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): August 24, 1999
CAREINSITE, INC.
(Exact name of registrant as specified in charter)
DELAWARE 0-26345 22-3630930
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
669 River Drive, River Drive Center II 07407
Elmwood Park, NJ (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (201) 703-3400
Exhibit Index Appears on page 2.
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Item 5. Other Events.
CareInsite, Inc. issued on August 24, 1999 the press release
attached hereto as Exhibit 99.1. Such press release is incorporated herein by
reference.
Exhibit Index
Exhibit No. Description
- ----------- -----------
99.1 Press Release, dated August 24, 1999
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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.
CAREINSITE, INC.
Date: August 24, 1999 By: /s/ James R. Love
-----------------------------------
Name: James R. Love
Executive Vice President --
Chief Financial Officer
FOR IMMEDIATE RELEASE
Contact: James R. Love
Executive Vice President - Chief Financial Officer
(201) 703-3400
CAREINSITE IN DISCUSSIONS WITH STRATEGIC PARTNERS
CAREINSITE ANNOUNCES FOURTH QUARTER AND YEAR-END RESULTS
ELMWOOD PARK, NJ, August 24, 1999--CareInsite, Inc. (NASDAQ: CARI), today
announced financial results for the fourth quarter and year ended June 30, 1999.
For the three months ended June 30, 1999, revenues were $1,151,000. There were
no revenues in the comparable prior year period. Excluding the effect of a
charge of $1,800,000 or $0.03 per share relating to litigation expenses, net
loss for the fourth quarter was $(5,517,000) or $(0.09) per share compared with
a net loss of $(2,545,000) or $(0.05) per share for the comparable prior year
period.
For the year ended June 30, 1999, revenues were $1,364,000. There were no
revenues in the prior year. Excluding the effect of a charge of $4,300,000 or
$0.08 per share relating to litigation expenses, and a charge of $2,381,000 or
$0.04 per share relating to a previously announced one-time write-off of
capitalized software costs, net loss for the fiscal year was $(16,117,000) or
$(0.29) per share compared with a net loss of $(10,335,000) or $(0.21) per share
for the prior year.
CareInsite also announced today that it is in advanced stages of
negotiations regarding certain key strategic transactions which the Company
anticipates will be finalized within the next two weeks. Martin J. Wygod,
Chairman of CareInsite, said, "These strategic transactions will substantially
strengthen CareInsite's relationships with key payers and trading partners, as
well as broaden CareInsite's product offering. CareInsite believes that these
transactions, if consummated, together with other significant initiatives
underway at Medical Manager, will materially benefit CareInsite." CareInsite
cautioned that there can be no assurances that these transactions will be
completed.
Commenting on the quarter and year-end results, Paul Suthern, President
and CEO, said, "The last few months have been extremely busy and exciting at
CareInsite. In addition to completing a successful initial public offering in
June, we continued to execute on our strategy of signing long-term comprehensive
contracts with leading healthcare payers and aggregating a critical mass of
clinically-active physicians. During the fourth quarter, we added Horizon Blue
Cross Blue Shield of New Jersey, Caremark, National Prescription Administrators
and Prudential HealthCare to our growing list of regional and national payers.
With these additions, our all-payer network now represents the majority of the
commercially insured lives in the New York metropolitan area and New Jersey."
During the fourth quarter, CareInsite acquired Med-Link Technologies,
Inc., a regional healthcare claims clearinghouse, and integrated its capability
to connect physicians and payers for the exchange of important administrative
information into CareInsite's broad product suite. In addition, CareInsite has
entered into agreements that allow it to provide its services to approximately
180,000 physicians. This includes an exclusive long term agreement with Medical
Manager to provide CareInsite's full suite of
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clinical and managed care communication services to Medical Manager's installed
base of 130,000 physicians. Paul Suthern said, "Beginning in September,
physicians in the New York metropolitan area will be able to access CareInsite's
network to begin communicating with the region's largest payers. As our full
product suite is rolled out, physicians will be able to place prescription and
laboratory orders securely and confidentially online and have their orders
reviewed in the context of clinical rules and treatment guidelines specific to
each patient's benefit plan. For the first time, physicians will be able to
communicate with health plans in a way that is truly integrated into the
workflow of their practice."
CareInsite completed the initial public offering of its common stock on
June 21, 1999 and is now a publicly held subsidiary of Medical Manager
Corporation (NASDAQ: MMGR). Medical Manager owns approximately 72% of the
outstanding shares of CareInsite.
CareInsite also noted that the earnings restatement announced today by
Medical Manager Health Systems, Inc., a wholly-owned subsidiary of Medical
Manager Corporation, will not impact the financial results of CareInsite.
