<PAGE> 1
Filed by: Healtheon/WebMD Corporation
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Medical Manager Corporation
Commission File No.: 000-17822
THIS COMMUNICATION IS FILED PURSUANT TO RULES 165 AND 425 PROMULGATED UNDER THE
SECURITIES ACT OF 1933, AS AMENDED. INVESTORS ARE URGED TO READ THE VARIOUS
FILINGS OF HEALTHEON/WEBMD CORPORATION AND MEDICAL MANAGER CORPORATION WITH THE
SECURITIES AND EXCHANGE COMMISSION, INCLUDING THE PROXY STATEMENT/REGISTRATION
STATEMENT THAT IS REQUIRED TO BE FILED WITH RESPECT TO THE TRANSACTION DESCRIBED
BELOW PRIOR TO THE VOTE OF THE SHAREHOLDERS OF MEDICAL MANAGER CORPORATION AND
HEALTHEON/WEBMD CORPORATION WITH RESPECT TO THE MERGER.
<PAGE> 2
[Background Photo]
[Healtheon (TM)/ WebMD (SM) LOGO]
Connecting the Global Healthcare Marketplace
<PAGE> 3
SEC LEGEND
This communication has been filed with the SEC pursuant to Rules 165
and 425 promulgated under the Securities Act of 1933, as amended.
Investors are urged to read the various filings of Healtheon/WebMD
Corporation, OnHealth Network Company, Medical Manager, Inc.,
CareInsite, Inc. and ENVOY Corp. that have been filed with the
Securities and Exchange Commission, including the proxy
statements/registrations statement that are required to be filed with
respect to the transactions described in the following presentation
prior to the vote of the shareholders of the respective companies and
the issuance of the common stock of Healtheon/WebMD Corporation in the
mergers.
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 4
E-Healthcare Opportunity
<TABLE>
<S> <C> <C>
[Photo] Situation - $1.4 trillion industry
- Information intensive,
yet paper-based
- Fragmentation
- Antiquated IT
infrastructure
- Rising costs
</TABLE>
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 5
The Potential: E-Health Could Reach
$370 Billion by 2004
<TABLE>
<S> <C> <C> <C> <C>
[Graphic] [Graphic] [Graphic] [Graphic] [Graphic]
2000 2001 2002 2003 2004
$16 B $37 B $87 B $190 B $370 B
</TABLE>
Source: Forrester [Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 6
E-Healthcare Opportunity
- Infinite reach
and scale
- Open, compatible
Health across platforms
Management
Transactions - Inexpensive
E-commerce
On-line
Communities
Information
Search
E-mail
[above phrases inside
arrow pointing to phrases
at right]
Information [arrow] Transactions
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 7
Consumer Usage of the Internet for
Healthcare
Millions of Adult Healthcare Users Online
<TABLE>
<S> <C> <C>
- 48% of adults online access
Internet for healthcare
- Internet healthcare population is
growing at twice the rate of
overall online population
- Internet healthcare users are
looking for: [Graph comparing projected growth in use of
- Specific disease conditions (52%) internet by all online users and by E-health
- Diet and nutrition (36%) consumers]
- Medications (33%)
- Physical fitness (29%)
- Support groups (13%)
</TABLE>
Source: Cyber Dialogue, 1999 [Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 8
Low Healthcare EDI Penetration -
Ready for a New Solution
<TABLE>
<CAPTION>
1998 EDI All Claims Volume
Penetration Rate # %
<S> <C> <C> <C>
Hospital 84% 458.5 10.4%
Pharmacy 88% 1,834.0 41.4%
Physician 40% 1,764.0 39.8%
Dental 15.5% 374.5 8.5%
Total 62% 4,431.0 100%
[arrow pointing up to 40%
and 15.5% which are
circled]
</TABLE>
Stalled by:
- High cost of proprietary front end
- Narrow functionality of typical solutions
- Limited value proposition to physician
Source: Health Data Directory [Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 9
HIPAA
Health Insurance Portability & Accountability Act of 1996
Purpose: Administrative Simplification
- Improve efficiency and effectiveness of
the health care system by STANDARDIZING
the ELECTRONIC EXCHANGE of
administrative and financial data
[Background Photo]
- Protect security and privacy of
transmitted information
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 10
Enormous Cost-Benefits
Net Savings Potential As HIPPA Matures ($ Billions)
<TABLE>
<CAPTION>
Total
<S> <C> <C>
Savings $60.4 B
Net Savings $42.3 B
[Graph]
Costs $18.1 B
</TABLE>
