Form 8-K

 

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) January 31, 2006

 


 

ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   000-32085   36-4392754

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

   

222 Merchandise Mart Plaza, Suite 2024,

Chicago, IL 60654

   
         

 

Registrant’s telephone number, including area code 1-800-654-0889.

 

N/A

(Former name or former address, if changed since last report)

 


 

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 Instruction 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))

 



Item 2.02. Results of Operations and Financial Condition.

 

On January 31, 2006, the registrant announced its earnings for the three months and year ended December 31, 2005. Further details are described in the press release issued by the registrant on January 31, 2006, and furnished as Exhibit 99.1 hereto and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

  Exhibit No.  

  

Description of Exhibit    


99.1    Press release issued January 31, 2006

 

2


SIGNATURE

 

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 hereunto duly authorized.

 

   

ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.

Date: January 31, 2006

 

By:

 

/s/ William J. Davis


       

William J. Davis

       

Chief Financial Officer


INDEX TO EXHIBITS

 

Exhibit
Number    


 

Description    


99.1   Press release issued January 31, 2006
Press release issued January 31, 2006

Exhibit 99.1

 

Allscripts Contacts:

Dan Michelson

Chief Marketing Officer

312-506-1217

dan.michelson@allscripts.com

     

Bill Davis

Chief Financial Officer

312-506-1211

bill.davis@allscripts.com

 

FOR IMMEDIATE RELEASE

 

Allscripts Reports Record Fourth Quarter 2005 Results

 

Net Income Increases More Than 200% For The Year

 

CHICAGO, IL – January 31, 2006 – Allscripts (Nasdaq: MDRX), the leading provider of clinical software, connectivity and information solutions that physicians use to improve healthcare, today announced results for the three months and year ended December 31, 2005.

 

Total revenue for the three months ended December 31, 2005 was $34.2 million, compared to $26.3 million for the same period last year. Revenue from software and related services for the three months ended December 31, 2005 was $18.2 million, compared to $14.3 million for the same period last year, increasing by 28%.

 

Gross margin percentage was 45.5% for the fourth quarter of 2005, compared to 46.9% during the fourth quarter of 2004.

 

Net income for the three months ended December 31, 2005 was $3.4 million, or $0.08 per diluted share, compared to net income of $1.4 million, or $0.03 per diluted share, for the same period last year, a net income increase of 143%. As previously disclosed, net income for the three months ended December 31, 2005 includes a non-cash, non-recurring stock-based compensation charge related to the acceleration of certain options amounting to approximately $0.5 million. Without this charge, diluted earnings per share for the fourth quarter 2005 would have been $0.09. A reconciliation of earnings per share excluding the option acceleration expense to GAAP earnings per share is included as part of this press release.

 

As of December 31, 2005, the Company had cash and marketable securities of $146.1 million.

 

“In 2005, the market for clinical automation continued to accelerate as the electronic health record became part of the ‘black bag’ of medicine. Allscripts played a leadership role in driving this transformation and our record results show that we continue to gain traction,” stated Glen Tullman, Chief Executive Officer of Allscripts. “The Company has never been better positioned and our pending acquisition of A4 Health Systems will result in Allscripts being the clear leader across all segments of the ambulatory market. I appreciate our clients continued support and am very proud of our team and the progress we made during the year towards our vision of becoming an indispensable part of the way physicians practice medicine.”

 

Total revenue for the year ended December 31, 2005 was $120.6 million, compared to $100.8 million for 2004. Revenue from software and related services for the year ended December 31, 2005 was $65.2 million, compared to $44.1 million for 2004, increasing by 48%.


Total gross margin percentage was 45.5% for the year ended December 31, 2005, compared to 42.3% for the year ended December 31, 2004.

 

Net income for the year ended December 31, 2005 was $9.7 million, or $0.23 per diluted share, compared to net income of $3.1 million, or $0.07 per diluted share, for 2004, a net income increase of 212%. Without the option acceleration expense recognized in the fourth quarter of 2005, diluted earnings per share would have been $0.24 for 2005.

 

Allscripts offered the following general guidance related to 2006, excluding any potential impact from the proposed acquisition of A4 Health Systems. The Company’s total revenue target for 2006 is expected to exceed $145 million. It anticipates that earnings per share will be in the range of $0.45 to $0.47 per diluted share, which excludes additional stock-based compensation expense.

 

Allscripts will conduct a conference call on Tuesday, January 31, 2006 at 4:30 PM eastern time. The conference call can be accessed by dialing 1-800-374-0526, or via the Internet at www.allscripts.com. A recording of the conference call will be available for review through February 14, 2006, at www.allscripts.com or by calling 1-800-642-1687, ID # 4715321.

 

About Allscripts

 

Allscripts is the leading provider of clinical software, connectivity and information solutions that physicians use to improve healthcare. The Company’s business groups provide unique solutions that inform, connect and transform healthcare. The Clinical Solutions Group’s award-winning clinical software applications include Electronic Health Record, e-prescribing and document imaging solutions. Additionally, Allscripts provides clinical product education and connectivity solutions for physicians and patients through its Physicians Interactive™ Group and medical fulfillment services through its Medication Services Group. To learn more, visit Allscripts on the Web at www.allscripts.com.

