<PAGE>
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) October 27, 1999
INFOCURE CORPORATION
--------------------
(exact name of registrant as specified in chapter)
<TABLE>
<S> <C> <C>
Delaware 001-12799 58-2271614
- ---------------------------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
</TABLE>
<TABLE>
<S> <C>
1765 The Exchange, Suite 500 Atlanta, GA 30339
- ------------------------------------------------------------------------------------------------
(Address of principal executive office) (zip code)
</TABLE>
<TABLE>
<S> <C>
Registrant's telephone number, including area code: 770-221-9990
------------
</TABLE>
Not Applicable
--------------
(Former name or former address, if changed since last report)
<PAGE>
Contents
-----------
Page
Item 5: Other Events . . . . . . . . . . . . . . . . . . . . . 3
Item 7: Financial Statements and Exhibits . . . . . . . . . . 3
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
2
<PAGE>
Item 5. Other Events.
On October 27, 1999, InfoCure Corporation ("InfoCure") announced its
financial results for the three months and nine months ended September 30, 1999.
InfoCure will file its Quarterly Report on Form 10-Q relating to its third
quarter financial results on or before November 15, 1999.
In addition, on November 2, 1999, InfoCure announced that it has signed a
letter of intent with Medical Dynamics, Inc. ("Medy") to transfer its KComp
general dental practice management business to Medy in return for shares of Medy
common stock. In connection with the execution of the letter of intent,
InfoCure made a $500,000 loan to Medy to repay certain Medy indebtedness and for
working capital. InfoCure has also agreed to purchase additional shares of Medy
common stock from Medy for $2.0 million, which purchase price may be offset by
the forgiveness of the loan. Simultaneous with the completion of the
transactions with Medy, InfoCure will assign to Medy its agreement to acquire
the dental practice management software business known as PracticeWorks from
Zila, Inc. ("Zila"). After these transactions are completed, InfoCure will own
approximately 60% of the total outstanding shares of Medy, on a fully diluted
basis.
InfoCure expects the transactions with Medy and Zila to close by year-end
or in the first quarter of 2000. The transactions are subject to a number of
conditions to closing. There can be no assurance that the parties will be able
to satisfy all of these conditions or that the closing will ultimately occur in
accordance with the contemplated terms.
Item 7. Financial Statements and Exhibits.
(b) Exhibits
The following exhibits are filed herewith:
<TABLE>
<CAPTION>
Exhibit Description
------- -----------
<C> <S>
99.1 Press release dated October 27, 1999 announcing third
quarter financial results.
99.2 Press release dated November 2, 1999 announcing investment
in Medical Dynamics, Inc.
</TABLE>
3
<PAGE>
SIGNATURES
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 thereunto duly authorized.
INFOCURE CORPORATION
(Registrant)
Date: November 3, 1999 by: /s/ James A. Cochran
------------------------------------
James A. Cochran
Chief Financial Officer
4
<PAGE>
EXHIBIT 99.1
------------
INFOCURE CORPORATION ANNOUNCES RECORD FINANCIAL RESULTS FOR THE THIRD QUARTER
AND NINE MONTHS ENDED SEPTEMBER 30, 1999 AND ANNOUNCES DATE FOR INTRODUCTION OF
NEW E-HEALTH TECHNOLOGIES
Atlanta - October 27/PRNewswire/-- InfoCure Corporation (Nasdaq: INCX - News)
today announced record financial results for the third quarter and the nine
months ended September 30, 1999.
1999 Third Quarter Highlights versus 1998 (a):
<TABLE>
<S> <C>
Revenue Increase: 112%
EBITDA (b) Increase: 173%
Net Income Increase: 225%
Earnings Per Share Increase: 113%
</TABLE>
1999 Nine Months Highlights versus 1998 (a):
<TABLE>
<S> <C>
Revenue Increase: 108%
EBITDA Increase: 167%
Net Income Increase: 170%
Earnings Per Share Increase: 67%
</TABLE>
<TABLE>
<CAPTION>
Summary Financial Table (a)
(in thousands, except per share data)
(unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
--------------------------------- ------------------------------------
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenue $45,651 $21,581 $127,075 $61,045
EBITDA 12,515 4,592 33,534 12,558
Net Income 5,792 1,782 14,594 5,409
Earnings Per Share - Diluted 0.17 0.08 0.50 0.30
Weighted Average Shares
Outstanding - Diluted 34,332 21,365 29,259 18,124
</TABLE>
(a) Excluding the net effects of nonrecurring charges totaling $1.1 million and
$2.0 million for the three and nine months ended September 30, 1999,
respectively; an extraordinary item of $4.9 million ($2.9 million, net of taxes)
for the early retirement of debt in the nine months ended September 30, 1999;
$1.9 million in nonrecurring charges and an $800,000 accretive dividend in the
nine months ended September 30, 1998.
