, respectively)Financing receivables, net of current portion (net of allowance for expected credit losses of $891 and $948, respectively)10,460 11,477 
Other assets, net of current portionOther assets, net of current portion2,105  1,771  Other assets, net of current portion2,998 2,787 
Intangible assets, netIntangible assets, net80,244  83,110  Intangible assets, net68,632 71,689 
GoodwillGoodwill150,216  150,216  Goodwill150,216 150,216 
Total assetsTotal assets$335,933  $339,589  Total assets$331,306 $326,272 
Liabilities and Stockholders’ EquityLiabilities and Stockholders’ EquityLiabilities and Stockholders’ Equity
Current liabilities:Current liabilities:Current liabilities:
Accounts payableAccounts payable$9,010  $8,804  Accounts payable$6,742 $7,716 
Current portion of long-term debtCurrent portion of long-term debt8,430  8,430  Current portion of long-term debt3,457 3,457 
Deferred revenueDeferred revenue7,807  8,628  Deferred revenue8,833 8,130 
Accrued vacationAccrued vacation4,649  4,301  Accrued vacation5,306 5,353 
Other accrued liabilitiesOther accrued liabilities8,714  11,767  Other accrued liabilities16,394 12,786 
Total current liabilitiesTotal current liabilities38,610  41,930  Total current liabilities40,732 37,442 
Long-term debt, net of current portionLong-term debt, net of current portion93,325  99,433  Long-term debt, net of current portion67,496 73,360 
Operating lease liabilities, net of current portionOperating lease liabilities, net of current portion5,950  6,256  Operating lease liabilities, net of current portion7,527 5,092 
Deferred tax liabilitiesDeferred tax liabilities8,688  7,623  Deferred tax liabilities11,436 10,378 
Total liabilitiesTotal liabilities146,573  155,242  Total liabilities127,191 126,272 
Stockholders’ equity:Stockholders’ equity:Stockholders’ equity:
Common stock, $0.001 par value; 30,000 shares authorized; 14,512 and 14,356 shares issued and outstanding, respectively15  14  
Common stock, $0.001 par value; 30,000 shares authorized; 14,715 and 14,511 shares issued and outstanding, respectivelyCommon stock, $0.001 par value; 30,000 shares authorized; 14,715 and 14,511 shares issued and outstanding, respectively15 15 
Additional paid-in capitalAdditional paid-in capital176,975  174,618  Additional paid-in capital182,656 181,622 
Retained earningsRetained earnings12,370  9,715  Retained earnings23,768 19,624 
Treasury stock, 80 shares and 47 shares, respectivelyTreasury stock, 80 shares and 47 shares, respectively(2,324)(1,261)
Total stockholders’ equityTotal stockholders’ equity189,360  184,347  Total stockholders’ equity204,115 200,000 
Total liabilities and stockholders’ equityTotal liabilities and stockholders’ equity$335,933  $339,589  Total liabilities and stockholders’ equity$331,306 $326,272 
The accompanying notes are an integral part of these condensed consolidated financial statements.


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COMPUTER PROGRAMS AND SYSTEMS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)
 
Three Months Ended March 31,Three Months Ended March 31,
2020201920212020
Sales revenues:Sales revenues:Sales revenues:
System sales and supportSystem sales and support$41,186  $43,247  System sales and support$36,366 $41,186 
TruBridgeTruBridge28,571  25,894  TruBridge31,639 28,571 
Total sales revenuesTotal sales revenues69,757  69,141  Total sales revenues68,005 69,757 
Costs of sales:Costs of sales:Costs of sales:
System sales and supportSystem sales and support18,587  18,337  System sales and support17,376 18,587 
TruBridgeTruBridge15,057  13,689  TruBridge15,779 15,057 
Total costs of salesTotal costs of sales33,644  32,026  Total costs of sales33,155 33,644 
Gross profitGross profit36,113  37,115  Gross profit34,850 36,113 
Operating expenses:Operating expenses:Operating expenses:
Product developmentProduct development8,271  9,228  Product development8,429 8,271 
Sales and marketingSales and marketing6,997  7,492  Sales and marketing5,301 6,997 
General and administrativeGeneral and administrative11,847  11,824  General and administrative13,149 11,847 
Amortization of acquisition-related intangiblesAmortization of acquisition-related intangibles2,866  2,523  Amortization of acquisition-related intangibles3,057 2,866 
Total operating expensesTotal operating expenses29,981  31,067  Total operating expenses29,936 29,981 
Operating incomeOperating income6,132  6,048  Operating income4,914 6,132 
Other income (expense):Other income (expense):Other income (expense):
Other incomeOther income362  248  Other income814 362 
Interest expenseInterest expense(1,179) (1,804) Interest expense(627)(1,179)
Total other income (expense)Total other income (expense)(817) (1,556) Total other income (expense)187 (817)
Income before taxesIncome before taxes5,315  4,492  Income before taxes5,101 5,315 
Provision for income taxesProvision for income taxes1,225  1,048  Provision for income taxes957 1,225 
Net incomeNet income$4,090  $3,444  Net income$4,144 $4,090 
Net income per common share—basicNet income per common share—basic$0.28  $0.24  Net income per common share—basic$0.29 $0.28 
Net income per common share—dilutedNet income per common share—diluted$0.28  $0.24  Net income per common share—diluted$0.28 $0.28 
Weighted average shares outstanding used in per common share computations:Weighted average shares outstanding used in per common share computations:Weighted average shares outstanding used in per common share computations:
BasicBasic13,904  13,656  Basic14,159 13,904 
DilutedDiluted13,904  13,656  Diluted14,221 13,904 
Dividends declared per common shareDividends declared per common share$0.10  $0.10  Dividends declared per common share$$0.10 
The accompanying notes are an integral part of these condensed consolidated financial statements.


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COMPUTER PROGRAMS AND SYSTEMS, INC.
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
(In thousands)
(Unaudited)
 
Common StockAdditional Paid-in-CapitalRetained Earnings (Accumulated Deficit)Total Stockholders’ EquityCommon StockAdditional Paid-in-CapitalRetained EarningsTreasury StockTotal Stockholders’ Equity
Common StockTreasury StockTotal Stockholders’ Equity
SharesAmountSharesAmountRetained EarningsTreasury Stock
Balance at December 31, 201914,356  $14  $174,618  $9,715  $184,347  
Three Months Ended March 31, 2021 and 2020:Three Months Ended March 31, 2021 and 2020:
Balance at December 31, 2020Balance at December 31, 202014,511 $15 $181,622 $19,624 $(1,261)$200,000 
Net incomeNet income—  —  —  4,090  4,090  Net income— — — 4,144 — 4,144 
Issuance of restricted stockIssuance of restricted stock156   (1) —  —  Issuance of restricted stock210 — — — — — 
Forfeiture of restricted stockForfeiture of restricted stock(6)— — — — — 
Stock-based compensationStock-based compensation—  —  2,358  —  2,358  Stock-based compensation— — 1,034 — — 1,034 
Dividends—  —  —  (1,435) (1,435) 
Balance at March 31, 202014,512  $15  $176,975  $12,370  $189,360  
Treasury stock acquiredTreasury stock acquired— — — — (1,063)(1,063)
Balance at December 31, 201814,083  $14  $164,793  $(5,024) $159,783  
Balance at March 31, 2021Balance at March 31, 202114,715 $15 $182,656 $23,768 $(2,324)$204,115 
Balance at December 31, 2019Balance at December 31, 201914,356 $14 $174,618 $9,715 $$184,347 
Net incomeNet income—  —  —  3,444  3,444  Net income— — — 4,090 — 4,090 
Issuance of restricted stockIssuance of restricted stock273  —  —  —  —  Issuance of restricted stock156 (1)— — — 
Stock-based compensationStock-based compensation—  —  2,436  —  2,436  Stock-based compensation— — 2,358 — — 2,358 
DividendsDividends—  —  —  (1,422) (1,422) Dividends— — — (1,435)— (1,435)
Balance at March 31, 201914,356  $14  $167,229  $(3,002) $164,241  
Balance at March 31, 2020Balance at March 31, 202014,512 $15 $176,975 $12,370 $$189,360 
The accompanying notes are an integral part of these condensed consolidated financial statements.


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COMPUTER PROGRAMS AND SYSTEMS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
 
Three Months Ended March 31,Three Months Ended March 31,
2020201920212020
Operating Activities:Operating Activities:Operating Activities:
Net incomeNet income$4,090  $3,444  Net income$4,144 $4,090 
Adjustments to net income:Adjustments to net income:Adjustments to net income:
Provision for bad debt999  1,207  
Provision for credit lossesProvision for credit losses938 999 
Deferred taxesDeferred taxes1,065  854  Deferred taxes1,058 1,065 
Stock-based compensationStock-based compensation2,358  2,436  Stock-based compensation1,034 2,358 
DepreciationDepreciation420  361  Depreciation553 420 
Amortization of acquisition-related intangiblesAmortization of acquisition-related intangibles2,866  2,523  Amortization of acquisition-related intangibles3,057 2,866 
Amortization of software development costsAmortization of software development costs38  —  Amortization of software development costs73 38 
Amortization of deferred finance costsAmortization of deferred finance costs86  86  Amortization of deferred finance costs73 86 
Changes in operating assets and liabilities:Changes in operating assets and liabilities:Changes in operating assets and liabilities:
Accounts receivableAccounts receivable(88) (156) Accounts receivable(2,183)(88)
Financing receivablesFinancing receivables(4) 183  Financing receivables1,994 (4)
InventoriesInventories62  (251) Inventories(258)62 
Prepaid expenses and otherPrepaid expenses and other(1,079) (772) Prepaid expenses and other321 (1,079)
Accounts payableAccounts payable206  1,239  Accounts payable(974)206 
Deferred revenueDeferred revenue(821) 698  Deferred revenue703 (821)
Other liabilitiesOther liabilities(2,732) (3,808) Other liabilities3,576 (2,732)
Prepaid income taxes/income taxes payable128  (156) 
(Prepaid income taxes)/income taxes payable(Prepaid income taxes)/income taxes payable(399)128 
Net cash provided by operating activitiesNet cash provided by operating activities7,594  7,888  Net cash provided by operating activities13,710 7,594 
Investing Activities:Investing Activities:Investing Activities:
Investment in software developmentInvestment in software development(921) —  Investment in software development(872)(921)
Purchase of property and equipmentPurchase of property and equipment(2,120) (473) Purchase of property and equipment(493)(2,120)
Net cash used in investing activitiesNet cash used in investing activities(3,041) (473) Net cash used in investing activities(1,365)(3,041)
Financing Activities:Financing Activities:Financing Activities:
Dividends paidDividends paid(1,435) (1,422) Dividends paid(1,435)
Payments of long-term debt principalPayments of long-term debt principal(2,195) (7,110) Payments of long-term debt principal(937)(2,195)
Payments of contingent consideration—  (206) 
Payments of revolving line of creditPayments of revolving line of credit(4,000) —  Payments of revolving line of credit(5,000)(4,000)
Treasury stock purchasesTreasury stock purchases(1,063)
Net cash used in financing activitiesNet cash used in financing activities(7,630) (8,738) Net cash used in financing activities(7,000)(7,630)
Decrease in cash and cash equivalents(3,077) (1,323) 
Increase (decrease) in cash and cash equivalentsIncrease (decrease) in cash and cash equivalents5,345 (3,077)
Cash and cash equivalents at beginning of periodCash and cash equivalents at beginning of period7,357  5,732  Cash and cash equivalents at beginning of period12,671 7,357 
Cash and cash equivalents at end of periodCash and cash equivalents at end of period$4,280  $4,409  Cash and cash equivalents at end of period$18,016 $4,280 
Supplemental disclosure of cash flow information:Supplemental disclosure of cash flow information:Supplemental disclosure of cash flow information:
Cash paid for interestCash paid for interest$1,093  $1,289  Cash paid for interest$554 $1,093 
Cash paid for income taxes, net of refundCash paid for income taxes, net of refund$31  $350  Cash paid for income taxes, net of refund$298 $31 
The accompanying notes are an integral part of these condensed consolidated financial statements.The accompanying notes are an integral part of these condensed consolidated financial statements.The accompanying notes are an integral part of these condensed consolidated financial statements.


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COMPUTER PROGRAMS AND SYSTEMS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.     BASIS OF PRESENTATION
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") and include all adjustments that, in the opinion of management, are necessary for a fair presentation of the results of the periods presented. All such adjustments are considered of a normal recurring nature. Quarterly results of operations are not necessarily indicative of annual results.
Certain footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") have been condensed or omitted. The condensed consolidated balance sheet as of December 31, 20192020 was derived from the audited consolidated balance sheet at that date. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements of Computer Programs and Systems, Inc. ("CPSI" or the "Company") for the year ended December 31, 20192020 and the notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.2020.
Principles of Consolidation
The condensed consolidated financial statements of CPSI include the accounts of TruBridge, LLC ("TruBridge"), Evident, LLC ("Evident"), Healthland Holding Inc. ("HHI"), and iNetXperts, Corp. d/b/a Get Real Health ("Get Real Health"), all of which are wholly-owned subsidiaries of CPSI. The accounts of HHI include those of its wholly-owned subsidiaries, Healthland Inc. ("Healthland"), Rycan Technologies, Inc. ("Rycan"), and American HealthTech, Inc. ("AHT"). All significant intercompany balances and transactions have been eliminated.

2.     RECENT ACCOUNTING PRONOUNCEMENTS
New Accounting Standards Adopted in 20202021

In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-13, Financial Instruments-Credit Losses, which requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. WeThere were no new accounting standards required to be adopted this guidance as of January 1, 2020. Adoption of the standard did notin 2021 that would have a material impact on our consolidated financial statements.
New Accounting Standards Yet to be Adopted

We do not believe that any other recently issued but not yet effective accounting standards, if adopted, would have a material impact on our consolidated financial statements.

3.     REVENUE RECOGNITION
Revenue is recognized upon transfer of control of promised products or services to clients in an amount that reflects the consideration we expect to receive in exchange for those products and services. We enter into contracts that can include various combinations of products and services, which are generally distinct and accounted for as separate performance obligations. The Company employs the 5-step revenue recognition model under Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers, to: (1) identify the contract with the client, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when (or as) the entity satisfies a performance obligation.
Revenue is recognized net of shipping charges and any taxes collected from clients, which are subsequently remitted to governmental authorities.


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System Sales and Support
The Company enters into contractual obligations to sell perpetual software licenses, installation, conversion, training, hardware and software application support and hardware maintenance services to acute care and post-acute care community hospitals.


