hstm20211129_8k.htm
false 0001095565 0001095565 2021-12-01 2021-12-01
 


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 

 
FORM 8-K
 

 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): December 1, 2021
 

 
HealthStream, Inc.
(Exact name of Registrant as Specified in Its Charter)
 

 
Tennessee
000-27701
62-1443555
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
     
500 11th Avenue North, Suite 1000,
Nashville, Tennessee
 
37203
(Address of Principal Executive Offices)
 
(Zip Code)
 
Registrants Telephone Number, Including Area Code: 615-301-3100
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 

 
Securities registered pursuant to Section 12(b) of the Act:
 
 
Title of each Class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock (Par Value $0.00)
HSTM
Nasdaq Global Select Market
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
 
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. ☐ 
 
 

 
Item 8.01 Other Events.
 
On December 1, 2021, HealthStream, Inc., a Tennessee corporation (the “Company”), issued a press release announcing the Company’s acquisition of substantially all of the assets of Rievent Technologies, LLC, a Virginia-based healthcare technology company. A copy of the press release is filed as Exhibit 99.1 and is incorporated by reference herein.
 
 
Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit
Number
 
Description
 99.1*
 
 
 
 
 104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document).
 
 

*         Furnished herewith.
 
 

 
Exhibit Index
 
Exhibit
Number
 
Description
 99.1*
 
Press release dated December 1, 2021
 
 
 
 104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document).
 
 

*         Furnished herewith.
 
 

 
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.
 
 
 
HealthStream, Inc.
 
 
 
 
Date: December 1, 2021
 
By:
/s/ Michael M. Collier
 
 
 
Michael M. Collier
 
 
 
Senior Vice President, Corporate Development and General Counsel
 
 
 
ex_311541.htm

Exhibit 99.1

 

P R E S S   R E L E A S E
https://cdn.kscope.io/c6af27ce50e6bfd217030e1b92ad2e50-a01.jpg
   
For Immediate Release:          Contact:
 

Mollie Condra, Ph.D.

HealthStream

(615)-301-3237

mollie.condra@healthstream.com

 

HealthStream Acquires Rievent Technologies

 

Leveraging its hStream open architecture, HealthStream expands its ecosystem with a powerful continuing education management and delivery application

 

Nashville, Tennessee (December 1, 2021) HealthStream (Nasdaq: HSTM), a leading provider of workforce and provider solutions for the healthcare industry, today announced that it has acquired substantially all of the assets of Rievent Technologies, a Virginia-based healthcare technology company. Through the acquisition, HealthStream gains an innovative, SaaS-based continuing education (CME/CE) management and delivery application, branded as RieventTM, which supports publishers, professional associations, healthcare insurance companies, and healthcare providers. Rievent is highly praised by its customers and is ready to be integrated into HealthStream's growing ecosystem.

 

Rievent fulfills an essential need in the management and delivery of CME/CE. In order to maintain and renew an active medical license in the state in which they practice, physicians must meet the exact educational credits and number of CME hours required by that state for their particular area of practice. According to the Federation of State Medical Boards, the number of CME hours required every two years varies from 25 to 100 with an average of about 50. Similarly, continuing education (CE) hours are required for registered nurses (RNs) to maintain licensure, which are, on average, about 30 CE hours every two years. CE hours are also necessary for a variety of other healthcare professionals. Rievent is an application that makes accessing and completing the appropriate CME/CE straightforward for learners, while making the delivery, management, and reporting of CME/CE easy, uncomplicated, and seamless for the “owner” of the CME/CE content and/or the healthcare provider.

 

“Rievent Technologies introduced one of the most advanced SaaS-based CME/CE management applications to the industry and we’ve consistently stayed ahead of the curve in making sure it’s the best on the market to fulfill this vital need,” said Randy Rienerth, founder & Chief Executive Officer, Rievent Technologies. “Our customers will benefit from expanded opportunities as part of HealthStream while continuing to receive outstanding service from the same Rievent team.”

 

Some of the many features in Rievent include full activity management tools, certification management, multi-device mobility for on-the-go access to CME and CE activities, searchable activity catalog and events calendar, along with many self-service learner capabilities. The application simplifies tasks for both the learner and the CME/CE administrator with superb user-interface design, insightful dashboards, and automation that saves time for everyone.

 

HealthStream’s PaaS-enabled hStream platform is particularly well designed for integrating applications like Rievent with its potential to allow applications to work even more powerfully together. In particular, HealthStream’s new identity management capability, called hStream ID, allows data at the individual user level to be utilized across the Company’s various applications. Physicians, for example, would benefit from the convenience of having Rievent integrated with their records in CredentialStream, which would save valuable time and administrative effort for both them and the healthcare organization where they deliver care. As HealthStream continues to further develop the hStream platform, the leveraging of data across applications opens many possibilities for innovations that benefit everyone—as we believe may occur with the addition of the Rievent application.

 

“It’s exciting to add such a widely used, customer-applauded application as Rievent to our product portfolio on our hStream platform,” said Kevin O’Hara, Senior Vice President & General Manager, Platform Solutions, HealthStream. “I would like to extend a warm welcome to Rievent’s customers, users, and employees to HealthStream as we work together to continue supporting the delivery of quality CME/CE.”

 

Terms of the Transaction:

HealthStream acquired substantially all of the assets of Rievent Technologies for approximately $4.0 million in cash, subject to customary purchase price adjustments.

 

About HealthStream

HealthStream (Nasdaq: HSTM) is dedicated to improving patient outcomes through the development of healthcare organizations’ greatest asset: their people. Our unified suite of solutions is contracted by healthcare organizations across the U.S. for workforce development, training & learning management, nurse & staff scheduling, clinical education, credentialing, privileging, provider enrollment, performance assessment, and managing simulation-based education programs. HealthStream’s corporate office is in Nashville, Tennessee. For more information, visit http://www.healthstream.com or call 800-521-0574.  

 

This press release includes certain forward-looking statements (statements other than solely with respect to historical fact) that involve risks and uncertainties regarding HealthStream. These statements are based upon managements beliefs, as well as assumptions made by and data currently available to management. This information has been, or in the future may be, included in reliance on the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company cautions that forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause the actual results, performance, or achievements to be materially different from future results, performance, or achievements expressed or implied by the forward-looking statements, including that the anticipated financial results associated with the acquisition may not be achieved, and that the anticipated financial and strategic benefits of the acquisition may not be realized, as well as the result of risks referenced in the Companys Annual Report on Form 10-K for the year ended December 31, 2020, filed on February 26, 2021, the Companys Quarterly Report on Form 10-Q for the three months ended September 30, 2021, filed on October 28, 2021, and in the Companys other filings with the Securities and Exchange Commission from time to time. The Company undertakes no obligation to update or revise any such forward-looking statements.   

 

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