- Providers accumulate $26.1 billion in administrative in savings
- Payors accumulate $9.4 billion in savings
- Employers accumulate $6.8 billion in savings
Source: Workgroup For Electronic Data Interchange (WEDI) Report
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 11
Much Pressure to Change Healthcare
[Photo] [Photo]
PROVIDERS CONSUMERS
[Photos connected by triangle]
[Photo]
HEALTHCARE
INDUSTRY
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 12
Customers
Provider Consumer
[Screen Shot] [Screen Shot]
www.webmd.com
[arrows from each screen shot
pointing at logo]
[Healtheon (TM)
WebMD (SM) LOGO]
[arrows from each graphic pointing
to both graphic and logo]
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Partner and
IDNs/ Supply
Payors Hospitals Labs Pharmacies PharmCo Services
[graphic] [graphic] [graphic] [graphic] [graphic] [graphic]
</TABLE>
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 13
Business Model
<TABLE>
<S> <C> <C>
Provider Consumer [graphic] Transactions
[Screen Shot] [Screen Shot]
www.webmd.com
[arrows from each screen shot pointing at logo] [graphic] Advertising &
[Healtheon (TM) E-Commerce
WebMD (SM) LOGO]
[arrows from each graphic pointing
to both graphic and logo]
[graphic] Subscriptions
[graphic] Products &
Services
</TABLE>
<TABLE>
<S> <C> <C> <C> <C> <C>
Payors IDNs / Labs Pharmacies PharmCo Partner & Supply
Hospitals Services
[graphic] [graphic] [graphic] [graphic] [graphic] [graphic]
</TABLE>
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 14
2000 Strategy:
Execute and Operationalize
1 Integrate acquired assets
2 Grow transactions and utilization
3 Implement against new and existing
partnerships
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 15
Integrate Acquired Assets
- New organization geared towards execution
- Key managers for Consumer/Professional
- Product integration teams mobilized
- Rationalization of functions and facilities
- Creating common culture with unified goals
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 16
Grow Transactions & Utilization
[arrow enclosing words]
Paper, Phone, Fax
- 27 Billion
[arrow enclosing words]
EDI Transactions [graphic]
[ENVOY LOGO] www.webmd.com
[arrow enclosing word]
Internet
- Real-time health plans
- Focus on physician-
installed base
- Distribute through
PMS partners
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 17
Grow and Deliver Partnerships
<TABLE>
<S> <C> <C> <C>
- Enhance offerings and More More
monetize the network Partners Content
- Create the "network effect," [graphic of arrows interconnecting text]
accelerates traffic and
revenues More More
Economic Traffic
Value
</TABLE>
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 18
Key Metrics
[arrow enclosing words] - Total Transactions
Transaction Revenues - Internet Transactions
[arrow enclosing words] - Page Views
E-Commerce Revenues - Unique Visitors
- Duration
- Community Registrations
[arrow enclosing words] - Physician Members
Subscription Revenues
[arrow enclosing words] - Content Syndication
Products and Services - Application Development
Achievements
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 19
Financial Revenue Progress
$ Millions
<TABLE>
<S> <C> <C>
Products/Services [arrow]
Subscriptions [arrow]
Advertising / [arrow] [graph illustrating 98%
E-Commerce increase in aggregate
Revenue from items listed
Transactions [arrow] at left from Q4 1999
($33.2 million) to Q1 2000
($65.9 million)]
</TABLE>
[Healtheon (TM)/ WebMD (SM) LOGO]
<PAGE> 20
Transaction Progress
<TABLE>
<CAPTION>
Total Transactions Internet Transactions
Millions Millions
<S> <C>
[graph illustrating 10% increase in total transactions [graph illustrating 47% increase internet
from Q4 1999 (119 million) to Q1 2000 (131 million)] transactions from Q4 1999 (3.4 million) to Q1 2000
(4.8 million)]
</TABLE>
[Healtheon(TM)/WebMD(SM) Logo]
<PAGE> 21
Traffic Progress
Consumer Page Views
Millions
[graph illustrating 47% increase in consumer page views from Q4 1999
(74 million) to Q1 2000 (109 million)]
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 22
Traffic Progress
<TABLE>
<CAPTION>
Unique Visitors* Community Registrations
Millions Millions
<S> <C>