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Non-recurring Revenues
Perpetual software licenses, installation, conversion, and related training are not considered separate and distinct performance obligations due to the proprietary nature of our software and are, therefore, accounted for as a single performance obligation on a module-by-module basis. Revenue is recognized as each module's implementation is completed based on the module's stand-alone selling price ("SSP"), net of discounts. Fees for licenses, installation, conversion, and related training are typically due in three installments: (1) at placement of order, (2) upon installation of software and commencement of training, and (3) upon satisfactory completion of monthly accounting cycle or end-of-month operation by application and as applicable for each application. Often, short-term and/or long-term financing arrangements are provided for software implementations; refer to Note 1110 - Financing Receivables for further information. Electronic health records ("EHR") implementations include a system warranty that terminates thirty days from the software go-live date, the date on which the client begins using the system in a live environment.
Hardware revenue is recognized separately from software licenses at the point in time it is delivered to the client. The SSP of hardware is cost plus a reasonable margin. Payment is generally due upon delivery of the hardware to the client. Standard manufacturer warranties apply to hardware.
Recurring Revenues
Software application support and hardware maintenance services sold with software licenses and hardware are separate and distinct performance obligations. Revenue for support and maintenance services is recognized based on SSP, which is the renewal price, ratably over the life of the contract, which is generally three to five years. Payment is due monthly for support services provided.
Subscriptions to third party content revenue is recognized as a separate performance obligation ratably over the subscription term based on SSP, which is cost plus a reasonable margin. Payment is due monthly for subscriptions to third party content.
Software as a Service ("SaaS") arrangements for EHR software and related conversion and training services are considered a single performance obligation. Revenue is recognized on a monthly basis as the SaaS service is provided to the client over the contract term. Payment is due monthly for SaaS services provided.
Refer to Note 1716 - Segment Reporting, for further information, including revenue by client base (acute care or post-acute care) bifurcated by recurring and non-recurring revenue.
TruBridge
TruBridge provides an array of business processing services ("BPS") consisting of accounts receivable management, private pay services, insurance services, medical coding, electronic billing, statement processing, payroll processing, and contract management. Fees are recognized over the period of the client contractual relationship as the services are performed based on the SSP, net of discounts. Fees for many of these services are invoiced, and revenue recognized accordingly, based on the volume of transactions or a percentage of client accounts receivable collections. Payment is due monthly for BPS with certain amounts varying based on utilization and/or volumes.
TruBridge also provides professional IT services. Revenue from professional IT services is recognized as the services are performed based on SSP. Payment is due monthly as services are performed.
Deferred Revenue
Deferred revenue represents amounts invoiced to clients for which the services under contract have not been completed and revenue has not been recognized, including annual renewals of certain software subscriptions and customer deposits for implementations to be performed at a later date. Revenue is recognized ratably over the life of the software subscriptions as services are provided and at the point-in-time when implementations have been completed.


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The following table details deferred revenue for the three months ended March 31, 20202021 and 2019,2020, included in the condensed consolidated balance sheets:
(In thousands)(In thousands)Three Months Ended March 31, 2020Three Months Ended March 31, 2019(In thousands)Three Months Ended March 31, 2021Three Months Ended March 31, 2020
Beginning balanceBeginning balance$8,628  $10,201  Beginning balance$8,130 $8,628 
Deferred revenue recordedDeferred revenue recorded6,194  6,530  Deferred revenue recorded5,847 6,194 
Less deferred revenue recognized as revenueLess deferred revenue recognized as revenue(7,015) (5,832) Less deferred revenue recognized as revenue(5,144)(7,015)
Ending balanceEnding balance$7,807  $10,899  Ending balance$8,833 $7,807 
The deferred revenue recorded during the three months ended March 31, 20202021 is comprised primarily of the annual renewals of certain software subscriptions billed during the first quarter of each year and deposits collected for future EHR installations. The deferred revenue recognized as revenue during the three months ended March 31, 20202021 and 20192020 is comprised primarily of the periodic recognition of annual renewals that were deferred until earned and deposits for future EHR installations that were deferred until earned.
Costs to Obtain and Fulfill a Contract with a Customer
Costs to obtain a contract include the commission costs related to SaaS licensing agreements, which are capitalized and amortized ratably over the expected life of the customer. As a practical expedient, we generally recognize the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset would have been one year or less, with the exception of commissions generated from TruBridge sales. TruBridge commissions, which are paid up to twelve months in advance of services performed, are capitalized and amortized over the prepayment period. Costs to obtain a contract are expensed within sales and marketing expenses in the accompanying condensed consolidated statements of income.
Contract fulfillment costs related to the implementation of SaaS arrangements are capitalized and amortized ratably over the expected life of the customer. Costs to fulfill contracts consist of the payroll costs for the implementation of SaaS arrangements, including time for training, conversion and installation that is necessary for the software to be utilized. Contract fulfillment costs are expensed within the caption "System sales and support - Cost of sales."sales" in the accompanying condensed consolidated statements of income.
Costs to obtain and fulfill contracts related to SaaS arrangements are included within the "Prepaid expenses and other" and "Other assets, net of current portion" line items on our condensed consolidated balance sheets.
The following table details costs to obtain and fulfill contracts with customers for the three months ended March 31, 20202021 and 2019,2020, included in the condensed consolidated balance sheets:
(In thousands)(In thousands)Three Months Ended March 31, 2020Three Months Ended March 31, 2019(In thousands)Three Months Ended March 31, 2021Three Months Ended March 31, 2020
Beginning balanceBeginning balance$4,440  $3,017  Beginning balance$5,992 $4,440 
Costs to obtain and fulfill contracts capitalizedCosts to obtain and fulfill contracts capitalized1,888  1,922  Costs to obtain and fulfill contracts capitalized1,836 1,888 
Less costs to obtain and fulfill contracts recognized as expenseLess costs to obtain and fulfill contracts recognized as expense(1,285) (1,134) Less costs to obtain and fulfill contracts recognized as expense(1,475)(1,285)
Ending balanceEnding balance$5,043  $3,805  Ending balance$6,353 $5,043 
Remaining Performance Obligations
Disclosures regarding remaining performance obligations are not considered material as the overwhelming majority of the Company's remaining performance obligations either (a) are related to contracts with an expected duration of one year or less, or (b) exhibit revenue recognition in the amount to which the Company has the right to invoice.

4.  BUSINESS COMBINATION
Acquisition of Get Real Health
On May 3, 2019, we acquired all of the assets and liabilities of iNetXperts, Corp., a Maryland corporation doing business as Get Real Health (“Get Real Health”), pursuant to a Stock Purchase Agreement dated April 23, 2019, as amended on May 2, 2019. Based in Rockville, Maryland, Get Real Health delivers technology solutions to improve patient outcomes and engagement strategies with care providers.

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Consideration for the acquisition included cash (net of cash of the acquired entity) of $10.8 million (inclusive of seller's transaction expenses), plus a contingent earnout payment of up to $14.0 million tied to Get Real Health's earnings before interest, tax, depreciation, and amortization ("EBITDA") (subject to certain pro-forma adjustments) for 2019. As of December 31, 2019, the $5.0 million contingent consideration estimated in the allocation of purchase price paid was fully reversed as Get Real Health's earnings did not achieve the required level for earnout payment. During 2019, we incurred approximately $0.6 million of pre-tax acquisition costs in connection with the acquisition of Get Real Health. Acquisition costs are included in general and administrative expenses in our consolidated statements of income.

Our acquisition of Get Real Health was treated as a purchase in accordance with ASC 805, Business Combinations, which requires allocation of the purchase price to the estimated fair values of assets and liabilities acquired in the transaction. Our allocation of the purchase price was based on management's judgment after evaluating several factors, including a valuation assessment.

The allocation of the purchase price paid for Get Real Health was as follows:9


(In thousands)Purchase Price Allocation
Acquired cash$159 
Accounts receivable364 
Prepaid expenses107 
Property and equipment365 
Operating lease asset1,285 
Intangible assets7,890 
Goodwill9,767 
Accounts payable and accrued liabilities(594)
Deferred taxes, net(1,736)
Operating lease liability(1,285)
Contingent consideration(5,000)
Deferred revenue(430)
Net assets acquired$10,892 

The intangible assets in the table above are being amortized on a straight-line basis over their estimated useful lives. The amortization is included in amortization of acquisition-related intangibles in our condensed consolidated statements of income.

The fair value measurements of tangible and intangible assets and liabilities were based on significant inputs not observable in the market and thus represent Level 3 measurements within the fair value measurement hierarchy (see Note 16 - Fair Value). Level 3 inputs included, among others, discount rates that we estimated would be used by a market participant in valuing these assets and liabilities, projections of revenues and cash flows, client attrition rates and market comparables.






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5.4. PROPERTY AND EQUIPMENT
Property and equipment, net was comprised of the following at March 31, 20202021 and December 31, 2019:2020:
(In thousands)(In thousands)March 31, 2020December 31, 2019(In thousands)March 31,
2021
December 31, 2020
LandLand$2,848  $2,848  Land$2,848 $2,848 
Buildings and improvementsBuildings and improvements8,039  8,039  Buildings and improvements8,538 8,242 
Computer equipmentComputer equipment6,131  4,011  Computer equipment7,342 7,144 
Leasehold improvementsLeasehold improvements1,712  1,712  Leasehold improvements1,283 1,283 
Office furniture and fixturesOffice furniture and fixtures2,018  2,018  Office furniture and fixtures829 829 
AutomobilesAutomobiles18  18  Automobiles18 18 
Property and equipment, grossProperty and equipment, gross20,766  18,646  Property and equipment, gross20,858 20,364 
Less: accumulated depreciationLess: accumulated depreciation(7,472) (7,053) Less: accumulated depreciation(7,779)(7,225)
Property and equipment, netProperty and equipment, net$13,294  $11,593  Property and equipment, net$13,079 $13,139 

6.5. SOFTWARE DEVELOPMENT
Software development costs are accounted for in accordance with ASC 350-40, Internal-Use Software. We capitalize incurred labor costs for software development from the time the preliminary project phase is completed until the software is available for general release. Research and development costs and other computer software maintenance costs related to software development are expensed as incurred. We estimate the useful life of our capitalized software and amortize its value on a straight-line basis over that estimated life, which is estimated to be five years. IfWe evaluate capitalized software development costs for impairment when there is an indication that the actual life is shorter than our estimated useful life we will amortizehas changed or that the remaining book value over the remaining useful life or the assetunamortized costs may not be deemed to be impaired and, accordingly, arecoverable. A write-down of the value of the asset may be recorded as a charge to earnings. Upon the software's availability for general release, we commence amortization of the capitalized software costs on a module-by-module basis.
Software development, net was comprised of the following at March 31, 20202021 and December 31, 2019:2020:
(In thousands)March 31, 2020December 31, 2019
Software development costs$921 $— 
Less: accumulated amortization(38)— 
Software development costs, net$883 $— 
(In thousands)March 31,
2021
December 31, 2020
Software development costs$4,200 $3,328 
Less: accumulated amortization(191)(118)
Software development costs, net$4,009 $3,210 

7.6.     OTHER ACCRUED LIABILITIES
Other accrued liabilities was comprised of the following at March 31, 20202021 and December 31, 2019:2020:
(In thousands)(In thousands)March 31, 2020December 31, 2019(In thousands)March 31,
2021
December 31, 2020
Salaries and benefitsSalaries and benefits$4,052  $6,946  Salaries and benefits$9,891 $7,876 
SeveranceSeverance128  329  Severance1,644 25 
CommissionsCommissions1,153  1,037  Commissions844 1,040 
Self-insurance reservesSelf-insurance reserves1,214  1,382  Self-insurance reserves1,929 1,776 
OtherOther595  529  Other583 551 
Operating lease liabilities, current portionOperating lease liabilities, current portion1,572  1,544  Operating lease liabilities, current portion1,503 1,518 
Other accrued liabilitiesOther accrued liabilities$8,714  $11,767  Other accrued liabilities$16,394 $12,786 



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8.7.     NET INCOME PER SHARE
The Company presents basic and diluted earnings per share ("EPS") data for its common stock. Basic EPS is calculated by dividing the net income attributable to stockholders of the Company by the weighted average number of shares of common stock outstanding during the period. Diluted EPS is determined by adjusting the net income attributable to stockholders of the Company and the weighted average number of shares of common stock outstanding during the period for the effects of all dilutive potential common shares, including awards under stock-based compensation arrangements.
The Company's unvested restricted stock awards (see Note 10)9) are considered participating securities under FASB Codification topic,ASC 260, Earnings Per Share, because they entitle holders to non-forfeitable rights to dividends until the awards vest or are forfeited. When a company has a security that qualifies as a "participating security," the Codification requires the use of the two-class method when computing basic EPS. The two-class method is an earnings allocation formula that determines EPS for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. In determining the amount of net income to allocate to common stockholders, income is allocated to both common stock and participating securities based on their respective weighted average shares outstanding for the period, with net income attributable to common stockholders ultimately equaling net income less net income attributable to participating securities. Diluted EPS for the Company's common stock is computed using the more dilutive of the two-class method or the treasury stock method.
The following is a calculation of the basic and diluted EPS for the Company's common stock, including a reconciliation between net income and net income attributable to common stockholders:
Three Months Ended March 31,Three Months Ended March 31,
(In thousands, except per share data)(In thousands, except per share data)20202019(In thousands, except per share data)20212020
Net incomeNet income$4,090  $3,444  Net income$4,144 $4,090 
Less: Net income attributable to participating securitiesLess: Net income attributable to participating securities(134) (130) Less: Net income attributable to participating securities(103)(134)
Net income attributable to common stockholdersNet income attributable to common stockholders$3,956  $3,314  Net income attributable to common stockholders$4,041 $3,956 
Weighted average shares outstanding used in basic per common share computationsWeighted average shares outstanding used in basic per common share computations13,904  13,656  Weighted average shares outstanding used in basic per common share computations14,159 13,904 
Add: Dilutive potential common sharesAdd: Dilutive potential common shares—  —  Add: Dilutive potential common shares62 
Weighted average shares outstanding used in diluted per common share computationsWeighted average shares outstanding used in diluted per common share computations13,904  13,656  Weighted average shares outstanding used in diluted per common share computations14,221 13,904 
Basic EPSBasic EPS$0.28  $0.24  Basic EPS$0.29 $0.28 
Diluted EPSDiluted EPS$0.28  $0.24  Diluted EPS$0.28 $0.28 
During 2018, 2019, 2020, and 2020,2021, performance share awards were granted to certain executive officers and key employees of the Company that will result in the issuance of time-vesting restrictedcommon stock if the predefined performance criteria are met. The awards provide for an aggregate target of 252,852249,952 shares, none of which 62,267 have been included in the calculation of diluted EPS for the three months ended March 31, 20202021. The remaining 187,685 shares have been excluded from the calculation of diluted EPS because the related threshold award performance levels have not been achieved as of March 31, 2020.2021. See Note 109 - Stock-Based Compensation and Equity for more information.

9.8.     INCOME TAXES
The Company determines the tax provision for interim periods using an estimate of our annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate, and if our estimated tax rate changes, we make a cumulative adjustment.
Our effective tax rate for the three months ended March 31, 2021 decreased to 18.8% from 23.0% for the three months ended March 31, 2020, and 2019, wasprimarily as a result of the tax consequences of stock-based compensation. Specifically, excess tax benefits resulting from restricted stock vesting benefited our effective tax rate by 1.6% during the first quarter of 2021. Comparatively, the first quarter of 2020 experienced a tax expense of 23%.benefit shortfall resulting from restricted stock vesting that increased our effective tax rate by 2.4% for the period.


