Filed by: Allscripts Inc. (Commission File No. 000-26537)
Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed
pursuant to Rule 14a-12 of the Securities Exchange Act of 1934
Subject Company: Channelhealth Incorporated
FOR IMMEDIATE RELEASE
Allscripts, Inc. Contact IDX Systems Corporation Contact
------------------------ -------------------------------
Ken Shore Margo Happer
Vice President-Marketing Director - Investor Relations
847-680-3515 802-864-1758 ext. 6169
[email protected] [email protected]
ChannelHealth Contact
---------------------
Tracey Moran
Media Relations
802-863-5525 ext. 4272
[email protected]
ALLSCRIPTS CLEARS H-S-R WAITING PERIOD FOR ACQUISITION OF CHANNELHEALTH
CHICAGO, IL and BURLINGTON, VT, September 13, 2000 -- Allscripts, Inc. (NASDAQ:
MDRX), the leading provider of wireless, point-of-care e-prescribing and
productivity solutions for physicians, and IDX Systems Corporation (NASDAQ:
IDXC), a leading healthcare information systems company, announced they received
notification from the Federal Trade Commission, granting their request for early
termination of the Hart Scott Rodino premerger waiting period. The notice
relates to Allscripts' pending purchase of ChannelHealth from IDX. ChannelHealth
provides a set of Internet-based clinical and productivity solutions for
physicians that bring the power of the Internet to the practice of medicine.
"We are planning to close this transaction in the fourth quarter and expect to
quickly integrate the ChannelHealth offerings with our own," stated Glen
Tullman, Chairman and Chief Executive Officer of Allscripts. "Customer feedback
on the merger has been very exciting and our teams have been planning
coordinated customer service and development processes. We will continue to
support IDX and the Channel offerings and integrate the functionality into our
own devices."
The companies will be filing appropriate documentation with the Securities and
Exchange Commission in the near future.
"Our customers and sales force are ready for this unique extension of our
practice management systems which will soon include point-of-care tools for the
physician that will be seamlessly integrated with our products," commented Rich
Tarrant, Chief Executive Officer of IDX. "I have been very pleased with the
response we have received from our customers and share their enthusiasm for the
Allscripts component of our overall solution."
ABOUT ALLSCRIPTS
Allscripts, Inc. is the leading provider of innovative point-of-care medication
management and productivity enhancing solutions designed to meet the needs of
physician practices and managed care payers and plans. The Company's TouchScript
<PAGE>
Filed by: Allscripts Inc. (Commission File No. 000-26537)
Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed
pursuant to Rule 14a-12 of the Securities Exchange Act of 1934
Subject Company: Channelhealth Incorporated
ALLSCRIPTS/IDX
Page 2
software provides easy-to-use electronic prescribing that reduces medication
errors and uses the Internet to route transactions to local retail, mail order
and Internet pharmacies and managed care organizations. The Personal
Prescriber(TM) is based on the Hewlett-Packard (NYSE: HWP) Jornada 600 Series
hand held PC hardware and runs on Microsoft's Windows CE operating system. The
Company also provides a number of Internet-based patient compliance and
physician education services such as its e-Detailing(TM) products from its
Physicians Interactive unit, as well as e-commerce applications. Through its
acquisition of MasterChart, Allscripts markets the Practical Portable(TM), the
premier, hand-held digital dictation solution for physicians. Allscripts also
allows physicians to prescribe a web page with patient care plans through its
Medifor unit. Strategic partners include IMS Health (NYSE: RX), the world's
leading supplier of information solutions to the pharmaceutical and healthcare
industries, and PlanetRx.com, (NASDAQ: PLRX), a leading Internet healthcare
destination for commerce, content and community. Allscripts is headquartered in
Libertyville, IL, and provides services to over 12,000 physicians at 3,000 sites
across the U.S. Visit Allscripts on the Web at allscripts.com. Allscripts,
TouchScript, TouchScript.Net, Personal Prescriber and 3Touch are trademarks of
Allscripts, Inc.