(b) Represents earnings before interest, taxes, depreciation, amortization and
nonrecurring charges.
1
<PAGE>
For the quarter ended September 30, 1999, total revenue was $45.7 million and
net income was $5.8 million or $0.17 per diluted share excluding the net effects
of $1.1 million of nonrecurring charges. Nonrecurring charges included a
$513,000 non-cash charge for compensatory stock awards and $570,000 related
primarily to transaction costs associated with three mergers completed during
the period. This compares with total revenue of $21.6 million and net income of
$1.8 million or $0.08 per diluted share for the quarter ended September 30,
1998.
After giving effect to the net impact of $1.1 million of nonrecurring charges,
InfoCure reported net income of $5.1 million or $0.15 per diluted share for the
quarter ended September 30, 1999.
For the nine month period ended September 30, 1999, total revenue was $127.1
million and net income was $14.6 million or $.50 per diluted share excluding the
net effects of the $2.0 million in nonrecurring charges and a $4.9 million ($2.9
million, net of taxes) extraordinary item. The nonrecurring charges included
$1.1 million in non-cash charges related to compensatory stock awards and
$955,000 of merger costs. The extraordinary item represents a non-cash charge
for the early retirement of debt. This compares with total revenue of $61.0
million and net income of $5.4 million or $0.30 per diluted share excluding the
net effects of $1.9 million in non-recurring restructuring charges and an
$800,000 non-cash accretive dividend for the nine month period ended September
30, 1998.
After giving effect to the net impact of nonrecurring charges and the
extraordinary item, InfoCure reported net income of $10.4 million or $0.36 per
diluted share for the nine month period ended September 30, 1999. This compares
with net income of $3.3 million or $0.18 per diluted share after giving effect
to the net impact of non-recurring restructuring charges and the accretive
dividend for the nine month period ended September 30, 1998.
In addition, the Company announced that it will be holding a series of meetings
that will preview to the investment community and its shareholders the Company's
new internet ready electronic data interchange and business-to-business e-
commerce technologies. The meetings are being held for analysts on November 17th
and for InfoCure shareholders on November 18th at InfoCure's corporate
headquarters in Atlanta. Attendance can be coordinated through Teddi Thrush at
InfoCure investor relations, 212-332-8100.
Frederick L. Fine, President and CEO stated, "We are extremely proud to report
that for the tenth straight quarter we have exceeded consensus analysts'
estimates for InfoCure. I am particularly excited about the development of our
new technologies that we will preview to the investment community and our
shareholders. For the first time, we will be able to demonstrate the results of
our increased research and development efforts in combination with our strategy
of concentrating on individual healthcare specialties. In addition, we hope to
illustrate how our new technologies will allow us to leverage our unique market
positioning to access the opportunities presented by the new e-health portion of
the internet economy."
Richard Perlman, InfoCure's Chairman commented, "In addition to the record
revenues and profits achieved, I was particularly gratified that our focus on
improving cash flow from operations and receivable days outstanding has yielded
favorable results. As will be indicated in the condensed consolidated financial
statements to be included in our upcoming filing of Form 10-Q for the quarter,
cash flow from operations approximated $7 million for the period and
2
<PAGE>
receivable days outstanding decreased to 79. We will continue to focus on
improving these metrics in the current quarter."
InfoCure is a leading national provider of healthcare practice management
software products and services to targeted healthcare practice specialties,
including anesthesiology, dermatology, emergency medicine, oral and
maxillofacial surgery, orthodontics, pathology, podiatry and radiology, as well
as to larger general medical practices. The Company's practice management
software products automate the administrative, financial and clinical
information management functions for a wide range of doctors and other
healthcare providers. InfoCure provides its customers with ongoing software
support, training and electronic data interchange (EDI) services.
