0000921895-26-001076.txt : 20260424
0000921895-26-001076.hdr.sgml : 20260424
20260424161533
ACCESSION NUMBER: 0000921895-26-001076
CONFORMED SUBMISSION TYPE: SCHEDULE 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20260424
DATE AS OF CHANGE: 20260424
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: TruBridge, Inc.
CENTRAL INDEX KEY: 0001169445
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371]
ORGANIZATION NAME: 06 Technology
EIN: 743032373
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SCHEDULE 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-78807
FILM NUMBER: 26894204
BUSINESS ADDRESS:
STREET 1: 54 ST. EMANUEL STREET
CITY: MOBILE
STATE: AL
ZIP: 36602
BUSINESS PHONE: (251) 639-8100
MAIL ADDRESS:
STREET 1: 54 ST. EMANUEL STREET
CITY: MOBILE
STATE: AL
ZIP: 36602
FORMER COMPANY:
FORMER CONFORMED NAME: COMPUTER PROGRAMS & SYSTEMS INC
DATE OF NAME CHANGE: 20020319
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: Pinetree Capital Ltd.
CENTRAL INDEX KEY: 0001314173
ORGANIZATION NAME:
EIN: 000000000
STATE OF INCORPORATION: A6
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SCHEDULE 13D/A
BUSINESS ADDRESS:
STREET 1: 49 LEUTY AVENUE
CITY: TORONTO
STATE: A6
ZIP: M4E 2R2
BUSINESS PHONE: 416-941-9600
MAIL ADDRESS:
STREET 1: 49 LEUTY AVENUE
CITY: TORONTO
STATE: A6
ZIP: M4E 2R2
SCHEDULE 13D/A
1
primary_doc.xml
X0202
SCHEDULE 13D/A
0000902664-24-002402
0001314173
XXXXXXXX
LIVE
10
Common Stock, par value $0.001 per share
04/23/2026
false
0001169445
205306103
TruBridge, Inc.
54 ST. EMANUEL STREET
MOBILE
AL
36602
Damien Leonard
416-941-9600
L6 Holdings Inc. / Pinetree Capital Ltd.
49 Leuty Ave.
Toronto
A6
M4E 2R2
Andrew Freedman & Ian Engoron
212-451-2300
Olshan Frome Wolosky LLP
1325 Avenue of the Americas
New York
NY
10019
0002014948
N
L6 Holdings Inc.
a
WC
N
A6
0.00
2130000.00
0.00
2130000.00
2130000.00
N
14.3
CO
0001314173
N
Pinetree Capital Ltd.
a
AF
N
A6
0.00
850000.00
0.00
850000.00
850000.00
N
5.7
OO
Common Stock, par value $0.001 per share
TruBridge, Inc.
54 ST. EMANUEL STREET
MOBILE
AL
36602
Item 4 is hereby amended to add the following:
On April 23, 2026, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with Inventurus Knowledge Solutions, Inc., a Delaware corporation ("Parent"), IKS Next Horizon, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"), and solely for certain limited purposes as specified therein, Inventurus Knowledge Solutions Limited, an Indian public limited company. Pursuant to the Merger Agreement, and upon the terms and subject to the conditions thereof, Merger Sub will be merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and becoming a wholly owned subsidiary of Parent, as more fully described in the Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on April 23, 2026.
Concurrently with the execution of the Merger Agreement, the Reporting Persons, in their capacities as shareholders of the Issuer, and certain other parties entered into separate voting and support agreements (each, a "Voting and Support Agreement"). Under the terms of the Voting and Support Agreement, the Reporting Persons have agreed to, among other things, vote their shares of capital stock of the Issuer: (i) in favor of (a) the Merger and the adoption of the Merger Agreement, (b) each of the other actions contemplated by the Merger Agreement, and (c) the adjournment of any meeting of the Issuer's stockholders in accordance with the Merger Agreement and (ii) against any Acquisition Proposal (as defined in the Merger Agreement). In addition, the Reporting Persons have irrevocably appointed the Issuer and its designees as proxy to vote the Reporting Persons' shares in favor of such matters if the Reporting Persons have not already so voted by two business days prior to the applicable meeting. Further, the Reporting Persons agreed not to transfer, sell, pledge, encumber or otherwise dispose of any of their shares during the term of the Voting and Support Agreement, subject to certain exceptions, and agreed not to assert any appraisal rights with respect to the Merger.
The Voting and Support Agreement will terminate upon the earliest to occur of (i) the Effective Time (as defined in the Merger Agreement), (ii) the valid termination of the Merger Agreement in accordance with its terms, (iii) with the prior written consent of Parent, the mutual written agreement of the parties to the Voting and Support Agreement, (iv) a Change of Recommendation (as defined in the Merger Agreement) effected by the Issuer's Board in accordance with the Merger Agreement, (v) any amendment to, or modification or waiver of any provision of, the Merger Agreement that (a) decreases the amount or changes the form of the merger consideration payable to the stockholders of the Issuer or (b) amends any other term or condition of the Merger Agreement in a manner that is materially adverse to the Reporting Persons' rights under the Merger Agreement, (vi) the receipt of the Requisite Company Vote (as defined in the Merger Agreement), or (vii) the Outside Date (as defined in the Merger Agreement).
The foregoing description of the Voting and Support Agreement is not complete and is qualified in its entirety by reference to the full text of the Voting and Support Agreement, which is attached hereto as Exhibit 99.1.
Item 6 is hereby amended to add the following:
On April 23, 2026, the Reporting Persons and the Issuer entered into the Voting and Support Agreement as defined and described in Item 4 above.
Item 7 is hereby amended to add the following exhibit:
99.1 - Voting and Support Agreement, dated as of April 23, 2026, by and between the Reporting Persons and the Issuer (incorporated by reference to Exhibit 10.1 to the Issuer's Current Report on Form 8-K, filed with the Securities and Exchange Commission on April 23, 2026).
L6 Holdings Inc.
/s/ Damien Leonard
Damien Leonard, Managing Director
04/24/2026
Pinetree Capital Ltd.
/s/ Damien Leonard
Damien Leonard, President
04/24/2026