[graph illustrating 70% increase in unique visitors [graph illustrating 71% increase in community
from Q4 1999 (1.7 million) to Q1 2000 (2.9 million)] registrations from Q4 1999 (0.7 million) to Q1 2000
(1.1 million)]
</TABLE>
*Source: Media Metrix
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 23
Subscription Progress
Thousands
[graph illustrating 52% increase in subscriptions from Q4 1999 (80,000)
to Q1 2000 (1,215,000)]
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 24
The Healthcare Opportunity
- Market position
- Partnerships
- Bringing healthcare
- Content together
- Technology and
connectivity [arrow] - Delivering value to
all participants
- Distribution
- Brand
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 25
Healtheon/WebMD Global Expansion
[background graphic]
- Develop key partnerships to efficiently
leverage assets globally
- Leader in convergence of online, on-air media,
alternative health assets
- A two-tier approach:
- Tier One: Vertically - integrated businesses in core
countries - U.K., Canada, Germany, Australia
- Tier Two: Create strategic alliances for global content
distribution
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 26
International Partnerships
[News Corporation LOGO] News Corporation
- 50/50 JV - WebMD Intl, LLC
- $100 M cash investment, $300 M in media
[msn (TM) Microsoft (R) LOGO]
- Healtheon/WebMD health content provider
[Softbank LOGO]
- 60/40 JV to form WebMD Japan
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 27
NewsCorp International Media Assets
<TABLE>
<CAPTION>
UK Germany Italy
<S> <C> <C> <C>
Broadcast Entertainment Broadcast Broadcast
[Sky LOGO] [20th Century Fox LOGO] [TM 3 LOGO] [STREAM LOGO]
4MM subscribers 25 MM subscribers 200,000 subscribers
Publishing
Newspaper [LOGO] Print
[News International Harper Collins [Kirch LOGO]
Newspapers Ltd. LOGO]
8.7 MM total circulation
Online
[NewsNet LOGO] Radio
[Talk Radio LOGO]
</TABLE>
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 28
NewsCorp International Media Assets
<TABLE>
<CAPTION>
Australia Canada Asia
(Greater China)
<S> <C> <C> <C>
Broadcast Entertainment In-store Broadcast
[FOXTEL LOGO] [20th Century Fox [NEWS AMERICA MARKETING LOGO] [STAR TV LOGO]
1.3 MM subscribers LOGO] 4,200 locations 51 MM subscribers
Newspaper Publishing Entertainment Online
[NEWS LIMITED LOGO] [LOGO] [20th Century Fox LOGO] [Star Interactive LOGO]
5 MM daily combined Harper Collins
circulation
Online Themed Publishing
[News Interactive LOGO] Attractions [LOGO]
[Fox Studios Harper Collins
Australia LOGO]
In-store
[NEWS AMERICA MARKETING
LOGO]
1,900 locations
</TABLE>
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 29
NewsCorp International Media Assets
Latin America
Broadcast [FOX SPORTS (TM) LOGO]
[FOX LOGO] 10 MM subscribers
11 MM subscribers
Online
[Canal Fox Interactive LOGO]
Entertainment
[20th Century Fox LOGO]
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 30
Rollout Timeline
Canada
- MSN Channel - Live - MSN Channel - Aug 2000
- WebMD - Sep 2000 UK - - WebMD - Oct 2000
[background graphic]
France Germany
- MSN - Q1 01 - MSN Channel - Dec 2000
- WebMD - Q1 01
Australia
- WebMD - Q1 01
[Healtheon (TM)/WebMD (SM) LOGO]
<PAGE> 31
[Background Photo]
[Healtheon (TM) / WebMD (SM) LOGO]
Connecting the Global Healthcare Marketplace
<PAGE> 32
Physician's Offices
Benefit
- Informed decisions
- Time savings
[Screen Shot] - Cost savings
- Better, faster
reimbursement
MENU [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 33
Consumers
Benefit
- Empowerment
- Community
[Screen Shot] - Informed decisions
- Convenience
- Choice
- Healthier lives
MENU [Healtheon (TM) /WebMD (SM) LOGO]
<PAGE> 34
Health Plans
Benefit
- Better service to
members and
[Screen Shot] physicians
- Efficiency and lower
cost
- Market differentiation
and branding
MENU [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 35
IDNs
[Screen Shot] Benefit
- Physician loyalty
- Patient referrals
- Cost savings and
efficiency
- Flexible platform for
enterprise web-based
applications
- Better, faster
reimbursement from
payors
- Local market
differentiation and
branding
MENU [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 36
Labs