Certain statements in this release are forward-looking including comments
regarding the effectiveness of the Company's research and development efforts
and market positioning. A discussion of certain risk factors that may cause
results to differ from any forward-looking statements made herein can be found
in filings made by the Company with the Securities and Exchange Commission,
including the Company's Annual Report on Form 10-KSB for the period ending
December 31, 1998 and the Company's Registration Statement on Form S-3 declared
effective by the SEC on April 21, 1999.
3
<PAGE>
<TABLE>
<CAPTION>
INFOCURE CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS
(unaudited)
(in thousands, except per share data)
Proforma Excluding
Nonrecurring Charges
Three Months Three Months Three Months
Ended Ended Ended
September 30, 1999 September 30, 1998 September 30, 1999
------------------ ------------------ -----------------
<S> <C> <C> <C>
Revenue:
Systems and software $22,876 $11,313 $22,876
Maintenance, support and services 22,775 10,268 22,775
Total revenue 45,651 21,581 45,651
Operating expense:
Hardware and other items
purchased for resale 11,930 4,646 11,930
Selling, general and administrative 21,206 12,343 21,206
Depreciation and amortization 2,716 1,188 2,716
Nonrecurring charges 1,083 - -
Total operating expense 36,935 18,177 35,852
Operating income 8,716 3,404 9,799
Other expense:
Interest expense, net 365 694 365
Income before income taxes 8,351 2,710 9,434
Provision for income tax 3,227 928 3,642
Net income $ 5,124 $ 1,782 $ 5,792
Earnings per share-basic $ 0.18 $ 0.10 $ 0.20
Earnings per share-diluted $ 0.15 $ 0.08 $ 0.17
Weighted average shares-basic 28,932 17,121 28,932
Weighted average shares-diluted 34,332 21,365 34,332
</TABLE>
All prior period amounts have been restated to reflect the acquisitions of
Radiology Management System, Inc. ("Radman"), OMSystems, Inc. ("OMS"), Macon
Systems Management, LLC ("MSM"), Ardsley MIS, Inc. ("Orthoware"), Medfax
Corporation("Medfax") and Scientific Data Management, Inc. ("SDM").
4
<PAGE>
<TABLE>
<CAPTION>
INFOCURE CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS
(unaudited)
(in thousands, except per share data)
Proforma Proforma
Excluding Excluding
Nonrecurring Nonrecurring
Charges Charges
and Extraordinary and Accretive
item Dividend
Nine Months Nine Months Nine Months Nine Months
Ended Ended Ended Ended
September 30, 1999 September 30, 1998 September 30, 1999 September 30, 1998
------------------ ------------------ ------------------ ------------------
Revenue:
<S> <C> <C> <C> <C>
Systems and software $ 63,213 $31,553 $ 63,213 $31,553
Maintenance, support and services 63,862 29,492 63,862 29,492
Total revenue 127,075 61,045 127,075 61,045
Operating expense:
Hardware and other items
purchased for resale 31,830 14,412 31,830 14,412
Selling, general and administrative 61,711 34,075 61,711 34,075
Depreciation and amortization 6,942 3,213 6,942 3,213
Nonrecurring charges 2,038 1,874 - -
Total operating expense 102,521 53,574 100,483 51,700
Operating income 24,554 7,471 26,592 9,345
Other expense:
Interest expense, net 2,789 1,759 2,789 1,759
Income before income taxes 21,765 5,712 23,803 7,586
Provision for income tax 8,422 1,639 9,209 2,177
Net income before extraordinary item 13,343 4,073 14,594 5,409
Extraordinary item - early retirement
of debt 2,935 - - -
Net income 10,408 4,073 14,594 5,409
Accretive dividend - 800 - -
Net income available to common
stockholders $ 10,408 $ 3,273 $ 14,594 $ 5,409
Earnings per share-
before extraordinary item
Basic $ 0.54 $ 0.28 $ 0.59 $ 0.37
Diluted $ 0.46 $ 0.22 $ 0.50 $ 0.30
Earnings per share-
after extraordinary item
Basic $ 0.42 $ 0.23 $ 0.59 $ 0.37
Diluted $ 0.36 $ 0.18 $ 0.50 $ 0.30
Weighted average 24,629 14,447 24,629 14,447
shares-basic
Weighted average 29,259 18,124 29,259 18,124
shares-diluted
</TABLE>
All prior period amounts have been restated to reflect the acquisitions of
Radiology Management System, Inc. ("Radman"), OMSystems, Inc. ("OMS"), Macon
Systems Management, LLC ("MSM"), Ardsley MIS, Inc. ("Orthoware"), Medfax
Corporation("Medfax") and Scientific Data Management, Inc. ("SDM").