ABOUT IDX
Founded in 1969, IDX Systems Corporation provides complete healthcare
information solutions for physician group practices, management service
organizations, academic medical centers, and integrated delivery networks
(IDNs). To connect systems and sites across the enterprise, IDX offers a
comprehensive set of products and services designed to align physicians and
hospitals, streamline patient flow, enhance quality, and reduce costs. IDX
products are used by, or are under contract to be used by, more than 125,000
physicians and are installed at over 2,065 client sites. This includes more than
265 large physician group practices with more than 75 physicians, more than 510
physician practices with 75 or fewer physicians, and more than 280 IDNs
representing over 370 hospitals. EDiX Corporation, an IDX subsidiary, offers
Internet-based medical transcription and clinical documentation services to over
130 physician group and hospital customers.
This announcement contains forward-looking statements about Allscripts, Inc.
that involve risks and uncertainties. These forward-looking statements are
developed by combining currently available information with Allscripts' beliefs
and assumptions. These statements often contain words like will, believe,
expect, anticipate, intend, contemplate, seek, plan, estimate or similar
expressions. Forward-looking statements do not guarantee future performance.
These statements are made under the protection afforded them by Section 21E of
the Securities Exchange Act of 1934. 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
Registration Statement and Proxy Statement to be filed in connection with this
transaction.
<PAGE>
Filed by: Allscripts Inc. (Commission File No. 000-26537)
Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed
pursuant to Rule 14a-12 of the Securities Exchange Act of 1934
Subject Company: Channelhealth Incorporated
ALLSCRIPTS/IDX
Page 3
This press release contains forward-looking statements about IDX Systems
Corporation that involve a number of risks and uncertainties. Among the
important factors that could cause actual results to differ materially from
those indicated by such forward-looking statements are possible deferral, delay
or cancellation by customers of computer system purchase decisions, possible
delay or denial of regulatory and stockholder approval for the transactions with
Allscripts, Inc., possible adverse change in the business or stock price of
Allscripts, Inc., the inability of IDX to realize benefits from its proposed
alliance with Allscripts, Inc., possible delay of systems installations,
development by competitors of new or superior technologies, changing economic,
political and regulatory influences on the healthcare and Internet industries,
changes in product pricing policies, general economic conditions and regulatory
developments in the healthcare industry, and factors detailed from time to time
in the IDX's periodic reports and registration statements filed with the
Securities and Exchange Commission, which important factors are incorporated
herein by reference. IDX undertakes no obligation to update forward-looking
statements to reflect changed assumptions, the occurrence of unanticipated
events, or changes in future operating results, financial condition or business
over time.
Allscripts expects to file a Registration Statement on Form S-4 in connection
with the merger transactions referred to in this press release, and Allscripts
expects to mail a Proxy Statement/Prospectus to its stockholders containing
information about the merger. WE URGE INVESTORS AND STOCKHOLDERS TO READ THE
REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS CAREFULLY WHEN THEY BECOME
AVAILABLE, BECAUSE THEY CONTAIN IMPORTANT INFORMATION CONCERNING ALLSCRIPTS,
CHANNELHEALTH, THE MERGER AND RELATED MATTERS. INVESTORS AND SECURITY HOLDERS
WILL BE ABLE TO OBTAIN FREE COPIES OF THE REGISTRATION STATEMENT ON FORM S-4 AND
THE PROXY STATEMENT/PROSPECTUS THROUGH THE WEBSITE MAINTAINED BY THE SECURITIES
AND EXCHANGE COMMISSION AT www.sec.gov. AND FROM ALLSCRIPTS AT THE CONTACT
LISTED ABOVE.
ALLSCRIPTS AND ITS DIRECTORS AND CERTAIN OF ITS EXECUTIVE OFFICERS MAY BE
DEEMED, UNDER SEC RULES, TO BE SOLICITING PROXIES FROM ITS STOCKHOLDERS IN FAVOR
OF THE PROPOSED MERGER. INFORMATION REGARDING THE IDENTITY OF THESE PERSONS, AND
THEIR INTEREST IN THE SOLICITATION, WILL BE SET FORTH IN A SCHEDULE 14A TO BE
FILED WITH THE SEC, AND AVAILABLE FREE OF CHARGE AT THE SEC WEBSITE AND PUBLIC
REFERENCE ROOM, AND FROM ALLSCRIPTS AS PROVIDED BELOW.
