Quovadx Inc. Announces Sale of CareScience Division and Definitive Agreement to Sell Quovadx to Battery Ventures

  
    
  
  
    
      Quovadx Inc., (Nasdaq:QVDX), a global software and vertical solutions 
      company, today announced two transactions that resulted from the Company’s 
      previously announced review of strategic alternatives: the sale of the 
      CareScience division and an agreement to sell the remainder of Quovadx, 
      Inc.
    
    
      On Friday, March 30, 2007, Quovadx completed the sale of its CareScience 
      division to Premier Inc. healthcare alliance for $34.9 million.
    
    
      In a second and separate transaction, on Sunday April 1, 2007, Quovadx 
      then entered into a definitive agreement to sell the Company – 
      which includes the remaining Rogue Wave Software and Integration 
      Solutions operating divisions – to Battery 
      Ventures, a venture capital and private equity firm focused on investing 
      in technology and innovation worldwide. The purchase price for Quovadx, 
      which includes the proceeds received from the CareScience sale, is 
      $136.7 million, subject to a working capital adjustment at closing. 
      Thus, stockholders are expected to receive $136.7 million, or $3.15 per 
      share, a 24 percent premium when compared to the closing price of 
      Quovadx stock on Friday, March 30, 2007.
    
    
      “Today’s 
      announcement comes as a result of a thorough review of a broad range of 
      strategic alternatives by the Quovadx Board of Directors and the Company’s 
      management,” said Harvey A. Wagner, chief 
      executive officer of Quovadx. “Since joining 
      the Company in May 2004, my goal has been to deliver value to our 
      stockholders. We believe these transactions represent the clearest path 
      to delivering value, while insulating investors from market risks and 
      uncertainties.”
    
    
      Premier Transaction
    
    
      On Friday, March 30, 2007, Quovadx, Inc. and Premier Inc. simultaneously 
      signed a definitive agreement and closed the related transaction wherein 
      Premier purchased all outstanding shares of CareScience stock for $34.9 
      million, or a multiple of approximately 2.3 times CareScience’s 
      2006 revenue. The transaction was approved by the Boards of Directors of 
      both Quovadx and Premier. The final purchase price is subject to certain 
      post-closing adjustments, including the final calculation of working 
      capital for CareScience as of March 31, 2007. The sale is not expected 
      to result in any income taxes due from Quovadx.
    
    
      “We are pleased with the sale of CareScience 
      to such a strong organization as Premier,” 
      added Wagner. “We believe that the 
      combination of CareScience’s expertise and 
      products with Premier’s industry leading 
      position will provide growth opportunities for CareScience employees and 
      powerful solutions to CareScience customers, partners and prospects. We 
      anticipate a smooth transition process to Premier for our employees, 
      customers and partners.”
    
    
      “CareScience’s 
      robust clinical analytics, research capabilities and dedicated employees 
      enhance Premier’s industry-leading 
      capabilities for improving healthcare quality while safely reducing the 
      cost of care,” said Stephanie Alexander, 
      Premier senior vice president. “We look 
      forward to creating new and enhanced solutions that will provide 
      hospitals and health systems greater access to the expertise, clinical 
      research and knowledge-sharing they need to meet the critical challenges 
      facing healthcare today.”
    
    
      Battery Ventures Transaction
    
    
      On Sunday, April 1, 2007, Quovadx Inc. and Battery Ventures entered into 
      an agreement wherein Battery Ventures will acquire 100 percent of the 
      outstanding shares of the common stock of Quovadx, Inc. for $136.7 
      million payable to Quovadx stockholders. Stockholders are therefore 
      expected to receive $3.15 per share, subject to certain post-closing 
      adjustments. The estimated per share price includes the net proceeds 
      from the March 30, 2007 sale of the Company’s 
      CareScience division.
    
    
      The Board of Directors of Quovadx, Inc. has unanimously approved the 
      definitive agreement and will recommend that Quovadx’s 
      stockholders approve the transaction.
    