5
<PAGE>
EXHIBIT 99.2
------------
INFOCURE CORPORATION ANNOUNCES STRATEGIC INVESTMENT TO EXPAND DENTAL PRACTICE
MANAGEMENT SYSTEMS BUSINESS
Atlanta, GA - November 2, 1999 - InfoCure Corporation (NASDAQ: "INCX")
("InfoCure") announced today that it has signed a letter of intent with Medical
Dynamics, Inc. (NASDAQ: "MEDY") ("Medy") to transfer its KComp general dental
practice management business to Medy in return for shares of Medy common stock.
Medy is the parent company for Computer Age Dentist Inc, a leading supplier of
general dental practice management software. In connection with the execution of
the letter of intent, InfoCure made a $500,000 loan to Medy to repay certain
Medy indebtedness and for working capital. The loan is secured by the assets of
Medy and its subsidiaries. InfoCure has also agreed to purchase additional
shares of Medy common stock from Medy for $2,000,000 in cash, which the parties
expect will consist of $1,500,000 in cash and forgiveness of the loan.
Simultaneous with the completion of these transactions, InfoCure will assign to
Medy its agreement to acquire the dental practice management software business
known as PracticeWorks from Zila, Inc. (NASDAQ: "ZILA"). As a result, Medy
will have approximately 5,000 practices representing 8,000 dentists with
combined pro forma revenue of approximately $13 million dollars. After these
transactions are completed, InfoCure will own approximately sixty percent (60%)
of the total outstanding shares of Medy, on a fully diluted basis. The parties
expect the transactions to close by year-end or in the first quarter of 2000.
The transactions are subject to a number of conditions to closing. There can be
no assurance that the parties will be able to satisfy all of these conditions or
that the closing will ultimately occur in accordance with the contemplated
terms.
Frederick Fine, InfoCure's President and Chief Executive Officer stated: "Our
proposed investment and ownership in Medy reinforces our strategy of
establishing leadership in key healthcare technology markets. By quickly
capturing the doctors office "desktops" that use practice management software
and systems to run their practice, we will be in a unique position to bring the
individual doctor the benefits afforded by electronic commerce and Internet
connectivity. We strongly believe that the practice management system is the
'portal' that will allow doctors to take advantage of these new opportunities.
In addition, we believe our business and technical understanding of the small
practice market for information technology and related services will be a key
element in our relationship with Medy and Medy's opportunity to capture the
largest number of desktops in the dental information technology marketplace.
From a financial point of view, the structure of these transactions is very
efficient and allows us to capture a substantial number of desktops and a
significant amount of pro forma revenue without a large capital outlay."
Van Horsley, Medy's President and Chief Executive Officer stated: "We are
delighted to be able to align ourselves with a company such as InfoCure. Their
successful experience with making and integrating acquisitions will prove to be
a very valuable tool for Medical Dynamics' continued strategy of consolidating
dental practice management software companies."
1
<PAGE>
InfoCure is a leading national provider of healthcare practice management
software products and services to targeted healthcare practice specialties,
including anesthesiology, dentistry, oral and maxillofacial surgery,
orthodontics, podiatry and radiology, as well as to larger general medical
practices. The Company's wide range of practice management software products
automate the administrative, financial and clinical information management
functions of both office-based and hospital-based healthcare practices.
InfoCure provides its customers with ongoing software support, training and
electronic data interchange (EDI) services.
Certain statements in this release are forward-looking, including statements
relating to the terms and the Company's ability to complete the transactions
referenced herein, to introduce individual doctors to the benefits of electronic
commerce and Internet connectivity and to achieve leadership in the dental
information technology market. Although InfoCure believes that its expectations
are based on assumptions within the knowledge of its business, there can be no
assurance that actual results will not differ materially from those stated or
implied herein. A discussion of certain risk factors that may cause results to
differ from any forward-looking statements made herein can be found in filings
made by the Company with the Securities and Exchange Commission.
For further information contact:
- --------------------------------
Frederick L. Fine James K. Price
President & CEO Executive Vice President
(770) 857-4516 (770) 857-4517
Web Sites: http://www.infocure.com/
------------------------
http://www.medy.com/
--------------------
2
