Spheris Announces Recapitalization Transaction

FRANKLIN, Tenn., Nov. 9 /PRNewswire/ -- Spheris, a leading medical transcription technology and outsourcing services company based in Franklin, Tennessee, announced today that it has completed a recapitalization transaction in which Warburg Pincus and Soros Private Equity, two leading private equity investors, have acquired ownership of the company from the private equity firm Parthenon Capital. Spheris' existing management team, led by President & CEO Steven E. Simpson, will also invest in the recapitalized company and continue to lead the company's operations. Terms of the transaction were not disclosed.

Spheris provides medical transcription services to many of the country's largest and most prestigious acute-care hospitals and group medical practices. The company was formed in June of 2003 through Total eMed's acquisition of EDiX. The newly formed Spheris became the second largest medical transcription company in the U.S. With its innovative and secure web-based architecture, Spheris provides a broad choice of technology and services to over 300 leading health systems, hospitals and group practices.

Steven E. Simpson, President & CEO of Spheris, saw the recapitalization as a perfectly timed opportunity to continue the company's evolution. "We are looking forward to partnering with Warburg Pincus and Soros on our next stage of growth and expansion," he stated. "Their experience in the healthcare and IT industries, coupled with our various growth initiatives, make for an exciting partnership. In addition to enhancing our existing infrastructure, strategic relationships with other, select industry companies are now a viable option to bring added value to our customers."

David Wenstrup, Managing Director of Warburg Pincus stated, "Spheris is the premier company in the medical transcription industry. With its superior operating platform, sophisticated technical capabilities, experienced leadership and strong medical transcriptionist workforce, the company delivers the highest level of service in even the most complex and demanding client situations. We look forward to working with Steve and the entire management team in the continued growth of the company."

Warburg Pincus and Soros have replaced Parthenon Capital as the company's majority shareholder. As part of the transaction, Parthenon Capital has sold both its original investment in Total eMed made in 2001, as well as its follow-on investment made in 2003 to finance Total eMed's acquisition of EdiX.

Ernest K. Jacquet, Co-CEO of Parthenon Capital said, "Over the past several years we have built a solid business partnership and friendship with the Spheris management team, who has exceeded our growth expectations for the business. The team did a superb job integrating the EDiX acquisition to position the company as the leading transcription player with additional prospects to grow in adjacent sectors. We are excited for the company as it enters its next stage of growth."

As a result of the transaction, Warburg Pincus Managing Directors, Joel Ackerman and Mr. Wenstrup, and Soros' Co-Head of Private Equity Neal Moszkowski and Partner, Jonathan Bilzin, will become members of the Spheris Board of Directors. Mr. Simpson will retain his position as a director on the company's board.

Harris Williams & Company, a middle market investment banking firm based in Richmond, Virginia, represented Spheris and Parthenon Capital in the transaction.

Spheris Inc.

Spheris is the nation's second largest medical transcription company, delivering technology and services to more than 200,000 physicians at more than 300 health systems, hospitals and group practices throughout the U.S. and Canada. Over 3,000 Spheris medical transcriptionists support the company's clients through secure networks, using a Web-based system with integrated voice, text and data. Customer care is provided 365/24/7 with an emphasis on quality, fast turnaround time and verifiable pricing. Spheris is headquartered in Franklin, TN, with major operations in St. Petersburg, FL. For more information please visit http://www.spheris.com/.

Warburg Pincus

Warburg Pincus has been a leading private equity investor since 1971. The firm currently has approximately $13 billion under management, including $3 billion available for investment in a range of industries including healthcare, financial services, LBO and special situations, information and communication technology, media and business services, energy and real estate. Warburg Pincus is an experienced partner to entrepreneurs seeking to create and build durable companies with sustainable value. The firm has an active portfolio of about 125 companies. For more information please visit http://www.warburgpincus.com/.

Soros Soros Private Equity has invested over $2.2 billion in more than 90 companies in the United States and Western Europe in a range of industries, including media, telecom, technology, managed health, business services, chemicals and travel services.

Parthenon Capital is a $1.1 billion private equity firm with offices in Boston and San Francisco. The firm focuses on providing financial backing and strategic support to middle market companies for acquisition and internal growth strategies. Investment preferences include providing equity and sub- debt capital to middle-market and later-stage growth companies with revenues between $50 million - $500 million. Parthenon Capital has a particular expertise in the following industries: Business/Financial Services, Food Beverage, Healthcare, Consumer Products, Value-Added Distribution, and Niche Manufacturing. For more information please visit http://www.parthenoncapital.com/.

Spheris Inc.

CONTACT: Harry Shaw of Spheris Inc., +1-615-261-1570; or Kenny Juarez,or Jennifer Powers, both of Abernathy MacGregor, +1-212-371-5999, for WarburgPincus; or Nanette Sorich of Parthenon Capital, +1-617-960-4052