QuadMed to Acquire Novia CareClinics

  QuadMed to Acquire Novia CareClinics

   Combined Company Will Operate More Than 90 Clinics in 18 U.S. States and
  Offer a Broader Range of Healthcare Solutions for Employers of All Sizes,
         Including Those with Small or Dispersed Employee Populations

Business Wire

SUSSEX, Wis. & INDIANAPOLIS -- October 9, 2013

QuadMed, LLC, and Novia CareClinics, LLC – two innovators in
employer-sponsored healthcare management solutions and on-site primary care –
have entered into a definitive agreement whereby QuadMed will acquire all of
Novia CareClinics operations and merge their executive management and
operations teams accordingly.

The transaction will strengthen both companies’ leadership positions in the
healthcare markets they serve, enabling them to offer the best of their
respective models to a wider range of employers who are seeking to improve
access to quality healthcare while also reducing costs.

“This acquisition is a cultural and strategic fit that supports both
companies’ vision for growth,” said Tim Dickman, President of QuadMed, a
subsidiary of global printer and media channel integrator Quad/Graphics
(NYSE:QUAD). “Novia’s leadership in developing and managing onsite and shared
primary care clinics for small to mid-size companies and the public sector
complements QuadMed’s successful model of ground-breaking healthcare
management solutions for larger companies with a national presence.”

“QuadMed shares our values and our philosophy of improving the quality of
patient care while putting a strong focus on driving behavioral changes and
controlling costs,” said Eric Olson, President of Novia CareClinics. “We built
our respective businesses independent of any competing interests that could
have potentially detracted from our true purpose of keeping people healthy.
Combining the strengths of our two companies will make an even more meaningful
difference in today’s complex healthcare landscape.”

The combined company will offer clients:

  *An expanded U.S. geographic footprint that better meets the healthcare
    needs of multi-location companies locally, regionally or nationally;
  *A broader range of services and best-in-class solutions tailored to
    specific employee-population needs, including chronic condition
    management, nutrition and wellness programming, and injury rehabilitation;
  *A continuum of competitively priced healthcare solutions that includes
    standalone clinics for employers with large concentrations of employees at
    single sites, shared clinics for multiple employers with smaller
    concentrations of employees in a geography, and corporate health suites
    with telemedicine capabilities for employers with limited real estate,
    small employee populations and/or dispersed workforces.

“We started QuadMed more than 20 years ago to improve our company’s access to
quality, cost-effective healthcare – a bold move that transformed us from a
purchaser of health insurance to an investor in employee health and
productivity,” said Joel Quadracci, Chairman, President & CEO of
Quad/Graphics. “Because the QuadMed model was created by an employer, it
addresses employers’ needs for healthcare solutions that promote healthy
living and disease prevention, and improve outcomes while reducing costs. Now,
with our investment in Novia CareClinics, we can build on QuadMed’s successful
model. As a large employer with nearly 20,000 employees in 28 states, we can
partner with other employers to create shared clinics, and continue to pass on
what we’ve learned during our healthcare management journey.”

Quadracci emphasized that the acquisition is expected to create value for
Quad/Graphics. “This investment will help us, as the parent company, better
manage healthcare costs across our entire network of facilities, both large
and small. In addition, the acquisition fits with QuadMed’s strategy to grow
the breadth and depth of its healthcare management solutions at a
transformative time in the healthcare industry. Together with Novia
CareClinics’ expertise in shared clinics, small- to medium-sized companies and
the public sector, our QuadMed subsidiary will have a much broader offering,
which will strengthen our competitive position and fuel the growth of this
segment of our business.”

Together, QuadMed and Novia CareClinics will operate more than 90 clinic
locations across 18 U.S. states and serve the needs of more than 150,000
patients. The combined company will maintain existing administrative support
offices in Wisconsin as well as Indianapolis where Novia CareClinics is
headquartered.

Once the acquisition is complete, Tim Dickman will continue to serve as
President of QuadMed, and Eric Olson, current President of Novia CareClinics,
will join QuadMed as a member of the executive management team. Other key
Novia CareClinics management team members will be fully integrated into the
combined company’s operations.

The transaction is expected to close in approximately 30 days.

Forward-Looking Statements

This press release contains certain “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements include statements regarding, among other things,
our current expectations about the Company’s future results, financial
condition, goals, strategies, revenue, earnings, free cash flow, margins,
prospects and/or outlook and are indicated by words or phrases such as
“anticipate,” “estimate,” “expect,” “project,” “believe” and similar words or
phrases. These forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause actual results to be
materially different from those expressed in or implied by such
forward-looking statements. Forward-looking statements are based largely on
Quad/Graphics expectations and judgments and are subject to a number of risks
and uncertainties, many of which are unforeseeable and beyond our control. The
factors that could cause actual results to materially differ include, among
others, the risks identified in Quad/Graphics most recent Annual Report on
Form 10-K, as such may be amended or supplemented by subsequent Quarterly
Reports on Form 10-Q or other reports filed with theSecurities and Exchange
Commission. Except as required by the federal securities laws, Quad/Graphics
undertakes no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or
otherwise.

About QuadMed

QuadMed (www.quadmedical.com) is a nationally recognized innovator in offering
onsite primary care clinics and healthcare management solutions proven to
increase quality and decrease costs. QuadMed’s 20-year track record of success
is rooted in integrating prevention-focused primary care with leading-edge
information management data. Created in 1990 as a subsidiary of global
provider of print and related multichannel solutions Quad/Graphics, QuadMed
now serves a wide variety of Fortune 1000 companies.

About NoviaCare Clinics

Based in Indianapolis, Novia CareClinics, LLC, operates 50 center locations,
servicing more than 90 different employers located throughout Indiana and four
other states. Novia focuses on delivering advanced health and wellness
solutions to employees and dependents.

Contact:

MEDIA CONTACTS
QuadMed
Mary McNeill, 608-332-5766 or 414-566-8117
Mary.McNeill@quadmedical.com
or
Novia CareClinics
Todd Foushee, 317-501-2218 or 317-522-2390
Tfoushee@noviacareclinics.com
 
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