NRCI National Research Corp. (MM)

National Research Corporation (NASDAQ:NRCI) announced that its shareholders approved the previously announced recapitalization plan at the annual meeting of shareholders held today in Lincoln, Nebraska.  The plan includes creation of a new class A common stock, reclassification of each share of its current common stock into one-half share of class B common stock, and increasing the authorized number of shares of capital stock.  

In connection with the recapitalization plan, National Research Corporation also announced that its Board of Directors has declared a stock dividend of three (3) shares of class A common stock for each share of existing common stock, payable May 22, 2013, to shareholders of record as of the close of business on Monday, May 20, 2013.  The Company anticipates consummating the rest of the recapitalization plan, also on May 22, 2013, with the reclassification of each share of its existing common stock as one-half of one share of class B common stock.

For purposes of illustrating the impact of the recapitalization on the number of shares held, following is an example calculation.

                                                                         Pre-Recap                  Post-Recap

                                                                        # of Shares                  # of Shares

      Common Stock                                                    100

Class A Common Stock                                                                          300

Class B Common Stock                                                                            50

Total Shares                                                        100                              350

In connection with the approval of the recapitalization plan, the Company's Board of Directors decided to suspend the payment of cash dividends on the Company's current common stock (and, consequently, the class A common stock and the class B common stock after the recapitalization is effective) to try to insulate the volume and trading price of the class A common stock and the class B common stock from significant fluctuations resulting from the recapitalization until a sufficient and independent trading market is established for each of the class A and class B common stock.  The payment and amount of future dividends, if any, is at the discretion of the Board of Directors and will depend on the Company's future earnings, financial condition, general business conditions, alternative uses of the Company's earnings and other factors.  

For more than 32 years, National Research Corporation has been at the forefront of patient-centered care, helping healthcare providers measure and improve quality and services through analytics that offer a rich understanding of customers' experiences, preferences, risks and behaviors across the healthcare continuum. 

CONTACT: Kevin Karas
         Chief Financial Officer
         402-475-2525