The Company currently has approximately $119 million in cash and
marketable securities to be used for general corporate purposes, as well as
acquisitions and other strategic transactions.
CareInsite, Inc. provides innovative healthcare network and e-commerce
services that leverage Internet technology to enable the confidential exchange
of clinical, administrative and financial information between physicians and
their affiliated payers, patients, providers and suppliers. The Company's
services are designed to improve the quality of patient care and reduce the
administrative and clinical costs of the health plans. CareInsite's services are
designed to help reduce the enormous administrative burden physicians face in
today's fragmented healthcare marketplace.
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A report on CareInsite's financial results for the quarter and fiscal year ended
June 30, 1999 is as follows:
<TABLE>
<CAPTION>
CAREINSITE, INC.
SUMMARY FINANCIAL INFORMATION
JUNE 30, 1999
IN THOUSANDS, EXCEPT PER SHARE DATA
Three Months Ended Year Ended
June 30, June 30,
1999(a) 1998 1999(a)(b) 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues $ 1,151 -- $ 1,364 --
Loss from operations (7,470) (2,585) (23,061) (10,382)
Interest income 153 40 263 47
------- ------- -------- --------
Net loss $(7,317) $(2,545) $(22,798) $(10,335)
------- ------- -------- --------
Net loss per share
- basic and diluted $ (0.11) $ (0.05) $ (0.40) $ (0.21)
Weighted average shares outstanding
- basic and diluted 63,677 50,063 56,371 50,063
</TABLE>
(a)The three months and year ended June 30, 1999 include charges related to the
litigation with Merck & Co., Inc. and Merck-Medco Managed Care L.L.C. of
$1,800 and $4,300, respectively. These amounts represent a $0.03 per share
charge for the three months ended June 30, 1999 and a $0.08 per share charge
for the year ended June 30, 1999.
(b)The year ended June 30, 1999 includes a previously announced one time
write-off of capitalized software costs resulting from a previously announced
transaction of $2,381 or $.04 per share.
THIS PRESS RELEASE CONTAINS CERTAIN FORWARD LOOKING STATEMENTS RELATING TO
CAREINSITE'S FUTURE OPERATIONS, POTENTIAL STRATEGIC TRANSACTIONS, INITIATIVES AT
THE COMPANY, DEALINGS WITH CUSTOMERS AND PARTNERS FOR ITS HEALTHCARE ELECTRONIC
COMMERCE SERVICES, DEVELOPMENT OF ITS HEALTHCARE E-COMMERCE BUSINESS AND
EXTERNAL TRANSACTIONS. THESE STATEMENTS ARE BASED ON CAREINSITE'S CURRENT PLANS
AND EXPECTATIONS AND INVOLVE RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL
FUTURE EVENTS AND RESULTS OF OPERATIONS TO BE DIFFERENT FROM THOSE DESCRIBED OR
IMPLIED BY SUCH FORWARD LOOKING STATEMENTS. THE RISKS AND UNCERTAINTIES OF THE
COMPANY'S BUSINESS INCLUDE, BUT ARE NOT LIMITED TO, PRODUCT DEMAND AND MARKET
ACCEPTANCE RISKS, THE SUCCESSFUL COMPLETION OF NEGOTIATIONS REGARDING, AND THE
CONSUMMATION OF, STRATEGIC TRANSACTIONS, THE FEASIBILITY OF DEVELOPING
COMMERCIALLY PROFITABLE HEALTHCARE E-COMMERCE SERVICES, THE EFFECT OF ECONOMIC
CONDITIONS, USER ACCEPTANCE, THE IMPACT OF COMPETITIVE PRODUCTS OR SERVICES,
PRICING, PRODUCT DEVELOPMENT, COMMERCIALIZATION AND TECHNOLOGICAL DIFFICULTIES,
RISKS ASSOCIATED WITH THE INTEGRATION AND MANAGEMENT OF ACQUIRED BUSINESSES,
RISKS AND UNCERTAINTIES ASSOCIATED WITH THE EFFECT OF LITIGATION AND OTHER RISKS
DETAILED IN THE COMPANY'S SECURITIES AND EXCHANGE COMMISSION FILINGS. FURTHER
INFORMATION ABOUT THESE MATTERS CAN BE FOUND IN CAREINSITE'S SECURITIES AND
EXCHANGE COMMISSION FILINGS. CAREINSITE EXPRESSLY DISCLAIMS ANY INTENT OR
OBLIGATION TO UPDATE THESE FORWARD LOOKING STATEMENTS.
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