    
      “The Quovadx Board and management team 
      believe that this transaction represents the best opportunity to deliver 
      value to stockholders and the best match for our employees, customers, 
      and partners,” Wagner continued. “We’re 
      pleased that an investor of Battery Ventures’ 
      caliber recognized the value of the ISD and Rogue Wave Software 
      divisions. We believe this transaction will enable both businesses to 
      better focus on their respective customers and markets and will provide 
      access to increased financial support to fund growth.”
    
    
      “We have a long history of partnering with 
      technology companies to support profitable growth and are excited by the 
      opportunity to invest in ISD and Rogue Wave Software,” 
      said Dave Tabors, general partner at Battery. “Both 
      organizations are well positioned to move forward as independent 
      entities, focused on delivering market-leading technologies to their 
      customers. Our extensive experience combined with an infusion of capital 
      will support both divisions’ quests for 
      organic growth as well as growth through acquisition.”
    
    
      The proposed transaction is subject to customary conditions to closing, 
      including the affirmative vote of Quovadx stockholders. The Company 
      expects to file a proxy related to this transaction and to hold a 
      special meeting for stockholders promptly following clearance of its 
      proxy materials from the SEC. The proposed transaction is expected to 
      close within 90 days. Upon closing, Quovadx, Inc. will no longer be 
      publicly traded on the NASDAQ stock market.
    
    
      Additional details on these transactions are described in a related Form 
      8-K, filed with the SEC on April 2, 2007, and currently available at www.sec.gov. 
      In addition, more detailed information on the Battery Ventures 
      transaction will be provided in an upcoming proxy statement, which is 
      scheduled to be filed with the SEC and mailed to Quovadx stockholders in 
      June 2007.
    
    
      First Albany Capital, Inc. acted as the exclusive financial advisor to 
      the Company on the transactions.
    
    
      Conference Call
    
    
      Quovadx will host a conference call today, April 2, 2007, at 10:00 AM 
      MT/12:00 PM ET, which will be broadcast live over the Internet. Please 
      visit the "Investors" section of the Company's Website at http://www.investors.quovadx.com 
      and click on the Investor Events page. For those who cannot access the 
      live broadcast, a replay of the presentation will be archived on the Web 
      cast and Presentation page of the Investor Relations section of the 
      Company’s Website. In addition, an audio 
      replay of the call will be available through April 9, 2007 by calling 
      toll free at 888-286-8010 and entering pass code 24090702.
    
    
      About Premier, 2006 Malcolm Baldrige National Quality Award recipient
    
    
      Serving more than 1,700 hospitals and 45,000 other healthcare sites, 
      Premier Inc. is the largest healthcare alliance in the United States 
      dedicated to improving patient outcomes while safely reducing the cost 
      of care. Owned by not-for-profit hospitals, Premier operates the 
      nation's largest healthcare purchasing network, the most comprehensive 
      repository of hospital clinical and financial information and one of the 
      largest policy-holder owned, hospital professional liability 
      risk-retention groups in healthcare. Headquartered in San Diego, Premier 
      has offices in Charlotte, N.C. and Washington, D.C.. For more 
      information, visit www.premierinc.com.
    
    
      About Battery Ventures
    
    
      Since 1983, Battery Ventures has been investing in technology and 
      innovation worldwide. The firm partners with entrepreneurs and 
      management teams across technology sectors, geographies and stages of a 
      company’s life, from start-up and expansion 
      financing, to growth equity and buyouts.
    
    
      Battery Ventures has supported many breakthrough companies around the 
      world, including: Airespace (acquired by Cisco), Akamai Technologies 
      (AKAM), Cbeyond (CBEY), LIFFE (acquired by Euronext), and Neoteris 
      (acquired by NetScreen). Its current portfolio includes emerging firms 
      such as BladeLogic, Lion Cells, Netezza, Spot Runner, and Tejas 
      Networks, as well as more established companies such as ITA Software, 
      Consona (formerly Made2Manage), MetroPCS, and Nova Analytics.
    