10.
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9.   STOCK-BASED COMPENSATION AND EQUITY
Stock-based compensation expense is measured at the grant date based on the fair value of the award, and is recognized as an expense over the employee's or non-employee director's requisite service period.
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The following table details total stock-based compensation expense for the three months ended March 31, 20202021 and 2019,2020, included in the condensed consolidated statements of income:
Three Months Ended March 31,Three Months Ended March 31,
(In thousands)(In thousands)20202019(In thousands)20212020
Costs of salesCosts of sales$528  $531  Costs of sales$213 $528 
Operating expensesOperating expenses1,830  1,905  Operating expenses821 1,830 
Pre-tax stock-based compensation expensePre-tax stock-based compensation expense2,358  2,436  Pre-tax stock-based compensation expense1,034 2,358 
Less: income tax effectLess: income tax effect(519) (536) Less: income tax effect(227)(519)
Net stock-based compensation expenseNet stock-based compensation expense$1,839  $1,900  Net stock-based compensation expense$807 $1,839 
The Company's stock-based compensation awards are in the form of restricted stock and performance share awards granted pursuant to the Company's 2012 Restricted Stock Plan for Non-Employee Directors, Amended and Restated 2014 Incentive Plan and 2019 Incentive Plan, as amended (the "Plans"). As of March 31, 2020,2021, there was $13.6$11.1 million of unrecognized compensation expense related to unvested stock-based compensation arrangements granted under the Plans, which is expected to be recognized over a weighted-average period of 2.02.4 years.
Restricted Stock
The Company grants restricted stock to executive officers, certain key employees and non-employee directors under the Plans with the fair value of the awards representing the fair value of the common stock on the date the restricted stock is granted. Shares of restricted stock generally vest in equal annual installments over the applicable vesting period, which ranges from one to three years. The Company records expenses for these grants on a straight-line basis over the applicable vesting periods. Shares of restricted stock mayhave also bebeen issued pursuant to the settlement of performance share awards with one-year performance periods, for which the Company records expenses in the manner described in the "Performance Share Awards" section below. Although no such one-year performance share awards were granted during the quarter ended March 31, 2021, shares issued pursuant to past one-year performance share awards are still subject to vesting.
A summary of restricted stock activity (including shares of restricted stock issued pursuant to the settlement of performance share awards) under the Plans during the three months ended March 31, 20202021 and 20192020 is as follows:
Three Months Ended March 31, 2020Three Months Ended March 31, 2019Three Months Ended March 31, 2021Three Months Ended March 31, 2020
SharesWeighted-Average
Grant Date
Fair Value Per Share
SharesWeighted-Average
Grant Date
Fair Value Per Share
SharesWeighted-Average
Grant Date
Fair Value Per Share
SharesWeighted-Average
Grant Date
Fair Value Per Share
Unvested restricted stock outstanding at beginning of periodUnvested restricted stock outstanding at beginning of period525,859  $30.51  475,132  $32.00  Unvested restricted stock outstanding at beginning of period412,967 $28.87 525,859 $30.51 
GrantedGranted136,771  26.16  133,936  30.89  Granted134,314 31.26 136,771 26.16 
Performance share awards settled through the issuance of restricted stockPerformance share awards settled through the issuance of restricted stock19,678  30.15  138,566  29.80  Performance share awards settled through the issuance of restricted stock19,678 30.15 
VestedVested(202,468) 30.20  (143,945) 33.81  Vested(245,455)29.16 (202,468)30.20 
ForfeitedForfeited(6,329)29.10 
Unvested restricted stock outstanding at end of periodUnvested restricted stock outstanding at end of period479,840  $29.39  603,689  $30.82  Unvested restricted stock outstanding at end of period295,497 $29.71 479,840 $29.39 


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Performance Share Awards
The Company granted performance share awards to executive officers and certain key employees under the Amended and Restated 2014 Incentive Plan prior to 2019 and under the 2019 Incentive Plan beginning in 2019. The number of shares of common stock earned and issuable under each award is determined at the end of a one-year or three-year performance period, based on the Company's achievement of performance goals predetermined by the Compensation Committee of the Board of Directors at the time of grant. The three-year performance share awards include a modifier to the total number of shares earned based on the Company's total shareholder return ("TSR") compared to an industry index. If certain levels of the performance objective are met, the award results in the issuance of shares of restricted stock or common stock corresponding to such level. One-year performance share awards are then subject to time-based vesting pursuant to which the shares of restricted stock vest in equal annual installments over the applicable vesting period, which is generally three years. Three-year performance share awards that result in the issuance of shares of common stock are not subject to time-based vesting at the conclusion of the three-year performance period.
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In the event that the Company's financial performance meets the predetermined targets for the performance objectives of the one-year and three-year performance share awards, the Company will issue each award recipient the number of shares of restricted stock or common stock, as applicable, equal to the target award specified in the individual's underlying performance share award agreement. In the event the financial results of the Company exceed the predetermined targets, additional shares up to the maximum award may be issued. In the event the financial results of the Company fall below the predetermined targets, a reduced number of shares may be issued. If the financial results of the Company fall below the threshold performance levels, no shares will be issued. The total number of shares issued for the three-year performance share award may be increased, decreased, or unchanged based on the TSR modifier described above.
The recipients of performance share awards do not receive dividends or possess voting rights during the performance period and, accordingly, the fair value of the one-year and three-year performance share awards is the quoted market value of CPSI's common stock on the grant date less the present value of the expected dividends not received during the relevant period. The TSR modifier applicable to the three-year performance share awards is considered a market condition and therefore is reflected in the grant date fair value of the award. A Monte Carlo simulation has been used to account for this market condition in the grant date fair value of the award.
Expense of one-year performance share awards is recognized using the accelerated attribution (graded vesting) method over the period beginning on the date the Company determines that it is probable that the performance criteria will be achieved and ending on the last day of the vesting period for the restricted stock issued in satisfaction of such awards. Expense of three-year performance share awards is recognized using ratable straight-line amortization over the three-year performance period. In the event the Company determines it is no longer probable that the minimum performance level will be achieved, all previously recognized compensation expense related to the applicable awards is reversed in the period such a determination is made.


13










A summary of performance share award activity under the Plans during the three months ended March 31, 20202021 and 20192020 is as follows, based on the target award amounts set forth in the performance share award agreements:
Three Months Ended March 31, 2020Three Months Ended March 31, 2019Three Months Ended March 31, 2021Three Months Ended March 31, 2020
SharesWeighted-Average
Grant Date
Fair Value Per Share
SharesWeighted-Average
Grant Date
Fair Value Per Share
SharesWeighted-Average
Grant Date
Fair Value Per Share
SharesWeighted-Average
Grant Date
Fair Value Per Share
Performance share awards outstanding at beginning of periodPerformance share awards outstanding at beginning of period200,709  $30.75  184,776  $30.15  Performance share awards outstanding at beginning of period252,852 $29.27 200,709 $30.75 
GrantedGranted107,298  26.96  —  —  Granted93,444 31.26 107,298 26.96 
Adjusted for actual performance, net of forfeituresAdjusted for actual performance, net of forfeitures(35,477) 30.15  46,176  29.80  Adjusted for actual performance, net of forfeitures(20,373)29.92 (35,477)30.15 
Performance share awards settled through the issuance of restricted stockPerformance share awards settled through the issuance of restricted stock(19,678) 30.15  (138,566) 29.80  Performance share awards settled through the issuance of restricted stock(75,971)30.50 (19,678)30.15 
Performance share awards outstanding at end of periodPerformance share awards outstanding at end of period252,852  $29.27  92,386  $30.50  Performance share awards outstanding at end of period249,952 $29.59 252,852 $29.27 

Stock Repurchases
On September 4, 2020, our Board of Directors approved a stock repurchase program under which we may repurchase up to $30.0 million of our common stock through September 3, 2022. We repurchased 12,056 shares during the three months ended March 31, 2021 and 0 shares during the three months ended March 31, 2020. The approximate dollar value of shares that may yet be repurchased under the stock repurchase program was $28.3 million as of March 31, 2021. Any future stock repurchase transactions may be made through open market purchases, privately-negotiated transactions, or otherwise in compliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended. Any repurchase activity will depend on many factors, such as the availability of shares of our common stock, general market conditions, the trading price of our common stock, alternative uses for capital, the Company’s financial performance, compliance with the terms of our Amended and Restated Credit Agreement and other factors. Concurrent with the authorization of this stock repurchase program, the Board of Directors opted to indefinitely suspend all quarterly dividends.
In addition to shares repurchased under the approved stock repurchase program, we purchased 21,444 shares during the three months ended March 31, 2021 to fund required tax withholding related to the vesting of restricted stock. Shares withheld to cover required tax withholdings related to the vesting of restricted stock do not reduce our total share repurchase authority.

11.10.   FINANCING RECEIVABLES
Short-Term Payment Plans
The Company provides fixed monthly payment arrangements ("short-term payment plans") over terms ranging from three to twelve months for meaningful use stage three and other add-on software installations. As a practical expedient, we do not adjust the amount of consideration recognized as revenue for the financing component as unearned income when we expect payment within one year or less. These receivables, included in the current portion of financing receivables, were comprised of the following at March 31, 20202021 and December 31, 2019:2020:
(In thousands)(In thousands)March 31, 2020December 31, 2019(In thousands)March 31,
2021
December 31, 2020
Short-term payment plans, grossShort-term payment plans, gross$2,356  $2,361  Short-term payment plans, gross$929 $1,973 
Less: allowance for lossesLess: allowance for losses(165) (165) Less: allowance for losses(46)(99)
Short-term payment plans, netShort-term payment plans, net$2,191  $2,196  Short-term payment plans, net$883 $1,874 


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Long-Term Financing Arrangements
Additionally, the Company provides financing for purchases of its information and patient care systems to certain healthcare providers under long-term financing arrangements expiring in various years through 2026. Under long-term financing arrangements, the transaction price is adjusted by a discount rate that reflects market conditions that would be used for a separate financing transaction between the Company and licensee at contract inception, and takes into account the credit characteristics of the licensee and market interest rates as of the date of the agreement. As such, the amount of fixed fee revenue recognized at the beginning of the license term will be reduced by the calculated financing component. As payments are received from the licensee, the Company recognizes a portion of the financing component as interest income, reported as other income in the condensed consolidated statements of income. These receivables typically have terms from two to seven years.
The components of these receivables were as follows at March 31, 20202021 and December 31, 2019:2020:
(In thousands)(In thousands)March 31, 2020December 31, 2019(In thousands)March 31,
2021
December 31, 2020
Long-term financing arrangements, grossLong-term financing arrangements, gross$34,328  $34,483  Long-term financing arrangements, gross$22,696 $24,082 
Less: allowance for expected credit lossesLess: allowance for expected credit losses(3,140) (2,806) Less: allowance for expected credit losses(1,331)(1,390)
Less: unearned incomeLess: unearned income(3,410) (3,574) Less: unearned income(2,078)(2,268)
Long-term financing arrangements, netLong-term financing arrangements, net$27,778  $28,103  Long-term financing arrangements, net$19,287 $20,424 
Future minimum payments to be received subsequent to March 31, 20202021 are as follows:
(In thousands)(In thousands)(In thousands)
Years Ending December 31,Years Ending December 31,Years Ending December 31,
2020$9,427  
2021202110,806  2021$7,893 
202220226,896  20226,737 
202320234,038  20234,278 
202420242,403  20242,670 
202520251,106 
ThereafterThereafter758  Thereafter12 
Total minimum payments to be receivedTotal minimum payments to be received34,328  Total minimum payments to be received22,696 
Less: allowance for expected credit lossesLess: allowance for expected credit losses(3,140) Less: allowance for expected credit losses(1,331)
Less: unearned incomeLess: unearned income(3,410) Less: unearned income(2,078)
Receivables, netReceivables, net$27,778  Receivables, net$19,287 
Credit Quality of Financing Receivables and Allowance for Expected Credit Losses
The following table is a roll-forward of the allowance for expected credit losses for the three months ended March 31, 20202021 and year ended December 31, 2019:2020:
(In thousands)Balance at Beginning of PeriodProvisionCharge-offsRecoveriesBalance at End of Period
March 31, 2020$2,971  $334  $—  $—  $3,305  
December 31, 2019$2,567  $970  $(566) $—  $2,971  
(In thousands)Balance at Beginning of PeriodProvisionCharge-offsRecoveriesBalance at End of Period
March 31, 2021$1,489 $134 $(246)$$1,377 
December 31, 2020$2,971 $1,632 $(3,114)$$1,489 
The Company’s financing receivables are comprised of a single portfolio segment, as the balances are all derived from short-term payment plan arrangements and long-term financing arrangements within our target market of community hospitals. The Company evaluates the credit quality of its financing receivables based on a combination of factors, including, but not limited to, customer collection experience, current and future economic conditions, the customer’s financial condition, and known risk characteristics impacting the respective customer base of community hospitals, the most notable of which relate to enacted and potential changes in Medicare and Medicaid reimbursement rates as community hospitals typically generate a significant portion of their revenues and related cash flows from beneficiaries of these programs. In addition to specific account identification, the Company utilizes historical collection experience to establish the allowance for expected credit losses. Financing receivables are written off only after the Company has exhausted all collection efforts.


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Customer payments are considered past due if a scheduled payment is not received within contractually agreed upon terms. To facilitate customer collection and credit monitoring efforts, financing receivable amounts are invoiced and reclassified to trade accounts receivable when they become due, with all invoiced amounts placed on nonaccrual status. As a result, all past due amounts related to the Company’s financing receivables are included in trade accounts receivable in the accompanying condensed consolidated balance sheets. The following is an analysis of the age of financing receivables amounts (excluding short-term payment plans) that have been reclassified to trade accounts receivable and were past due as of March 31, 20202021 and December 31, 2019:2020:
(In thousands)1 to 90 Days Past Due91 to 180 Days Past Due181 + Days Past DueTotal Past Due
March 31, 2020$1,401  $352  $257  $2,010  
December 31, 2019$1,480  $150  $207  $1,837  
(In thousands)1 to 90 Days Past Due91 to 180 Days Past Due181 + Days Past DueTotal Past Due
March 31, 2021$917 $229 $841 $1,987 
December 31, 2020$1,270 $227 $672 $2,169 
From time to time, the Company may agree to alternative payment terms outside of the terms of the original financing receivable agreement due to customer difficulties in achieving the original terms. In general, such alternative payment arrangements do not result in a re-aging of the related receivables. Rather, payments pursuant to any alternative payment arrangements are applied to the already outstanding invoices beginning with the oldest outstanding invoices as the payments are received.
Because amounts are reclassified to trade accounts receivable when they become due, there are no past due amounts included within financing receivables, current portion, net or financing receivables, net of current portion in the accompanying condensed consolidated balance sheets.
The Company utilizes an aging of trade accounts receivable as the primary credit quality indicator for its financing receivables, which is facilitated by the reclassification of customer payment amounts to trade accounts receivable when they become due. The table below categorizes customer financing receivable balances (excluding short-term payment plans) based on the age of the oldest payment outstanding that has been reclassified to trade accounts receivable:
(In thousands)(In thousands)March 31, 2020December 31, 2019(In thousands)March 31,
2021
December 31, 2020
Stratification of uninvoiced client financing receivables based on aging of related trade accounts receivable:Stratification of uninvoiced client financing receivables based on aging of related trade accounts receivable:Stratification of uninvoiced client financing receivables based on aging of related trade accounts receivable:
Uninvoiced client financing receivables related to trade accounts receivable that are 1 to 90 Days Past DueUninvoiced client financing receivables related to trade accounts receivable that are 1 to 90 Days Past Due$15,705  $18,015  Uninvoiced client financing receivables related to trade accounts receivable that are 1 to 90 Days Past Due$12,051 $11,719 
Uninvoiced client financing receivables related to trade accounts receivable that are 91 to 180 Days Past DueUninvoiced client financing receivables related to trade accounts receivable that are 91 to 180 Days Past Due2,893  2,136  Uninvoiced client financing receivables related to trade accounts receivable that are 91 to 180 Days Past Due644 1,092 
Uninvoiced client financing receivables related to trade accounts receivable that are 181 + Days Past DueUninvoiced client financing receivables related to trade accounts receivable that are 181 + Days Past Due3,455  1,972  Uninvoiced client financing receivables related to trade accounts receivable that are 181 + Days Past Due1,075 2,668 
Total uninvoiced client financing receivables balances of clients with a trade accounts receivableTotal uninvoiced client financing receivables balances of clients with a trade accounts receivable$22,053  $22,123  Total uninvoiced client financing receivables balances of clients with a trade accounts receivable$13,770 $15,479 
Total uninvoiced client financing receivables of clients with no related trade accounts receivableTotal uninvoiced client financing receivables of clients with no related trade accounts receivable8,865  8,786  Total uninvoiced client financing receivables of clients with no related trade accounts receivable6,848 6,335 
Total financing receivables with contractual maturities of one year or lessTotal financing receivables with contractual maturities of one year or less2,356  2,361  Total financing receivables with contractual maturities of one year or less929 1,973 
Less: allowance for expected credit lossesLess: allowance for expected credit losses(3,305) (2,971) Less: allowance for expected credit losses(1,377)(1,489)
Total financing receivablesTotal financing receivables$29,969  $30,299  Total financing receivables$20,170 $22,298 

12.