 

This announcement may contain forward-looking statements about Allscripts that involve risks and uncertainties, including statements involving our pending acquisition of A4 Health Systems, Inc. and guidance related to 2006. These statements are developed by combining currently available information with Allscripts beliefs and assumptions. Forward-looking statements do not guarantee future performance. Because Allscripts cannot predict all of the risks and uncertainties that may affect it, or control the ones it does predict, Allscripts’ actual results may be materially different from the results expressed in its forward-looking statements. For a more complete discussion of the risks, uncertainties and assumptions that may affect Allscripts, see the Company’s 2004 Annual Report on Form 10-K, available through the Web site maintained by the Securities and Exchange Commission at www.sec.gov.


Allscripts Healthcare Solutions, Inc.

Condensed Consolidated Balance Sheets

(amounts in thousands)

(Unaudited)

 

     December 31,
2005


   December 31,
2004


Assets

         

Current assets:

         

Cash and cash equivalents

   $60,905    $16,972

Marketable securities

   54,408    22,796

Accounts receivable, net

   29,244    21,382

Other receivables

   502    627

Inventories

   2,174    2,372

Prepaid expenses and other current assets

   5,811    3,571
    
  

Total current assets

   153,044    67,720

Long-term marketable securities

   30,750    88,471

Fixed assets, net

   2,753    2,366

Software development costs, net

   6,409    6,270

Intangible assets, net

   9,151    10,833

Goodwill

   13,760    13,713

Other assets

   5,097    4,804
    
  

Total assets

   $220,964    $194,177
    
  

Liabilities and Stockholders’ Equity

         

Current liabilities:

         

Accounts payable

   $8,630    $5,981

Accrued liabilities

   13,791    12,218

Deferred revenue

   17,306    14,607
    
  

Total current liabilities

   39,727    32,806

Long-term debt

   82,500    82,500

Other liabilities

   318    178
    
  

Total liabilities

   122,545    115,484

Stockholders’ equity

   98,419    78,693
    
  

Total liabilities and stockholders’ equity

   $220,964    $194,177
    
  


Allscripts Healthcare Solutions, Inc.

Condensed Consolidated Statements of Operations

(amounts in thousands, except per-share amounts)

(Unaudited)

 

     Three Months
Ended
December 31,


    For the Year Ended
December 31,


 
     2005

    2004

    2005

    2004

 

Revenue:

                        

Prepackaged medications

   $12,789     $9,342     $45,609     $44,733  

Software and related services

   18,249     14,306     65,166     44,121  

Information services

   3,159     2,665     9,789     11,916  
    

 

 

 

Total revenue

   34,197     26,313     120,564     100,770  

Cost of revenue:

                        

Prepackaged medications

   10,873     7,317     38,046     35,744  

Software and related services

   6,908     5,154     23,507     15,858  

Information services

   849     1,506     4,136     6,520  
    

 

 

 

Total cost of revenue

   18,630     13,977     65,689     58,122  
    

 

 

 

Gross profit

   15,567     12,336     54,875     42,648  

Operating expenses:

                        

Selling, general and administrative expenses

   11,510     10,337     43,304     37,653  

Stock-based compensation expense

   558     —       604     —    

Amortization of intangibles

   436     441     1,744     1,752  
    

 

 

 

Income from operations

   3,063     1,558     9,223     3,243  

Interest expense

   (880 )   (884 )   (3,516 )   (1,717 )

Interest income

   1,230     802     4,128     1,675  

Other expense, net

   (10 )   (73 )   (125 )   (93 )
    

 

 

 

Income before income taxes

   3,403     1,403     9,710     3,108  

Income taxes

   —       —       —       —    
    

 

 

 

Net income

   $3,403     $1,403     $9,710     $3,108  
    

 

 

 

Net income per share - basic

   $0.08     $0.04     $0.24     $0.08  
    

 

 

 

Net income per share - diluted

   $0.08     $0.03     $0.23     $0.07  
    

 

 

 

Weighted average shares of common stock outstanding used in computing basic net income per share

   40,812     38,484     40,045     38,979  
    

 

 

 

Weighted average shares of common stock outstanding used in computing diluted net income per share

   43,890     41,439     43,068     41,592  
    

 

 

 

Earnings per share reconciliation:

                        

Net income, as reported-GAAP (unaudited)

   $3,403     $1,403     $9,710     $3,108  

Add: Stock-based compensation charge for acceleration of options

   518     —       518     —    
    

 

 

 

Net income excluding stock-based compensation charge

   $3,921     $1,403     $10,228     $3,108  
    

 

 

 

Net income per share excluding stock-based compensation charge - basic

   $0.10     $0.04     $0.26     $0.08  
    

 

 

 

Net income per share excluding stock-based compensation charge - diluted

   $0.09     $0.03     $0.24     $0.07