    
      From offices in Boston, Silicon Valley and Israel, Battery Ventures 
      manages more than $2 billion in committed capital. For more information, 
      visit www.battery.com.
    
    
      About Quovadx, Inc.
    
    
      Quovadx (Nasdaq:QVDX) offers software and services for software system 
      development, extension, and integration to enterprise customers 
      worldwide. Quovadx has two divisions, including the Integration 
      Solutions division (ISD), which offers private and public healthcare and 
      healthcare IT organizations software infrastructure to facilitate system 
      interoperability and leverage existing technology, and, the Rogue Wave 
      Software division, which provides reusable software components and 
      services for enterprise-class application development and 
      high-performance SOA. A third division, CareScience, was sold to Premier 
      on March 30, 2007. For more information, please visit www.quovadx.com.
    
    
      Additional Information about the Merger and Where to Find It
    
    
      This communication is being made in respect of the proposed merger 
      transaction involving Quovadx, Inc. and Battery Ventures. In connection 
      with the transaction, Quovadx, Inc. will file a proxy statement with the 
      SEC. Quovadx stockholders are urged to read the proxy statement 
      carefully and in its entirety when it becomes available because it will 
      contain important information about the proposed transaction.
    
    
      The final proxy statement will be mailed to Quovadx stockholders. In 
      addition, the proxy statement and other documents will be available free 
      of charge from the SEC Internet Web site, http://www.sec.gov. 
      When available, the proxy statement and other pertinent documents also 
      may be obtained for free at Quovadx’s Web 
      site, www.investors.quovadx.com 
      or by contacting Rebecca Winning via email at [e-mail], 
      or by phone at 720-554-1346.
    
    
      Quovadx directors, officers, other members of management and employees 
      may be deemed to be participants in the solicitation of proxies in 
      respect to the proposed transactions. Information regarding Quovadx’s 
      directors and executive officers is detailed in its proxy statements and 
      annual reports on Form 10-K, previously filed with the SEC, and the 
      proxy statement relating to the proposed transactions, when it becomes 
      available.
    
    
      Cautionary Statement
    
    
      Certain forward-looking statements are included in this release, 
      including statements relating to a proposed transaction between Quovadx 
      Inc. and Battery Ventures. These statements are made pursuant to the 
      safe harbor provisions of the Private Securities Litigation Reform Act 
      of 1995. These forward-looking statements reflect Quovadx management's 
      current expectations regarding the proposed transaction, and speak only 
      as of the date of this release. Investors are cautioned that all 
      forward-looking statements in this release involve risks and 
      uncertainties that could cause actual results to differ materially from 
      those referred to in the forward-looking statements. Such risks and 
      uncertainties include, among other things: i) that Quovadx stockholders 
      will not support or approve the transaction in a timely manner, if at 
      all; ii) that the closing of the transaction with Battery Ventures could 
      be materially delayed or more costly and difficult than expected; iii) 
      that the final value of the transaction could be adversely affected by 
      changes in working capital; and/or iv) that the transaction will not be 
      consummated. A full discussion of known risks and uncertainties is 
      included in the Company's Annual Report on Form 10-K and Quarterly 
      Reports on Form 10-Q as filed with the SEC, copies of which are 
      available without charge from the Company. These filings are also 
      available electronically through a link from the Quovadx Investor 
      Relations Web page or from the SEC Web site at www.sec.gov 
      under "Quovadx, Inc." If any of the events described in those filings 
      were to occur, either alone or in combination, it is likely that the 
      Company’s ability to reach the results 
      described in the forward-looking statements could be impaired and the 
      Company’s stock price could be adversely 
      affected. Quovadx does not undertake any obligation to update or correct 
      any forward-looking statements included in this release to reflect 
      events or circumstances occurring after the date of this release.