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11. INTANGIBLE ASSETS AND GOODWILL
Our purchased definite-lived intangible assets as of March 31, 20202021 and December 31, 20192020 are summarized as follows:
16


(In thousands)Customer RelationshipsTrademarkDeveloped TechnologyTotal
Gross carrying amount as of December 31, 2018$82,300  $10,900  $24,100  $117,300  
Intangible assets acquired for year ended December 31, 20192,070  220  5,600  7,890  
Accumulated amortization as of December 31, 2019(26,456) (3,449) (12,175) (42,080) 
Net intangible assets as of December 31, 2019$57,914  $7,671  $17,525  $83,110  
Gross carrying amount as of March 31, 2020$84,370  $11,120  $29,700  $125,190  
Net intangible assets as of December 31, 201957,914  7,671  17,525  83,110  
Amortization expenses as of March 31, 2020(1,800) (212) (854) (2,866) 
Net intangible assets as of March 31, 2020$56,114  $7,459  $16,671  $80,244  
Weighted average remaining years of useful life91259
March 31, 2021
(In thousands)Customer RelationshipsTrademarkDeveloped TechnologyTotal
Gross carrying amount, beginning of period$84,370 $11,120 $29,700 125,190 
Accumulated amortization(35,346)(4,509)(16,703)(56,558)
Net intangible assets as of March 31, 2021$49,024 $6,611 $12,997 $68,632 
Weighted average remaining years of useful life81248
December 31, 2020
(In thousands)Customer RelationshipsTrademarkDeveloped TechnologyTotal
Gross carrying amount, beginning of period$84,370 $11,120 $29,700 $125,190 
Accumulated amortization(33,612)(4,297)(15,592)(53,501)
Net intangible assets as of December 31, 2020$50,758 $6,823 $14,108 $71,689 

The following table represents the remaining amortization of definite-lived intangible assets as of March 31, 2020:2021:
(In thousands)(In thousands)(In thousands)
For the year ended December 31,For the year ended December 31,For the year ended December 31,
2020$8,555  
2021202111,003  2021$8,974 
2022202210,904  202211,932 
202210,904  
2023202310,044 
202420249,681  20248,510 
202520258,194 
ThereafterThereafter29,197  Thereafter20,978 
TotalTotal$80,244  Total$68,632 
The following table sets forth the change in the carrying amount of goodwill by segment for the three months ended March 31, 2020:2021:
(In thousands)Acute Care EHRPost-acute Care EHRTruBridgeTotal
Balance as of December 31, 2019$97,095  $29,570  $23,551  $150,216  
Balance as of March 31, 2020$97,095  $29,570  $23,551  $150,216  
(In thousands)Acute Care EHRPost-acute Care EHRTruBridgeTotal
Balance as of December 31, 2020$97,095 $29,570 $23,551 $150,216 
Balance as of March 31, 2021$97,095 $29,570 $23,551 $150,216 

Goodwill is evaluated for impairment annually on October 1, or more frequently if indicators of impairment are present or changes in circumstances suggest that impairment may exist.


13.
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12. LONG-TERM DEBT
Long-term debt was comprised of the following at March 31, 20202021 and December 31, 2019:2020:
(In thousands)March 31, 2020December 31, 2019
Term loan facility$86,630  $88,823  
Revolving credit facility16,000  20,000  
Debt obligations102,630  108,823  
Less: unamortized debt issuance costs(875) (960) 
Debt obligation, net101,755  107,863  
Less: current portion(8,430) (8,430) 
Long-term debt$93,325  $99,433  
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(In thousands)March 31,
2021
December 31, 2020
Term loan facility$72,188 $73,125 
Revolving credit facility5,000 
Debt obligations72,188 78,125 
Less: unamortized debt issuance costs(1,235)(1,308)
Debt obligation, net70,953 76,817 
Less: current portion(3,457)(3,457)
Long-term debt$67,496 $73,360 
As of March 31, 2020,2021, the carrying value of debt approximated the fair value due to the variable interest rate, which reflected the market rate.
Credit Agreement
In conjunction with our acquisition of HHI in January 2016, we entered into a syndicated credit agreement with Regions Bank ("Regions") serving as administrative agent, which provided for a $125 million term loan facility and a $50 million revolving credit facility. On February 8, 2018,June 16, 2020, we entered into a Third Amendment to the credit agreementan Amended and Restated Credit Agreement that increased the aggregate principal amount of our credit facilities from $162 million to $167$185 million, which includes a $117$75 million term loan facility and a $50$110 million revolving credit facility.
Each of our credit facilities continues to bear interest at a rate per annum equal to an applicable margin plus, at our option, either (1) the Adjusted LIBOR rate for the relevant interest period, subject to a floor of 0.50%, (2) an alternate base rate determined by reference to the greater of (a) the prime lending rate of Regions, (b) the federal funds rate for the relevant interest period plus one half of one percent per annum and (c) the one month LIBOR rate, subject to the aforementioned floor, plus 1 percent per annum, or (3) a combination of (1) and (2). The applicable margin range for LIBOR loans and the letter of credit fee ranges from 2.0%1.8% to 3.5%3.0%. The applicable margin range for base rate loans ranges from 1.0%0.8% to 2.5%2.0%, in each case based on the Company's consolidated net leverage ratio.
Principal payments with respect to the term loan facility are due on the last day of each fiscal quarter beginning December 31, 2017,September 30, 2020, with quarterly principal payments of approximately $1.5$0.9 million through SeptemberJune 30, 2019,2022, approximately $2.2$1.4 million through SeptemberJune 30, 20212024 and approximately $2.9$1.9 million through September 30, 2022,March 31, 2025, with maturity on October 13, 2022June 16, 2025 or such earlier date as the obligations under the credit agreementAmended and Restated Credit Agreement become due and payable pursuant to the terms of the creditsuch agreement. Any principal outstanding under the revolving credit facility is due and payable on the maturity date.
Anticipated annual future maturities of the term loan facility and revolving credit facility are as follows as of March 31, 2020:2021:
(In thousands)(In thousands)(In thousands)
2020$6,581  
202120219,506  2021$2,813 
2022202286,543  20224,687 
20232023—  20235,625 
20242024—  20246,563 
2025202552,500 
ThereafterThereafter—  Thereafter
$102,630  $72,188 
Our credit facilities are secured pursuant to aan Amended and Restated Pledge and Security Agreement, dated January 8, 2016,June 16, 2020, among the parties identified as obligors therein and Regions, as collateral agent, on a first priority basis by a security interest in substantially all of the tangible and intangible assets (subject to certain exceptions) of the Company and certain subsidiaries of the Company, as guarantors (collectively, the “Subsidiary Guarantors”), including certain registered


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intellectual property and the capital stock of certain of the Company’s direct and indirect subsidiaries. Our obligations under the credit agreementAmended and Restated Credit Agreement are also guaranteed by the Subsidiary Guarantors.
The credit agreement, as amended by the Third Amendment,Amended and Restated Credit Agreement provides incremental facility capacity of $50 million, subject to certain conditions. The credit agreementAmended and Restated Credit Agreement includes a number of restrictive covenants that, among other things and in each case subject to certain exceptions and baskets, impose operating and financial restrictions on the Company and the Subsidiary Guarantors, including the ability to incur additional debt; incur liens and encumbrances; make certain restricted payments, including paying dividends on the Company's equity securities or payments to redeem, repurchase or retire the Company's equity securities (which are subject to our compliance, on a pro forma basis to give effect to the restricted payment, with the fixed charge coverage ratio and consolidated net leverage ratio described below); enter into certain restrictive agreements; make investments, loans and acquisitions; merge or consolidate with any other person; dispose of assets; enter into sale and leaseback transactions; engage in transactions with affiliates; and materially alter the business we conduct. The credit agreementAmended and Restated Credit Agreement requires the Company to maintain a minimum fixed charge coverage ratio of 1.25:1.00 throughout the duration of such agreement. Under the credit agreement,Amended and Restated Credit Agreement, the Company is required to comply with a maximum consolidated net leverage ratio of 3.50:1.00. The credit agreementAmended and Restated Credit Agreement also contains customary representations and warranties, affirmative covenants and events of default. We believe that we were in compliance with the covenants contained in the creditsuch agreement as of March 31, 2020.
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2021.
The credit agreementAmended and Restated Credit Agreement requires the Company to mandatorily prepay the credit facilities with 50% of excess cash flow (minus certain specified other payments). This mandatory prepayment requirement is applicable only if the Company's consolidated net leverage ratio exceeds 2.50:1.00. The Company is permitted to voluntarily prepay the credit facilities at any time without penalty, subject to customary “breakage” costs with respect to prepayments of LIBOR rate loans made on a day other than the last day of any applicable interest period. TheAn excess cash flow mandatory prepayment requirement under the credit agreement resulted in a $7.0 million prepayment on the term loan facility during the first quarter of 2019 related to excess cash flow generated by the Company during 2018. An excess cash flow prepayment2020 was not required during the first quarter of 2020.2021.

14.13.   OPERATING LEASES
The Company leases office space in various locations in Alabama, Louisiana, Pennsylvania, Minnesota, Maryland, and Mississippi. These leases have terms expiring from 20202021 through 2030 but do contain optional extension terms. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term.
Supplemental balance sheet information related to operating leases was as follows:
(In thousands)March 31, 2020
2021
Operating lease assets:assets
Operating lease assets$7,5229,030 
Operating lease liabilities:liabilities
Other accrued liabilities$1,5721,503 
Operating lease liabilities, net of current portion5,9507,527 
Total operating lease liabilities$7,5229,030 
Weighted average remaining lease term in years76
Weighted average discount rate5.1%4.6%
Because our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. We used the incremental borrowing rate on January 1, 2019, for operating leases that commenced prior to that date.








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The future minimum lease payments payable under these operating leases subsequent to March 31, 20202021 are as follows:
(In thousands)(In thousands)(In thousands)
2020$1,177  
202120211,518  2021$1,503 
202220221,436  20221,943 
202320231,363  20231,872 
20242024980  20241,469 
202520251,202 
ThereafterThereafter2,383  Thereafter2,340 
Total lease paymentsTotal lease payments8,857  Total lease payments10,329 
Less imputed interestLess imputed interest(1,335) Less imputed interest(1,299)
TotalTotal$7,522  Total$9,030 
Total rentlease expense for both the three months ended March 31, 20202021 and 20192020 was $0.4 million and $0.6 million, respectively.million.
Total cash paid for amounts included in the measurement of lease liabilities within operating cash flows from operating leases for the three months ended March 31, 20202021 was $0.4 million.
15.14.  COMMITMENTS AND CONTINGENCIES
From time to time, the Company is involved in routine litigation that arises in the ordinary course of business. Management does not believe it is reasonably possible that such matters will have a material adverse effect on the Company’s financial statements.

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16.15.  FAIR VALUE
FASB Codification topic, Fair Value Measurements and Disclosures, establishes a framework for measuring fair value and expands financial statement disclosures about fair value measurements. Fair value is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. The Codification does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. The Codification requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories:
Level 1: Quoted market prices in active markets for identical assets or liabilities.
Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3: Unobservable inputs that are not corroborated by market data.
As of March 31, 20202021 and December 31, 2019,2020, we did not have any instruments that require fair value measurement.



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17.






16.  SEGMENT REPORTING
Our chief operating decision makers ("CODM") utilize 3 operating segments, "Acute Care EHR," "Post-acute Care EHR" and "TruBridge," based on our three3 distinct business units with unique market dynamics and opportunities. Revenues and cost of sales are primarily derived from the provision of services and sales of our proprietary software, and our CODM assess the performance of these three3 segments at the gross profit level. Operating expenses and items such as interest, income tax, capital expenditures and total assets are managed at a consolidated level and thus are not included in our operating segment disclosures. Our CODM group is comprised of the Chief Executive Officer, Chief Growth Officer, Chief Operating Officer, and Chief Financial Officer. Accounting policies for each of the reportable segments are the same as those used on a consolidated basis.
The following table presents a summary of the revenues and gross profits of our three3 operating segments for the three months ended March 31, 20202021 and 2019:2020:
Three Months Ended March 31,Three Months Ended March 31,
(In thousands)(In thousands)20202019(In thousands)20212020
Revenues:Revenues:Revenues:
Acute Care EHRAcute Care EHRAcute Care EHR
Recurring revenueRecurring revenue$26,438  $27,389  Recurring revenue$27,210 $26,438 
Non-recurring revenueNon-recurring revenue10,077  10,059  Non-recurring revenue4,680 10,077 
Total Acute Care EHR revenueTotal Acute Care EHR revenue36,515  37,448  Total Acute Care EHR revenue31,890 36,515 
Post-acute Care EHRPost-acute Care EHRPost-acute Care EHR
Recurring revenueRecurring revenue4,134  4,478  Recurring revenue4,222 4,134 
Non-recurring revenueNon-recurring revenue537  1,321  Non-recurring revenue254 537 
Total Post-acute Care EHR revenueTotal Post-acute Care EHR revenue4,671  5,799  Total Post-acute Care EHR revenue4,476 4,671 
TruBridgeTruBridge28,571  25,894  TruBridge31,639 28,571 
Total revenuesTotal revenues$69,757  $69,141  Total revenues$68,005 $69,757 
Cost of sales:Cost of sales:Cost of sales:
Acute Care EHRAcute Care EHR$17,259  $17,066  Acute Care EHR$16,212 $17,259 
Post-acute Care EHRPost-acute Care EHR1,328  1,271  Post-acute Care EHR1,164 1,328 
TruBridgeTruBridge15,057  13,689  TruBridge15,779 15,057 
Total cost of salesTotal cost of sales$33,644  $32,026  Total cost of sales$33,155 $33,644 
Gross profit:Gross profit:Gross profit:
Acute Care EHRAcute Care EHR$19,256  $20,382  Acute Care EHR$15,678 $19,256 
Post-acute Care EHRPost-acute Care EHR3,343  4,528  Post-acute Care EHR3,312 3,343 
TruBridgeTruBridge13,514  12,205  TruBridge15,860 13,514 
Total gross profitTotal gross profit$36,113  $37,115  Total gross profit$34,850 $36,113 
Corporate operating expensesCorporate operating expenses$(29,981) $(31,067) Corporate operating expenses$(29,936)$(29,981)
Other incomeOther income362  248  Other income814 362 
Interest expenseInterest expense(1,179) (1,804) Interest expense(627)(1,179)
Income before taxesIncome before taxes$5,315  $4,492  Income before taxes$5,101 $5,315 






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18.






17.  SUBSEQUENT EVENTS
Dividends
On MayApril 5, 2021, the Company relocated its principal executive office pursuant to a sublease for 20,093 square feet of office space in downtown Mobile, Alabama, which sublease was signed in February 2021.

