Wismer Sale Gains Approval
Shareholders of Wismer Martin Inc. voted overwhelmingly Monday to approve the sale of the company to New Jersey-based Physicians Computer Network Inc. (PCN).
Eighty-one percent of the company’s outstanding shares were voted at Monday’s special meeting. Of 13,211,755 shares voted, 13,154,055 shares favored the deal according to Mehdi Moussavi, Wismer Martin’s chief financial officer.
Moussavi said attorneys were filing the necessary papers with the state of Washington Monday afternoon, and the deal should be closed today.
The question now is what PCN officials have planned for Wismer Martin and its 70 or so remaining employees, most of those in Spokane.
PCN like Wismer Martin, a provider of computer software and support systems for the management of physician practices - has aggressively acquired companies like Wismer Martin over the past few years. In many of those cases, PCN bought the companies primarily for their physician customer bases, and left little of the acquired companies’ operations intact.
But Moussavi said he believes Wismer Martin will be treated differently.
“To the best of my knowledge,” Moussavi said Monday, “nothing is going to be changed. The operation is going to remain here in Spokane, they are not going to close the offices. At least that’s the information we’ve received so far from PCN management.”
Moussavi said he plans to remain with the company, as do Wismer Martin’s other current senior managers.
“We haven’t gotten any indication that PCN is going to send additional senior management people here,” Moussavi said. “But PCN officials will be visiting us next week, so I guess we’ll have more information then.”
The one change that will occur in the top echelons of Wismer Martin will be the departure of Ron Holden, Wismer Martin’s board chairman and chief executive officer. Holden, a Detroit-based investor, was Wismer Martin’s largest single shareholder, and as such was the principal beneficiary of the PCN deal. Moussavi said Holden will no longer be involved with the company.
Wismer Martin’s shareholders will share almost $2 million in cash and 935,000 shares of PCN stock. PCN stock closed at $11 per share Monday.
Wismer Martin was founded in 1980 by Glen and Judy Martin, who developed a software system for managing physician practices. The company struggled financially during its early history, stabilized and produced some profits during the latter half of the 1980s, but more recently suffered heavy losses.
Outside investors bought control of the company a few years ago, and through a series of events, Holden acquired control in 1993.
The company’s financial problems accelerated after Holden convinced Wismer Martin’s board to acquire another of his companies - Integrated Health Services - for $2.5 million. IHS’s underlying financial problems began to drag Wismer Martin down.
Holden searched unsuccessfully for a buyer for the company until PCN came along. Over the past couple of years, PCN has been a star performer in the medical services niche of the computer software industry. Growing primarily through acquisitions, it has become one of the largest software and support providers in the physician management arena and has produced healthy profits in recent years.
, DataTimes