18.  COVID-19 PANDEMIC

In December 2019, a novel coronavirus disease (“COVID-19”) was reported and in January 2020, the Company announcedWorld Health Organization (“WHO”) declared it a dividend forPublic Health Emergency of International Concern. In February 2020, the second quarterWHO raised its assessment of 2020the COVID-19 threat from high to very high at a global level due to the continued increase in the amountnumber of $0.10 per share, payable on May 29,cases and affected countries, and in March 2020, to stockholders of recordthe WHO characterized COVID-19 as a pandemic and the President of the close of business on May 15, 2020.United States declared the COVID-19 outbreak a national emergency.
COVID-19
The COVID-19 pandemic has caused, and is continuing to cause, severe economic, market and other disruptions to the U.S. and global economies. Although the pandemic had a muted impact on our results for the first quarter of 2020, and financial condition as of March 31, 2020, the Company began experiencing increasingly adverse business conditions beginning in the latter half of March and2020 through the date of this report.report, including our results of operations for the first quarter of 2021. Most notably:
Travel restrictions and social distancing protocols have created an additional challenge to our on-site implementation and sales teams. Although we have shown success with remote implementation models and our sales representatives are engaging in remote contact with existing customers and prospects, we expect these restrictions and protocols are expected to continue to have an incrementally negative impact on implementation revenues and new sales generation.
PatientAlthough patient volumes at our client hospitals have largely recovered from the severe declines in such volumes experienced a severe decline from historical levels.during much of 2020, there can be no guarantee as to the permanence of this recovery. As the overwhelming majority of TruBridge revenues are directly or indirectly correlated with client patient volumes, we expectany further reduction in these reduced patient volumes tomay negatively impact our related revenues.
Although we have experienced no notable disruption to our operating cash flows through the date of this report, we currently expect that the aforementioned limitations on travel and decreased client patient volumes will ultimately result in decreased cash collections from our customers as long as these conditions persist. These decreases in cash collections could be further negatively impacted by the amount and extent to which the pandemic impacts the financial condition and liquidity of our customers.

Despite these adverse business conditions, the pandemic has had a muted impact on our financial condition as of March 31, 2021.

At this time, the Company is uncertain of the potential full magnitude or duration of the business and economic impacts from the unprecedented public health efforts to contain and combat the spread of COVID-19, and while the extent to which the COVID-19 pandemic impactscontinues to impact the Company’s results will depend on future developments, the outbreak could result in a material impact to the Company’s future financial position, results of operations, cash flows and liquidity.



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Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations.

You should read the following discussion and analysis of our financial condition and results of operations together with the unaudited condensed consolidated financial statements and related notes appearing elsewhere herein.

This discussion and analysis contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified generally by the use of forward-looking terminology and words such as "expects," "anticipates," "estimates," "believes," "predicts," "intends," "plans," "potential," "may," "continue," "should," "will" and words of comparable meaning. Without limiting the generality of the preceding statement, all statements in this report relating to estimated and projected earnings, margins, costs, expenditures, cash flows, growth rates and future financial results are forward-looking statements. We caution investors that any such forward-looking statements are only predictions and are not guarantees of future performance. Certain risks, uncertainties and other factors may cause actual results to differ materially from those projected in the forward-looking statements. Such factors may include:
Risks Related to Our Industry
the impact ofongoing COVID-19 pandemic and related economic disruptions could materially affect our revenue, gross margin and income, as well as our financial position and/or liquidity;disruption;
saturation of our target market and hospital consolidations;
changesunfavorable economic or market conditions that may cause a decline in customer purchasing priorities, capital expenditures and demandspending for information technology systems;and services;
overall businesssignificant legislative and economic conditions affectingregulatory uncertainty in the healthcare industry, including the effects of the federal healthcare reform legislation enacted in 2010, and implementing regulations, on the businesses of our hospital customers;industry;
government regulation of our products and services and the healthcare and health insurance industries, including changes in healthcare policy affecting Medicare and Medicaid reimbursement rates and qualifying technological standards;exposure to liability for failure to comply with regulatory requirements;
Risks Related to Our Business
competition with companies that have greater financial, technical and marketing resources than we have;
potential future acquisitions that may be expensive, time consuming, and subject to other inherent risks which may jeopardize our ability to realize anticipated benefits;risks;
our ability to attract and retain qualified client service and support personnel;
failuredisruption from periodic restructuring of our sales force;
our potential inability to properly manage our growth in the new markets we may enter;
exposure to numerous and often conflicting laws, regulations, policies, standards or other requirements through our international business activities and processes;activities;
potential litigation against us;
Risks Related to Our Products and Services
potential failure to develop new technology and products in response toor enhance current products that keep pace with market demands;
failure ofexposure to claims if our products fail to function properly resulting in claimsprovide accurate and timely information for medical and other losses;clinical decision-making;
exposure to claims for breaches of security and viruses in our systems resulting in customer claims against us and harm to our reputation;systems;
failure to maintain customer satisfaction through new product releases free of undetected errors or problems;problems in new products or enhancements;
failureour potential inability to convince customers to migrate to current or future releases of our products;
failure to maintain our margins and service rates for implementation services;rates;
potentialincrease in the percentage of total revenues represented by service revenues, which have lower gross margins;
exposure to liability in the event we provide inaccurate claims data to payors;
exposure to liability claims arising out of the licensing of our software and provision of services and our dependencyservices;
dependence on our licenses of rights, products and services from third parties;
misappropriation ofa failure to protect our intellectual property rights and potential intellectual property claims and litigation against us;rights;
interruptions in our power supply and/exposure to significant license fees or telecommunications capabilities, including those caused by natural disaster;
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general economic conditions, including changes in the financial and credit markets that may affect the availability and cost of credit to us or our customers;damages for intellectual property infringement;
our substantial indebtedness, and our abilityservice interruptions resulting from loss of power and/or telecommunications capabilities;

Risks Related to incur additional indebtedness in the future;Our Indebtedness
our potential inability to generate sufficient cash in ordersecure additional financing on favorable terms to meet our debt service obligations;future capital needs;
restrictionssubstantial indebtedness that may adversely affect our business operations;
our ability to incur substantially more debt;
pressures on cash flow to service our outstanding debt;
restrictive terms of our credit agreement on our current and future operations because of the terms of our senior secured credit facilities;operations;

market risks related
Risks Related to interest rate changes;Our Common Stock and Other General Risks
changes in and interpretations of financial accounting principles generally accepted inmatters that govern the United Statesmeasurement of America; andour performance;


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significant charges to earnings ifthe potential for our goodwill or intangible assets to become impaired; and
quarterly fluctuations in quarterlyour financial performanceresults due to among other factors, timingvarious factors;
volatility in our stock price;
failure to maintain effective internal control over financial reporting;
lack of customer installations.employment or non-competition agreements with most of our key personnel;
inherent limitations in our internal control over financial reporting;
vulnerability to significant damage from natural disasters; and
exposure to market risk related to interest rate changes.
Additional information concerning these and other factors that could cause differences between forward-looking statements and future actual results is discussed under the heading "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2019.2020.
Background
CPSI is a leading provider of healthcare solutions and services for community hospitals and other healthcare systems and post-acute care facilities. Founded in 1979, CPSI offers its products and services through four companies - Evident, LLC ("Evident"), TruBridge, LLC ("TruBridge"), American HealthTech, Inc. ("AHT"), and iNetXperts, Corp. d/b/a Get Real Health ("Get Real Health"). These combined companies are focused on improving the health of the communities we serve, connecting communities for a better patient care experience, and improving the financial operations of our clients. The individual contributions of each of these companies towards this combined focus are as follows:
Evident, which makes up our Acute Care EHR reporting segment, provides comprehensive acute care electronic health record ("EHR") solutions, Thrive and Centriq, and related services for community hospitals and their physician clinics.
AHT, which makes up our Post-acute Care EHR reporting segment, provides a comprehensive post-acute care EHR solution and related services for skilled nursing and assisted living facilities.
TruBridge, our third reporting segment, focuses on providing business management, consulting, and managed IT services along with its complete revenue cycle management ("RCM") solution for all care settings, regardless of their primary healthcare information solutions provider.
Get Real Health, included within our TruBridge segment, delivers technology solutions to improve patient outcomes and engagement strategies with care providers.
Our companies currently support approximately 800 acute care facilities and approximately 3,300 post-acute care facilities with a geographically diverse customer mix within the domestic community healthcare market. Our clients primarily consist oftarget market for our acute care solutions includes community hospitals with fewer than 200 acute care beds,beds. Our primary focus within this defined target market is on hospitals with hospitals having fewer than 100 beds, comprisingwhich comprise approximately 98% of our acute care hospital EHR client base. The target market for our post-acute care solutions consists of approximately 15,500 skilled nursing facilities that are either independently owned or part of a larger management group with multiple facilities. Our target market for our TruBridge services includes community hospitals with fewer than 600 acute care beds.
See Note 1716 to the condensed consolidated financial statements included herein for additional information on our three reportable segments.
Management Overview
Through much of our history, our strategy has been to achieve meaningful long-term revenue growth through sales of healthcare IT systems and related services to existing and new clients within our target market. Prospectively, our ability to continue to realize long-term revenue growth is largely dependent on our ability to sell new and additional products and services to our existing customer base, including cross-selling opportunities presented between our operating segments, Acute Care EHR, Post-acute Care EHR, and TruBridge. Chief among these cross-selling opportunities is the ability to continue to sell TruBridge services into our Acute Care EHR customer base.As a result, retention of existing Acute Care EHR customers is a key component of our long-term growth strategy by protecting this base of potential cross-sellTruBridge customers, while at the same time serving as a leading indicator of our market position and stability of revenues and cash flows.
We determine retention rates by reference to the amount of beginning-of-period Acute Care EHR recurring revenues that have been lost due to customer attrition from our production environment customer base.Production environment customers are those that are using our applications to document live patient encounters, as opposed to legacy environment customers that have view-only access to historical patient records. Historically, these retention rates had consistently remained in the mid-to-high


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90th percentile ranges.However, fiscal years 2017 through 2019 saw retention rates decrease to the low 90th percentile ranges due to, among other factors, (i) post-acquisition customer concerns regarding our long-term commitment to the Centriq platform, acquired in January 2016, (ii) an intensified competitive market, primarily due to aggressive pricing and marketing by a highly disruptive new entrant into the Acute Care EHR marketplace, and (iii) the announced sunset of the Classic platform, also acquired in January 2016.During 2020 and through the first quarter of 2021, retention rates returned to the mid-90th percentile ranges, as (i) the lingering effects of the Centriq acquisition continue to abate, (ii) the competitive environment continues to normalize as the aforementioned disruptive new entrant into this market has since departed the market altogether, and (iii) the Classic platform was sunset in the fourth quarter of 2019, with all related customers having either changed EHR vendors or migrated to one of our EHR solutions.

As we consider the long-term growth prospects of our business, we are seeking to further stabilize our revenues and cash flows and leverage TruBridge services as a growth agent in light of a relatively mature EHR marketplace.agent. As a result, we are placing ever-increasing value in further developing our already significant recurring revenue base. As such,
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maintaining and growing recurring revenues are additional key components of our long-term growth strategy, aided by the aforementioned focus on customer retention, andretention. This includes a renewed focus on driving demand for subscriptions for our existing technology solutions and expanding the footprint for TruBridge services beyond our EHR customer base.

During 2020, we took pause and engaged a top-tier international consulting firm to assess our company-wide growth strategy. The outcome of this eight-week effort was the confirmation of our current strategy of cross-selling TruBridge into the existing EHR base, expanding TruBridge market share with sales to new community and larger health systems, and pursuing competitive EHR takeaway opportunities in the acute and post-acute markets. We may also seek to grow through acquisitions of businesses, technologies or products if we determine that such acquisitions are likely to help us meet our strategic goals.

Our business model is designed such that, as revenue growth materializes, earnings and profitability growth are naturally bolstered through the increased margin realization afforded us by operating leverage. Once a hospital has installed our solutions, we continue to provide support services to the customer on a continuing basis and make available to the customer our broad portfolio of business management, consulting, and managed IT services, all of which contribute to recurring revenue growth. The provision of these recurring revenue services typically requires fewer resources than the initial system installation, resulting in increased overall gross margins and operating margins. We also look to increase margins through cost containment measures where appropriate as we continue to leverage opportunities for greater operating efficiencies ofefficiencies. However, in the combined entity.immediate future, we anticipate incremental margin pressure from the continued client transition from perpetual license arrangements to “Software as a Service” arrangements as described below.
Turbulence in the U.S. and worldwide economies and financial markets impacts almost all industries. While the healthcare industry is not immune to economic cycles, we believe it is more significantly affected by U.S. regulatory and national health initiatives than by the economic cycles of our economy. Additionally, healthcare organizations with a large dependency on Medicare and Medicaid populations, such as community hospitals, have been affected by the challenging financial condition of the federal government and many state governments and government programs. Accordingly, we recognize that prospective hospital clients often do not have the necessary capital to make investments in information technology. Additionally, in response to these challenges, hospitals have become more selective regarding where they invest capital, resulting in a focus on strategic spending that generates a return on their investment. Despite these challenges, we believe healthcare information technology is often viewed as more strategically beneficial to hospitals than other possible purchases because the technology also plays an important role in healthcare by improving safety and efficiency and reducing costs. Additionally, we believe most hospitals recognize that they must invest in healthcare information technology to meet current and future regulatory, compliance and government reimbursement requirements.
In recent years, there have been significant changes to provider reimbursement by the U.S. federal government, followed by commercial payers and state governments. There is increasing pressure on healthcare organizations to reduce costs and increase quality while replacing fee-for-service in part by enrolling in an advanced payment model.model that incentivizes high-quality, cost effective-care via value-based reimbursement. This pressure could further encourage adoption of healthcare IT and increase demand for business management, consulting, and managed IT services, as the future success of these healthcare providers is greatly dependent upon their ability to engage patient populations and to coordinate patient care across a multitude of settings, while optimizing operating efficiency along the way.
Much of the variability in our periodic revenues and profitability has been and will continue to be due to changing demand for different license models for our technology solutions, with variability in operating cash flows further impacted by the financing decisions within those license models. Our technology solutions are generally deployed in one of two license models: (1) perpetual licenses, for which the related revenue is recognized effectively upon installation, and (2) “Software as a Service” or “SaaS” arrangements, including our Cloud Electronic Health Record (“Cloud EHR”) offering, which generally result in revenue being recognized monthly as the services are provided over the term of the arrangement.


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Although the overwhelming majority of our historical installations have been under a perpetual license model, 2019 marked athe dramatic shift in customer preferences into a SaaS license model continued in 2020, with 43%68% of the year’syear's new acute care EHR installations being performed in a SaaS model, compared to 43% in 2019 and only 12% in 2018. These SaaS offerings are becoming increasingly attractive to our clients because this configuration allows them to obtain access to advanced software products without a significant initial capital outlay. We expect this trend to continue for the foreseeable future, with the resulting impact on the Company’s financial statements being reduced system sales revenues in the period of installation in exchange for increased recurring periodic revenues (reflected in system sales and support revenues) over the term of the SaaS arrangement. This naturally places downward pressure on short-term revenue growth and profitability metrics, but benefits long-term revenue growth and profitability which, in our view, is consistent with our goal of delivering long-term shareholder value.
For customers electing to purchase our technology solutions under a perpetual license, we have historically made financing arrangements available on a case-by-case basis, depending on the various aspects of the proposed contract and customer attributes. These financing arrangements continue to comprise the majority of our perpetual license installations, and include short-term payment plans and longer-term lease financing through us or third-party financing companies. During 2018, total financing receivables increased dramatically and had a significant impact on operating cash flows. This increase in financing arrangements was primarily due to two reasons. First, meaningful use stage 3 (“MU3”) installations are primarily financed through short-term payment plans and demand for such installations increased significantly in late 2017. Second, competitor financing options, primarily through accounts receivable management collections and Cloud EHR arrangements, have applied pressure to reduce initial customer capital investment requirements for new EHR installations, leading to the offering of long-term lease options. In 2019, we experienced a modest reduction in total financing receivables due to the natural exhaustion of the MU3 opportunity and the aforementioned dramatic shift in license preferences towards SaaS arrangements,
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the former of which also resulted in a positive impact to operating cash flows. We expectA more substantial reduction in total financing receivables to continue to decrease duringoccurred in 2020 with a corresponding beneficial impact to operating cash flows, asand has continued into the trends related to MU3 purchases and SaaS arrangements continue.first quarter of 2021.
For those perpetual license clients not seeking a financing arrangement, the payment schedule of the typical contract is structured to provide for a scheduling deposit due at contract signing, with the remainder of the contracted fees due at various stages of the installation process (delivery of hardware, installation of software and commencement of training, and satisfactory completion of a monthly accounting cycle or end-of-month operation by each respective application, as applicable).
In May 2019,On February 1, 2021, we committed to a reduction in force that resulted in the termination of approximately 1.0% of our workforce (21 employees). The reduction in force is a component of a broader strategic review of the Company's operations that is intended to more effectively align our resources with business priorities. Substantially all of the employees impacted by the reduction in force exited the Company closed its acquisitionin the first quarter of Get Real Health. Based2021. The Company estimates that it will incur expenses of approximately $2.7 million related to the reduction in Rockville, Maryland, Get Real Health delivers technology solutionsforce, of which approximately $2.1 million was incurred in the first quarter of 2021, with the remaining expenses to improve patient outcomesbe incurred during the remainder of 2021. These expenses consist of one-time termination benefits to the affected employees, including but not limited to severance payments, healthcare benefits, and engagement strategies with care providers. Through this acquisition,payments for accrued vacation time. The Company expects to pay for the expenses from cash flow from operations and does not expect to incur any debt. After the reduction in force is fully implemented, the Company strengthened its positionexpects to realize approximately $3.9 million in community healthcare by offering three new comprehensive patient engagement and empowerment solutions that are offered by Get Real Health.annual savings compared to prior expense levels.
COVID-19
The continuing impacts of COVID-19 and related economic conditions on the Company’s results are highly uncertain and outside the Company’s control. The scope, duration and magnitude of the direct and indirect effects of COVID-19 are evolving rapidlycontinue to evolve in ways that are difficult or impossible to anticipate. In addition, because COVID-19 did not begin to affect the Company’s financial results until late in the first quarter of 2020, its impact on the Company’s results in the first quarter of 2020 is not indicative of its impact on the Company’s results for the remainder of 2020. For additional information on the risks posed by COVID-19, see “The impact of COVID-19 and related economic disruptions could materially affect our revenue, gross margin and income, as well as our financial position and/or liquidity" included in “Part II-Item 1A-Risks Factors” in this Quarterly Report on Form 10-Q.
As a result of COVID-19, community hospital patient volume in the United States and other countries around the world have rapidly deteriorated. TheAlthough recent operational metrics indicate promising signs that these patient volumes are improving, the persistence of the pandemic and the unprecedented nature of the resulting challenges it has imposed on national and global healthcare and economic systems are likely to continue to negatively impact patient volumes and make uncertain the exact path to recovery for community hospitals. These decreased levels of our hospital clients' patient volumes have negatively impacted, and will continue to negatively impact, our revenues, gross margins, and income for our TruBridge service offerings. We also expect thatAdditionally, new EHR system installations have been, and will continue to be, negatively impacted by restrictive travel and social distancing protocols. The Company began to experience this impact in March 2020, and expects it to persist and be more significantwhich increased in significance during the second quarter of 2020. Gradual signs of improvements started in the secondthird quarter of 2020 and third quartershave continued through the fourth quarter of 2020.2020 and the first quarter of 2021. The Company expects these impacts to continue for the remainder of 2020 and beyond,forseeable future, but the degree of the impact will depend on the ability of our community hospital clients to return to normal


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operations and patient volume. We believe that COVID-19 has impacted, and will continue to impact, our business results in the following additional areas:
Bookings – A decline in new business and add-on bookings as certain client purchasing decisions and projects are delayed to focus on treating patients, procuring necessary medical supplies, and managing their organization through this crisis. This decline in bookings flow through toeventually results in reduced backlog and lower subsequent revenue.
TruBridge Revenues - Decreased levels of patient volume within our community hospital client base will negatively impact our revenues for our TruBridge service offerings as the overwhelming majority of TruBridge revenues are directly or indirectly correlated with client patient volumes. This decline in revenues will have a negative impact on gross margins and income.
Associate productivity – A decline in associate productivity, primarily for our implementation personnel, as a large amount of work is typically done at client sites, which is being impacted by travel restrictions and our clients’ focus on the pandemic. Our clients’ focus on the pandemic has also led to pauses on existing projects and postponed start dates for others, which translates into lower implementation revenues, gross margin and income. We are mitigating this by doing more work remotely than we have in the past, but we cannot fully offset the negative impact.
Travel – Associate travel restrictions reduce client-related travel, which reduces reimbursed travel revenues and lowers our costs of sales as a percent of revenues. Such restrictions also reduce non-reimbursable travel, which lowers operating expenses.
Cash collections – A delay in client cash collections due to COVID-19’s impact on national reimbursement processes, and client focus on managing their own organizations’ liquidity during this time, could impact our cash collections. The federal government has allocated unprecedented resources specifically designed to assist healthcare providers with their operating and capital needs during the pandemic, allocating a total of $175 billion through the Coronavirus Aid,
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Relief, and Economic Security (CARES) Act Provider Relief Fund. Further, $10 billion has been specifically targeted for rural providers, which is of particular interest to our client base, which is comprised mostly of non-urban community hospitals. Of this $10 billion, the average rural hospital iswas expected to receive a total of approximately $3.6 million in direct financial relief. While these funds certainly help mitigate the financial pressures our clients face, the clinical and operational challenges remain immense and are likely to cause certain of our customers to more aggressively manage cash resources in order to preserve liquidity, resulting in uncharacteristic aging of our trade accounts receivable. ThisAdditionally, the aforementioned decrease in community hospital patient volumes has had, and will continue to have, a negative impact on TruBridge billings for services and resulting revenues. These factors would translate to lower cash flows from operating activities. Lower cash flows from operating activities may impact how we execute under our capital allocation strategy and may adversely affect our financial condition.
Results of Operations
During the three months ended March 31, 2020,2021, we generated revenues of $69.8$68.0 million from the sale of our products and services, compared to $69.1$69.8 million million during the three months ended March 31, 2019, an increase2020, a decrease of 1%3% that is primarily attributed to continued TruBridgedecreased non-recurring revenues from our Acute Care EHR segment due to the aforementioned shift in customer preference towards SaaS arrangements and the impact of COVID-19 on client growth. We view sales of TruBridge solutions within our existing EHR client base as our leading performance indicator.purchasing and implementation plans. Our net income for the three months ended March 31, 20202021, increased by $0.6$0.1 million to $4.1 million from the three months ended March 31, 2019,2020, primarily as the aforementioned revenue declines have been offset by corresponding decreases in operating expenses, costs of result ofsales, and tax expense, as well as decreased interest expense arising from our long-term debt interest.obligations. Net cash provided by operating activities decreased slightlyincreased by $0.3$6.1 million, during the three months ended March 31, 2019 tofrom $7.6 million during the three months ended March 31, 2020 to $13.7 million during the three months ended March 30, 2021, primarily due to cash advantageous changes in working capital.


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The following table sets forth certain items included in our results of operations for the three months ended March 31, 20202021 and 2019,2020, expressed as a percentage of our total revenues for these periods:
Three Months Ended March 31,Three Months Ended March 31,
2020201920212020
(In thousands)(In thousands)Amount% SalesAmount% Sales(In thousands)Amount% SalesAmount% Sales
INCOME DATA:INCOME DATA:INCOME DATA:
Sales revenues:Sales revenues:Sales revenues:
System sales and support:System sales and support:System sales and support:
Acute Care EHRAcute Care EHR$36,515  52.3 %$37,448  54.2 %Acute Care EHR$31,890 46.9 %$36,515 52.3 %
Post-acute Care EHRPost-acute Care EHR4,671  6.7 %5,799  8.4 %Post-acute Care EHR4,476 6.6 %4,671 6.7 %
Total System sales and supportTotal System sales and support41,186  59.0 %43,247  62.5 %Total System sales and support36,366 53.5 %41,186 59.0 %
TruBridgeTruBridge28,571  41.0 %25,894  37.5 %TruBridge31,639 46.5 %28,571 41.0 %
Total sales revenuesTotal sales revenues69,757  100.0 %69,141  100.0 %Total sales revenues68,005 100.0 %69,757 100.0 %
Costs of sales:Costs of sales:Costs of sales:
System sales and support:System sales and support:System sales and support:
Acute Care EHRAcute Care EHR17,259  24.7 %17,066  24.7 %Acute Care EHR16,212 23.8 %17,259 24.7 %
Post-acute Care EHRPost-acute Care EHR1,328  1.9 %1,271  1.8 %Post-acute Care EHR1,164 1.7 %1,328 1.9 %
Total System sales and supportTotal System sales and support18,587  26.6 %18,337  26.5 %Total System sales and support17,376 25.6 %18,587 26.6 %
TruBridgeTruBridge15,057  21.6 %13,689  19.8 %TruBridge15,779 23.2 %15,057 21.6 %
Total costs of salesTotal costs of sales33,644  48.2 %32,026  46.3 %Total costs of sales33,155 48.8 %33,644 48.2 %
Gross profitGross profit36,113  51.8 %37,115  53.7 %Gross profit34,850 51.2 %36,113 51.8 %
Operating expenses:Operating expenses:Operating expenses:
Product developmentProduct development8,271  11.9 %9,228  13.3 %Product development8,429 12.4 %8,271 11.9 %
Sales and marketingSales and marketing6,997  10.0 %7,492  10.8 %Sales and marketing5,301 7.8 %6,997 10.0 %
General and administrativeGeneral and administrative11,847  17.0 %11,824  17.1 %General and administrative13,149 19.3 %11,847 17.0 %
Amortization of acquisition-related intangiblesAmortization of acquisition-related intangibles2,866  4.1 %2,523  3.6 %Amortization of acquisition-related intangibles3,057 4.5 %2,866 4.1 %
Total operating expensesTotal operating expenses29,981  43.0 %31,067  44.9 %Total operating expenses29,936 44.0 %29,981 43.0 %
Operating incomeOperating income6,132  8.8 %6,048  8.7 %Operating income4,914 7.2 %6,132 8.8 %
Other income (expense):Other income (expense):Other income (expense):
Other incomeOther income362  0.5 %248  0.4 %Other income814 1.2 %362 0.5 %
Interest expenseInterest expense(1,179) (1.7)%(1,804) (2.6)%Interest expense(627)(0.9)%(1,179)(1.7)%
Total other income (expense)Total other income (expense)(817) (1.2)%(1,556) (2.3)%Total other income (expense)187 0.3 %(817)(1.2)%
Income before taxesIncome before taxes5,315  7.6 %4,492  6.5 %Income before taxes5,101 7.5 %5,315 7.6 %
Provision for income taxesProvision for income taxes1,225  1.8 %1,048  1.5 %Provision for income taxes957 1.4 %1,225 1.8 %
Net incomeNet income$4,090  5.9 %$3,444  5.0 %Net income$4,144 6.1 %$4,090 5.9 %

Three Months Ended March 31, 20202021 Compared with Three Months Ended March 31, 20192020
Revenues. Revenues
Total revenues for the three months ended March 31, 2020 increased2021 decreased by $0.6$1.8 million, or 1%approximately 3%, compared to the three months ended March 31, 2019.2020.


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System sales and support revenues decreased by $2.1$4.8 million, or 5%12%, compared to the first quarter of 2019.2020. System sales and support revenues were comprised of the following during the respective periods:
Three Months Ended March 31,Three Months Ended March 31,
(In thousands)(In thousands)20202019(In thousands)20212020
Recurring system sales and support revenues (1)
Recurring system sales and support revenues (1)
Recurring system sales and support revenues (1)
Acute Care EHRAcute Care EHR$26,438  $27,389  Acute Care EHR$27,210 $26,438 
Post-acute Care EHRPost-acute Care EHR4,134  4,478  Post-acute Care EHR4,222 4,134 
Total recurring system sales and support revenuesTotal recurring system sales and support revenues30,572  31,867  Total recurring system sales and support revenues31,432 30,572 
Non-recurring system sales and support revenues (2)
Non-recurring system sales and support revenues (2)
Non-recurring system sales and support revenues (2)
Acute Care EHRAcute Care EHR10,077  10,059  Acute Care EHR4,680 10,077 
Post-acute Care EHRPost-acute Care EHR537  1,321  Post-acute Care EHR254 537 
Total non-recurring system sales and support revenuesTotal non-recurring system sales and support revenues10,614  11,380  Total non-recurring system sales and support revenues4,934 10,614 
Total system sales and support revenueTotal system sales and support revenue$41,186  $43,247  Total system sales and support revenue$36,366 $41,186 
(1) Mostly comprised of support and maintenance, third-party subscriptions, and SaaS revenues.
(1) Mostly comprised of support and maintenance, third-party subscriptions, and SaaS revenues.
(1) Mostly comprised of support and maintenance, third-party subscriptions, and SaaS revenues.
(2) Mostly comprised of installation revenues from the sale of our acute care and post-acute care EHR solutions and related applications under a perpetual (non-subscription) licensing model.
(2) Mostly comprised of installation revenues from the sale of our acute care and post-acute care EHR solutions and related applications under a perpetual (non-subscription) licensing model.
(2) Mostly comprised of installation revenues from the sale of our acute care and post-acute care EHR solutions and related applications under a perpetual (non-subscription) licensing model.
Recurring system sales and support revenues decreasedincreased by $1.3$0.9 million, or 4%3%, compared to the first quarter of 2019.2020. Acute Care EHR recurring revenues decreasedincreased by $1.0$0.8 million, or 3%, as attrition from the Thrive and Centriq customer base outweighed new Thrivehas normalized to more historical levels and our SaaS customer growth and additional support fees.base has continued to grow, strengthening recurring revenues. Post-acute Care EHR recurring revenues decreasedincreased by $0.3$0.1 million, or 8%2%, due toas attrition attributed to an aggressive competitive environmenthas stabilized as we continue to make technological improvements to the AHT product line.
Non-recurring system sales and support revenues decreased by $0.8$5.7 million, or 7%.54%, compared to the first quarter of 2020. Acute Care EHR non-recurring revenues were relatively flat. decreased by $5.4 million, or 54%. We installed our Acute Care EHR solutions at ninefive new hospital clients during the first quarter of 2020 (eight2021 (two of which were under a SaaS arrangement, resulting in revenue being recognized ratably over the contract term) compared to fivenine new hospital clients during the first quarter of 2019 (one2020 (eight under a SaaS arrangement). Acute Care EHR revenues fromDespite this increase in non-SaaS new systemcustomer implementations, increased by $3.0 million, but were primarily offset by a $2.4 million decrease in MU3 installation revenue as the 2019 year-end deadline for compliance has passed. In addition, other add-on sales andrelated non-recurring revenue decreased by $0.6 million. Non-recurring Post-acute Care EHR revenues decreased by $0.8 million, or 59%, inas the first quarter of 2020 as installation bookings have weakened as we continue our ongoing product releasesbenefited from a high volume of late-installing applications for non-SaaS implementations that went live in prior periods. Comparatively, the continued shift in customer preference towards SaaS arrangements and efforts to make technological improvements to the AHT product line.continuing impacts of COVID-19 on client purchasing and implementation plans has decreased the opportunities for such follow-on revenue activities for recent implementations.
TruBridge revenues increased by 10%,$3.1 million, or $2.7 million,11%, compared to the first quarter of 2019.2020. Our hospital clients operate in an environment typified by rising costs and increased complexity and are increasingly seeking to alleviate themselves of the ever-increasing administrative burden of operating their own business office functions. Most notably, an expanded customer base for our accounts receivable management services resulted in a revenue increase of $1.1$1.9 million, or 18%. Additionally, revenue from our insurance services division increased by $0.8 million, or 10%, and revenue from medical coding services increased by $0.3 million, or 12%. Additionally, continued increasing demand for hosting services resulted in an increase of $0.3 million, or 11%, in our IT management services revenues. Get Real Health, which was acquired during the second quarter of 2019, contributed $1.3 million to TruBridge revenue during the first quarter of 2020.
Costs of Sales.
Total costs of sales increaseddecreased by 5%,$0.5 million, or $1.6 million,1%, compared to the first quarter of 2019.2020. As a percentage of total revenues, costs of sales wereincreased slightly to 49% of revenues in the first quarter of 2021 compared to 48% of revenues in the first quarter of 2020, compared to 46%as the decrease in revenue outpaced the decrease in costs of revenues in the first quarter of 2019.sales.
Costs of Acute Care EHR system sales and support increaseddecreased by $0.2$1.0 million, or 1%6%, compared to the first quarter of 2019,2020, primarily due to increasestravel costs savings of $0.4approximately $0.9 million in third-party software costs and $0.5 million in travel and other costs due to increased installation activity. These increases were partially offset by a decreasethe impact of $0.3 million in payroll and $0.4 million in hardware costs. GrossCOVID-19 on associate travel. The gross margin on Acute Care EHR system sales and support decreased to 49% in the first quarter of 2021, compared to 53% in the first quarter of 2020 compared to 54%as the aforementioned decrease in non-recurring revenues outpaced the first quarterrelated decrease in cost of 2019.sales.


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Costs of Post-acute Care EHR system sales and support increaseddecreased by $0.1$0.2 million, or 4%12%, compared to the first quarter of 2019, as we had incremental increases in payroll2020, primarily due to reduced third party software costs combined with reduced hardware costs and hardware.improved personnel efficiency. The gross margin on Post-acute Care EHR system sales and support decreasedincreased to 74% in the first quarter of 2021, compared to 72% in the first quarter of 2020, comparedas growth in recurring revenues worked in tandem with cost efficiencies to 78% in the first quarter of 2019.
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increase margins.
Our costs associated with TruBridge sales and support increased by 10%,$0.7 million, or $1.4 million,5%, compared to the first quarter of 2019. The primary driver was2020, primarily due to a payroll$0.5 million, or 97%, increase of $1.1 million as demand for our ARMs service increases. Get Real Health, acquired in temporary labor costs necessary to support the second quarter of 2019, contributed $0.3 million in TruBridge costs of sales during the first quarter of 2020.growing revenue base. The gross margin on these services remained flat at 47%increased to 50% in the first quarter of 2021, compared to 47% during the first quarter of 2020, and 2019.as the growing recurring revenue base worked in tandem with operational efficiencies to increase margins.
Product Development. Development
Product development expenses consist primarily of compensation and other employee-related costs (including stock-based compensation) and infrastructure costs incurred, but not capitalized, for new product development and product enhancements. Product development costs decreasedincreased by $1.0$0.2 million, or 10%2%, compared to the first quarter of 2019, primarily due to2020, with the primary driver being a decrease$0.3 million, or 4%, increase in payroll of $0.5 million, with an additional $0.9 million of payroll capitalized for software development. Get Real Health contributed $0.6 million in expenses during the first quarter of 2020.costs resulting primarily from annual compensation adjustments.
Sales and Marketing.Marketing
Sales and marketing expensescosts decreased by 7%,$1.7 million, or $0.5 million,24%, compared to the first quarter of 2019, primarily due to decreases2020. The aforementioned reduction-in-force combined with reduced revenues resulted in payroll costsand commission expenses decreasing a combined $1.0 million, while travel restrictions related to COVID-19 resulted in a $0.3 million decrease in travel costs. Finally, stock compensation expense decreased by $0.4 million, due mostly to lowered expectations regarding eventual achievement of $0.1 million, travel costs of $0.2 million, and general marketing spend of $0.2 million. Get Real Health contributed $0.1 million in sales and marketing costs during the first quarter of 2020.targets associated with our long-term performance share awards.
General and Administrative.Administrative
General and administrative expenses remained flatincreased by $1.3 million, or 11% , compared to the first quarter of 2019. Most notably, we saw a $1.02020, mostly due to $2.1 million decrease in non-recurring transaction-relatedreduction-in-force-related severance costs resulting from the the GRH acquisition and other strategic initiatives which we incurred duringin the first quarter of 2019. These costs were primarily offset by2021 combined with an increase of $0.7$0.5 million in costs associated with health benefits offered to our employees through our self-insured health plans. These increases were partially offset by decreases in employee health costs, along with $0.4 million contributed by Get Real Health in generalretirement plan, legal and administrative costs during the first quarter of 2020.accounting, and stock-based compensation expenses.
Amortization of Acquisition-Related Intangibles. Intangibles
Amortization expense associated with acquisition-related intangible assets increased by $0.3$0.2 million, or 7%, compared to the first quarter of 2019,2020, due to changes in estimates regarding the inclusionremaining useful lives of Get Real Health intangibles.certain of our acquired intangible assets.
Total Operating Expenses. Expenses
Total operating expenses remained flat at $30.0 million for the first quarter of 2021 and the first quarter of 2020. As a percentage of total revenues, total operating expenses decreasedincreased to 43%44% of revenues in the first quarter of 2020,2021, compared to 45%43% in the first quarter of 2019.2020.
Total Other Income (Expense).
Total other income (expense) decreased from expenseimproved to income of $1.6$0.2 million during the first quarter of 20192021 compared to expense of $0.8 million during the first quarter of 2020, primarily as2020. The combined effects of a decreasing interest rate environment and lowered amounts outstanding under our long-term debt and accompanyingfacilities resulted in a $0.6 million decrease in related interest rate have both decreased from the first quarter of 2019.expense.
Income Before Taxes. Taxes
As a result of the foregoing factors, income before taxes increaseddecreased by $0.8$0.2 million, compared to the first quarter of 2019.2020.


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Provision for Income Taxes. Taxes
Our effective tax rate for the three months ended March 31, 2021 decreased to 18.8% from 23.0% for the three months ended March 31, 2020, and 2019, wasprimarily as a result of the tax consequences of stock-based compensation. Specifically, excess tax benefits resulting from restricted stock vesting benefited our effective tax rate by 1.6% during the first quarter of 2021. Comparatively, the first quarter of 2020 experienced a tax expense of 23%.benefit shortfall resulting from restricted stock vesting that increased our effective tax rate by 2.4% for the period.
Net Income.
Net income for the three months ended March 31, 20202021 increased by $0.6less than $0.1 million to $4.1 million, or $0.28$0.29 per basic and $0.28 per diluted share, compared with net income of $3.4$4.1 million, or $0.24$0.28 per basic and diluted share, for the three months ended March 31, 2019.2020. Net income represented 6% of revenue for both the three months ended March 31, 2020, compared to 5% of revenue for2021 and the three months ended March 31, 2019.2020.
Liquidity and Capital Resources
The Company’s liquidity and capital resources were not materially impacted by COVID-19 and related economic conditions during the first quarter of 2020.three months ended March 31, 2021. For further discussion regarding the potential future impacts of COVID-19 and related economic conditions on the Company’s liquidity and capital resources, see “COVID-19” in this Management's Discussion and Analysis of Financial Condition and Results of Operations and “Part II-Item 1A-RiskPart I, "Item 1A. Risk Factors” below.in our Annual Report on Form 10-K for the year ended December 31, 2020.
Sources of Liquidity
As of March 31, 2020,2021, our principal sources of liquidity consisted of cash and cash equivalents of $4.3$18.0 million and our remaining borrowing capacity under the revolving credit facility of $34.0$110.0 million, compared to $7.4$12.7 million of cash and cash equivalents and $30.0$105.0 million of remaining borrowing capacity under the revolving credit facility as of December 31, 2019.2020. In conjunction with our acquisition of HHI in January 2016, we entered into thea syndicated credit agreement which provided for a $125 million term loan facility and a $50 million revolving credit facility. On February 8, 2018, the CompanyJune 16, 2020, we entered into the Third Amendment to the credit agreement to increasean Amended and Restated Credit Agreement that increased the aggregate principal amount of theour credit facilities from $162 million to $167$185 million, which includes a $117$75 million term loan facility and a $50$110 million revolving credit facility.
As of March 31, 2020,2021, we had $102.6$72.2 million in principal amount of indebtedness outstanding under the credit facilities. We believe that our cash and cash equivalents of $4.3$18.0 million as of March 31, 2020,2021, the future operating cash flows of the combined entity, and our remaining borrowing capacity under the revolving credit facility of $34.0$110.0 million as of March 31,
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2020, 2021, taken together, provide adequate resources to fund ongoing cash requirements for the next twelve months. We cannot provide assurance that our actual cash requirements will not be greater than we expect as of the date of filing of this Form 10-Q. If sources of liquidity are not available or if we cannot generate sufficient cash flow from operations during the next twelve months, we may be required to obtain additional sources of funds through additional operational improvements, capital market transactions, asset sales or financing from third parties, a combination thereof or otherwise. We cannot provide assurance that these additional sources of funds will be available or, if available, would have reasonable terms.
Operating Cash Flow Activities
Net cash provided by operating activities decreasedincreased by $0.3$6.1 million from $7.9 million provided by operations for the three months ended March 31, 2019 to $7.6 million provided by operations for the three months ended March 31, 2020.2020 to $13.7 million provided by operations for the three months ended March 31, 2021. The decreaseincrease in cash flows provided fromby operations is primarily due to advantageous changes in working capital, partially offset by greater net income during the first three months of 2020. Working capitalwhich was a net use of cash during the first three months of 20192020 in the amount of $3.0$4.3 million, compared to a net useinflow of cash during the first three months of 20202021 in the amount of $4.3$2.8 million.
Investing Cash Flow Activities
Net cash used in investing activities increaseddecreased by $2.6$1.7 million, with $3.0$1.4 million used in the three months ended March 31, 20202021 compared to $0.5$3.0 million used during the three months ended March 31, 2019. The2020. Cash outflows for purchases of property and equipment decreased from $2.1 million in the first three months of 2020 included $0.9to $0.5 million in capitalized software development costs compared to none during the first three months of 2019.We do not anticipate2021. The decrease is mostly due to the need for significantaddition of a West Coast data center to enhance our remote hosting capabilities in 2020 without similar capital expenditures during the remainderfirst three months of 2020.2021.



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Financing Cash Flow Activities
During the three months ended March 31, 2020,2021, our financing activities used net cash of $7.6$7.0 million, as we paid a net $6.2$5.9 million in long-term debt principal and declared and paid dividends in the amountused $1.1 million to repurchase shares of $1.4 million. During the three months ended March 31, 2019, we made a $7.0 million prepayment on the term loan facility in accordance with the excess cash flow mandatory prepayment requirements of the credit agreement.our common stock, which are treated as treasury stock. Financing cash flow activities used $8.7$7.6 million during the three months ended March 31, 2019,2020, primarily due to $7.1$6.2 million net paid in long-term debt principal and $1.4 million cash paid in dividends.
We believe that paying dividends is an effective wayOn September 4, 2020, our Board of providing an investment returnDirectors approved a stock repurchase program to our stockholders andrepurchase up to $30 million in aggregate amount of the Company's outstanding shares of common stock through open market purchases, privately-negotiated transactions, or otherwise in compliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended. These shares may be purchased from time to time over a beneficial use of our cash. However, the declaration of dividends by CPSItwo-year period depending upon market conditions. Our ability to repurchase shares is subject to compliance with the terms of our Amended and Restated Credit Agreement andAgreement. Concurrent with the discretionauthorization of our Board of Directors, which may decide to change or terminate the Company's dividend policy at any time. Our Board of Directors will continue to take into account such matters as general business conditions, capital needs, our financial results and other such factorsthis stock repurchase program, the Board of Directors may deem relevant.opted to indefinitely suspend all quarterly dividends.
Credit Agreement
As of March 31, 2020,2021, we had $86.6$72.2 million in principal amount outstanding under the term loan facility and $16.0 million inno principal amount outstanding under the revolving credit facility. Each of theour credit facilities continues to bear interest at a rate per annum equal to an applicable margin plus, at our option, either (1) the Adjusted LIBOR rate for the relevant interest period, subject to a floor of 0.50%, (2) an alternate base rate determined by reference to the greater of (a) the prime lending rate of Regions, (b) the federal funds rate for the relevant interest period plus one half of one percent per annum and (c) the one month LIBOR rate, subject to the aforementioned floor, plus one percent per annum, or (3) a combination of (1) and (2). The applicable margin range for LIBOR loans and the letter of credit fee ranges from 2.0%1.8% to 3.5%3.0%. The applicable margin range for base rate loans ranges from 1.0%0.8% to 2.5%2.0%, in each case based on the Company's consolidated net leverage ratio.
Principal payments with respect to the term loan facility are due on the last day of each fiscal quarter beginning December 31, 2017,September 30, 2020, with quarterly principal payments of approximately $1.5$0.9 million through SeptemberJune 30, 2019,2022, approximately $2.2$1.4 million through SeptemberJune 30, 20212024 and approximately $2.9$1.9 million through September 30, 2022,March 31, 2025, with maturity on October 13, 2022June 16, 2025 or such earlier date as the obligations under the credit agreementAmended and Restated Credit Agreement become due and payable pursuant to the terms of the creditsuch agreement. Any principal outstanding under the revolving credit facility is due and payable on the amended maturity date.
Our credit facilities are secured pursuant to aan Amended and Restated Pledge and Security Agreement, dated January 8, 2016,June 16, 2020, among the parties identified as obligors therein and Regions, as collateral agent, on a first priority basis by a security interest in substantially all of the tangible and intangible assets (subject to certain exceptions) of the Company and certain subsidiaries of the Company, as guarantors (collectively, the “Subsidiary Guarantors”), including certain registered intellectual property and the capital stock of certain of the Company’s direct and indirect subsidiaries. Our obligations under the credit agreementAmended and Restated Credit Agreement are also guaranteed by the Subsidiary Guarantors.
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The credit agreement, as amended by the Third Amendment,Amended and Restated Credit Agreement provides incremental facility capacity of $50 million, subject to certain conditions. The credit agreementAmended and Restated Credit Agreement includes a number of restrictive covenants that, among other things and in each case subject to certain exceptions and baskets, impose operating and financial restrictions on the Company and the Subsidiary Guarantors, including the ability to incur additional debt; incur liens and encumbrances; make certain restricted payments, including paying dividends on the Company's equity securities or payments to redeem, repurchase or retire the Company's equity securities (which are subject to our compliance, on a pro forma basis to give effect to the restricted payment, with the fixed charge coverage ratio and consolidated net leverage ratio described below); enter into certain restrictive agreements; make investments, loans and acquisitions; merge or consolidate with any other person; dispose of assets; enter into sale and leaseback transactions; engage in transactions with affiliates; and materially alter the business we conduct. The credit agreementAmended and Restated Credit Agreement requires the Company to maintain a minimum fixed charge coverage ratio of 1.25:1.00 throughout the duration of such agreement. Under the credit agreement,Amended and Restated Credit Agreement, the Company is required to comply with a maximum consolidated net leverage ratio of 3.50:1.00. The credit agreementAmended and Restated Credit Agreement also contains customary representations and warranties, affirmative covenants and events of default. We believe that we were in compliance with the covenants contained in the creditsuch agreement as of March 31, 2020.2021.
The credit agreementAmended and Restated Credit Agreement requires the Company to mandatorily prepay the credit facilities with 50% of excess cash flow (minus certain specified other payments). This mandatory prepayment requirement is applicable only if the Company's consolidated net leverage ratio exceeds 2.50:1.00. The Company is permitted to voluntarily prepay the credit facilities at any time without penalty, subject to customary “breakage” costs with respect to prepayments of LIBOR rate loans made on a day other than the last day of any applicable interest period. TheAn excess cash flow mandatory prepayment requirement under the credit agreement resulted in a $7.0 million prepayment on the term loan facility during the first quarter of 2019 related to excess cash flow generated by the Company during 2018. An excess cash flow prepayment2020 was not required during the first quarter of 2020.2021.


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Backlog
Backlog consists of revenues we reasonably expect to recognize over the next twelve months under all existing contracts, including those with remaining performance obligations that have original expected durations of one year or less and those with fees that are variable in which we estimate future revenues. The revenues to be recognized may relate to a combination of one-time fees for system sales and recurring fees for support and maintenance and TruBridge services. As of March 31, 2021, we had a twelve-month backlog of approximately $9 million in connection with non-recurring system purchases and approximately $249 million in connection with recurring payments under support and maintenance, Cloud EHR contracts, and TruBridge services. As of March 31, 2020, we had a twelve-month backlog of approximately $12 million in connection with non-recurring system purchases and approximately $234 million in connection with recurring payments under support and maintenance Cloud EHR contracts, and TruBridge services. As of March 31, 2019, we had a twelve-month backlog of approximately $17 million in connection with non-recurring system purchases and approximately $227 million in connection with recurring payments under support and maintenance and TruBridge services.
Bookings
Bookings is a key operational metric used by management to assess the relative success of our sales generation efforts, and were as follows for the three months ended March 31, 20202021 and 2019:2020:
Three Months Ended March 31,Three Months Ended March 31,
(In thousands)(In thousands)20202019(In thousands)20212020
System sales and support (1)
System sales and support (1)
System sales and support (1)
Acute Care EHRAcute Care EHR$8,919  $8,285  Acute Care EHR$5,442 $8,919 
Post-acute Care EHRPost-acute Care EHR913  1,431  Post-acute Care EHR648 913 
Total system sales and supportTotal system sales and support9,832  9,716  Total system sales and support6,090 9,832 
TruBridge (2)
TruBridge (2)
9,511  4,228  
TruBridge (2)
2,687 9,511 
Total bookingsTotal bookings$19,343  $13,944  Total bookings$8,777 $19,343 
(1) Generally calculated as the total contract price (for system sales) and annualized contract value (for support).
(1) Generally calculated as the total contract price (for system sales) and annualized contract value (for support).
(1) Generally calculated as the total contract price (for system sales) and annualized contract value (for support).
(2) Generally calculated as the total contract price (for non-recurring, project-related amounts) and annualized contract value (for recurring amounts).
(2) Generally calculated as the total contract price (for non-recurring, project-related amounts) and annualized contract value (for recurring amounts).
(2) Generally calculated as the total contract price (for non-recurring, project-related amounts) and annualized contract value (for recurring amounts).
Acute Care EHR bookings in the first quarterBookings for each of 2020 increased by $0.6 million, or 8%, over the first quarter of 2019, mostly propelled by increased demand for new EHR installations. Acute Care EHR new installation bookings increased $2.2
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million compared to the first three months of 2019. This increase was partially offset by a $0.5 million decrease in MU3 related add-on sales and a $1.1 million decrease in other EHR add-on salesour operating segments experienced significant decreases compared to the first quarter of 2019.

2020, with Acute Care EHR bookings decreasing $3.5 million, or 39%, Post-acute Care EHR bookings indecreasing $0.3 million, or 29%, and TruBridge bookings decreasing $6.8 million, or 72%. Sales activities during the first quarter of 2020 decreased by $0.5 million, or 36%,2021 suffered from the first quartera number of 2019incremental headwinds, chief among them being (a) COVID-19 related distractions, including increased infection rates for certain geographies and widespread focus on eventual vaccine rollouts, (b) reorganization transitions related to our February 2021 reduction-in-force, and (c) lower-value regulatory purchases disproportionately dominated sales discussions and resources. We view these incremental headwinds as bookings have weakened as we continue our ongoing product releasesbeing temporary delays in decision-making and efforts to make technological improvements to the AHT product line.not reflective of a diminished overall market opportunity.

TruBridge bookings in the first quarter of 2020 increased by $5.3 million, or 125%, over the first quarter of 2019, mostly due to our recently-introduced initiative to expand our TruBridge footprint outside of our traditional EHR customer base, resulting in significant client wins.
Off-Balance Sheet Arrangements
We had no off-balance sheet arrangements, as defined by Item 303(a)(4) of SEC Regulation S-K, as of March 31, 2020.2021.
Critical Accounting Policies and Estimates
Our Management Discussion and Analysis is based upon our condensed consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires us to make subjective or complex judgments that may affect the reported financial condition and results of operations. We base our estimates on historical experience and other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the reported values of assets, liabilities, revenues, expenses and other financial amounts that are not readily apparent from other sources. Actual results may differ from these estimates and these estimates may differ under different assumptions or conditions. We continually evaluate the information used to make these estimates as our business and the economic environment changes.


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In our Annual Report on Form 10-K for the year ended December 31, 2019,2020, we identified our critical accounting polices related to revenue recognition, allowance for doubtful accounts, allowance for credit losses, estimates, and estimates.business combinations, including purchased intangible assets. There have been no significant changes to these critical accounting policies during the three months ended March 31, 2020.2021.


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Item 3.Quantitative and Qualitative Disclosures about Market Risk.
Our exposure to market risk relates primarily to the potential change in the British Bankers Association London Interbank Offered Rate ("LIBOR"). We had $102.6$72.2 million of outstanding borrowings under our credit facilities with Regions Bank at March 31, 2020.2021. The term loan facility and revolving credit facility bear interest at a rate per annum equal to an applicable margin plus, at our option, either (1) the Adjusted LIBOR rate for the relevant interest period, subject to a floor of 0.50%, (2) an alternate base rate determined by reference to the greatestgreater of (a) the prime lending rate of Regions, (b) the federal funds rate for the relevant interest period plus one half of one percent per annum and (c) the one month LIBOR rate, subject to the aforementioned floor, plus one percent per annum, or (3) a combination of (1) and (2). Accordingly, we are exposed to fluctuations in interest rates on borrowings under the credit facilities. A one hundred basis point change in interest rate on our borrowings outstanding as of March 31, 20202021 would result in a change in interest expense of approximately $1.0$0.7 million annually.
We did not have investments and do not utilize derivative financial instruments to manage our interest rate risks.


Item 4.Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to provide reasonable assurance that the information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), is recorded, processed, summarized and reported within the time periods specified in the rules and forms promulgated by the Securities and Exchange Commission, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Because of the inherent limitations to the effectiveness of any system of disclosure controls and procedures, no evaluation of disclosure controls and procedures can provide absolute assurance that all control issues and instances of fraud, if any, with a company have been prevented or detected on a timely basis. Even disclosure controls and procedures determined to be effective can only provide reasonable assurance that their objectives are achieved.
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As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) pursuant to Rule 13a-15 of the Exchange Act. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective at the reasonable assurance level.
Changes in Internal Control over Financial Reporting
There were no changes in the Company’s internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)) during the quarter ended March 31, 20202021 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
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PART II
OTHER INFORMATION
 

Item 1.Legal Proceedings.
From time to time, we are involved in routine litigation that arises in the ordinary course of business. We are not currently involved in any claims outside the ordinary course of business that are material to our financial condition or results of operations. 

Item 1A.Risk Factors.
In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2019,2020, which could materially affect our business, financial condition or future results. The risks described in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem immaterial also may materially adversely affect our business, financial condition or operating results. Other than as described below, thereThere have been no material changes to the risk factors disclosed in Part I-Item 1A of the Company’s 2019 Annual Report.
The impact of COVID-19 and related economic disruptions could materially affect our revenue, gross margin and income, as well as our financial position and/or liquidity.

Beginning in March 2020, the global pandemic related to the novel coronavirus COVID-19 began to impact the global economy and our results of operations. Because of the size and breadth of this pandemic, all of the direct and indirect consequences of COVID-19 are not yet known and may not emerge for some time. Risks presented by the ongoing effects of COVID-19 include the following:
Revenues, Gross Margins and Income. We expect that the impact of COVID-19 on our community hospital client base, and the related decrease in patient volumes, will negatively impact our variable revenues, gross margins and income driven by collection volume. We also expect that new EHR system installations will be negatively impacted by restrictive travel and social distancing protocols. We began to experience this impact in March 2020 and expect it to persist and be more significant in the second and third quarters of 2020. The Company expects these impacts to continue for the remainder of 2020 and beyond, but the degree of the impact will depend on the ability of our community hospital clients to return to normal operations and patient volume. In addition, although we have experienced no notable disruption to our operating cash flows through the date of this report, we currently expect that the aforementioned limitations on travel and decreased client patient volumes will ultimately result in decreased cash collections from our customers as long as these conditions persist. For further discussion, see “Failure to maintain our margins and services rates for implementation services could have a material adverse effect on our operating performance and financial conditions” in the risk factors discussed1, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2019.10-K.
Adverse Legislative and/or Regulatory Action. Federal, state and local government actions to address and contain the impact of COVID-19 may adversely affect us. For further discussion, see “There is significant uncertainty in the healthcare industry, both as a result of recently enacted legislation and changing government regulation, which may have a material adverse impact on the businesses of our hospital clients and ultimately on our business, financial condition and results of operations” in the risk factors discussed in our Annual Report on Form 10-K for the year ended December 31, 2019.
Operational Disruptions and Heightened Cybersecurity Risks. Our operations could be disrupted if key members of our senior management or a significant percentage of our workforce or the workforce of our client community hospitals are unable to work because of illness, government directives or otherwise. Having shifted to remote working arrangements, we also face a heightened risk of cybersecurity attacks or data security incidents and are more dependent on the internet and telecommunications access and capabilities. For further discussion, see “Breaches of security and viruses in our systems could result in client claims against us and harm to our reputation causing us to
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incur expenses and/or lose clients” in the risk factors discussed in our Annual Report on Form 10-K for the year ended December 31, 2019.
The extent to which the COVID-19 pandemic will impact our financial condition and results of operations will depend on future developments, which are highly uncertain and difficult to predict, including, but not limited to, the duration and spread of the pandemic, its severity, the actions to contain the virus or treat its impact, and how quickly and to what extent normal economic and operating conditions can resume. Even after the COVID-19 pandemic has subsided, we may experience material adverse impacts to our business as a result of the global or U.S. economic impact and any recession that has occurred or may occur in the future. There are no comparable recent events that provided guidance as to effect the COVID-19 pandemic may have, and, as a result, the ultimate impact of the pandemic on our operations and financial results is highly uncertain and subject to change.
Additionally, concerns over the economic impact of the COVID-19 pandemic have caused extreme volatility in financial and other capital markets which has and may continue to adversely impact our stock price and may adversely impact our ability to access capital, at all or on reasonable terms. To the extent the COVID-19 pandemic adversely affects our business and financial results, it may also have the effect of heightening many of the other risks described under “Risk Factors” in the Annual Report on Form 10-K for the year ended December 31, 2019.

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.

Not Applicable.
Repurchases of Equity Securities

The following table provides information about our repurchases of common stock during the three months ended March 31, 2021:

Period
Total Number of Shares Purchased(1)
Average Price Paid per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2)
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs(3)
Beginning of Period$28,695,292 
January 1, 2021 - January 31, 20217,251 $28.83 7,251 28,486,244 
February 1, 2021 - February 28, 20216,289 29.694,055 28,365,734 
March 1, 2021 - March 31, 202119,960 30.77750 $28,343,267 
Total33,500$30.15 12,056 
(1) We purchased 21,444 shares during the three months ended March 31, 2021 that were not made pursuant to our previously announced stock repurchase program, but were purchased to fund required tax withholding related to the vesting of restricted stock. Shares withheld to cover required tax withholdings related to the vesting of restricted stock do not reduce our total share repurchase authority.
(2) Shares purchased during the three months ended March 31, 2021 pursuant to our previously announced stock repurchase program.
(3) On September 4, 2020, our Board of Directors approved a stock repurchase program under which we may repurchase up to $30.0 million of our common stock through September 3, 2022. Any future stock repurchase transactions may be made through open market purchases, privately-negotiated transactions, or otherwise in compliance with Rule 10b-18 under the Securities Exchange Ace of 1934, as amended.





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Item 3.Defaults Upon Senior Securities.
Not applicable.
 

Item 4.Mine Safety Disclosures.
Not applicable.
 

Item 5.Other Information.
None.
On February 22, 2021, CPSI entered into a sublease agreement (the “Sublease”) with Red Square, LP (the “Sublandlord”) in order to sublease a portion of a building in Mobile, Alabama that will house our principal executive office. The subleased portion of the building consists of a two-story office building in downtown Mobile with approximately 20,093 square feet of office space (the “Leased Office”). The Sublease term begins on April 1, 2021 and ends on June 5, 2024. CPSI will pay base rent of $37,937 per month. The Sublandlord is leasing the Leased Office from Central Optical, LLC (the “Landlord”) pursuant to a lease agreement (the “Master Lease”). The Landlord consented to the Sublease. The terms of the Master Lease are incorporated into the Sublease. The Sublandlord will remain responsible for paying certain maintenance items, taxes and the Landlord’s insurance expense as required under the Master Lease. CPSI is responsible for all other costs and obligations required of the Sublandlord under the Master Lease, and is responsible for all utilities for the Leased Office. The Sublandlord will leave the Leased Office with the items of furniture, fixtures and equipment (“FF&E”) listed in an attachment to the Sublease. At the expiration of the Sublease, the parties will negotiate for the sale of the FF&E to CPSI at a mutually agreeable price.

On March 1, 2021, CPSI entered into a lease agreement (the “New Lease”) with the Landlord to continue leasing the Leased Office from the Landlord upon the expiration of the Master Lease. The New Lease term will begin on June 6, 2024 and end on May 31, 2027. CPSI will pay base rent of $34,959 per month. In addition to the base rent, CPSI will be responsible for paying certain expenses of the Landlord related to the Leased Office, including insurance, and will be responsible for all costs of maintenance (other than the roof and exterior walls), taxes and utilities for the Leased Office.

The foregoing description of the Sublease and the New Lease is only a summary, does not purport to be complete and is qualified in its entirety by reference to, and should be read in conjunction with, the complete text of the Sublease and the New Lease, which are filed as Exhibits 10.1 and 10.2, respectively, to this Quarterly Report on Form 10-Q and incorporated herein by reference.



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Item 6.Exhibits.

3.1
3.2
3.3
10.1
10.2
31.1 10.3
31.1
31.2
32.1
101Interactive Data Files for CPSI’s Form 10-Q for the period ended March 31, 20202021

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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.
 
COMPUTER PROGRAMS AND SYSTEMS, INC.
May 5, 202010, 2021By:/s/ J. Boyd Douglas
J. Boyd Douglas
President and Chief Executive Officer
May 5, 202010, 2021By:/s/ Matt J. Chambless
Matt J. Chambless
Chief Financial Officer

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