[Screen Shot] Benefit
- Provide better, more
convenient service to
physicians
- Efficiency and cost
savings
MENU [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 37
Pharmacies
[Screen Shot] Benefit
- Efficiency and lower
cost
- Faster, accurate
reimbursement
- Reduced labor for
pharmacist
- Consumer
Marketing/branding
- Revenue
enhancement
MENU [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 38
Pharmaceutical Companies
[Screen Shot] Benefit
- Lower cost, faster
drug development
- Enhanced consumer
brand awareness and
product demand
- Higher ROI for
marketing dollars
- More efficient and
effective provider
sales
MENU [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 39
Medical Device Companies and Suppliers
[Screen Shot] Benefit
- Low cost access to
aggregated
physicians and
consumers
- Distribution channel
for services
- Speed to market
- High-quality content
creation
- Branding
- E-commerce review
MENU [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 40
[Background Photo]
[Healtheon (TM) / WebMD (SM) LOGO]
Connecting the Global Healthcare Marketplace
<PAGE> 41
Transaction Revenues
<TABLE>
<S> <C> <C> <C>
EDI Medical Pharmacy
- Claim - Claim - Moderate growth
submission Adjudication [arrow] - Drivers - HIPAA
Internet - Eligibility - Prescription* - Greatest growth
- Referrals - Refills & leverage
- Claims status - Drug history [arrow] - Higher margins
- Lab - Formulatory - Up-front investment
- Patient - Up-take will ramp
information* - PMS integration
- Connectivity
- Adoption
</TABLE>
[Graphic] [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 42
Advertising / E-Commerce Revenues
- Carriage fees paid by
partners to reach [KIVA LOGO]
physicians and
consumers [HealthStream LOGO]
- E-commerce revenue [MeadJohnson (TM)
sharing Nutritionals LOGO]
- Advertising on [Medtronic LOGO]
consumer /
professional pages
[Lilly LOGO] [medibuy.com LOGO]
[Graphic] [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 43
Subscription Revenues
- Net $25 per physician per
month, includes free
subscriptions from
physician's office managers/
staff
- 3rd party subscription [Du Pont (R) LOGO]
sponsorship
- 11 million member months [Microsoft (R) LOGO]
pre-sold
- Captured upon
physician enrollment
[Graphic] [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 44
Product and Services Revenues
- Content licensing,
syndication, and
Cable TV
- Internet application [Quintiles
development for Transnational LOGO]
partners
- Transitional IT [News Corporation LOGO]
Services
[Graphic] [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 45
Re-Structure Overview
[CareInsite LOGO] + [Medical Manager (R) LOGO] + [Healtheon (TM)
WebMD (SM) LOGO]
[Graphic] [Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 46
New Deal Terms
Terms...
- Healtheon/WebMD will issue 2.5 shares of common stock
for each share of Medical Manager
- The exchange ratio for CareInsite remains unchanged at
1.3 shares
- New Ownership Breakdown for Medical Manager/
CareInsite:
- Outstanding: 35.5%
- Fully Converted: 37.5%
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 47
Key Strategic and Management/
Board Changes
WebMD...
- Combined entity to be re-named at the closing of the Mergers
Management...
- Mike Long - Remains Chairman
- Marty Wygod - Becomes Co-CEO WebMD
- Jeff Arnold - Becomes Co-CEO WebMD
- Marv Rich - Becomes President
Board...
- Equal representation between Medical Manager/CareInsite and
Healtheon/WebMD and one additional director, Dennis Gillings
from Quintiles Transnational
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 48
Integration and Strategic Planning
Integration and Planning committee formed, headed by Marv Rich
and Steve Grant
- Key Goals:
- Determine the best way to manage and organize
the companies' business
- Identify synergies to be implemented immediately upon
closing of the mergers
Companies will immediately begin development work necessary
to integrate WebMD Practice with the Medical Manager System
- Additionally, teams will begin to pilot a beta of the integrated
services with select Medical Manager physician users
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 49
Complementary Strengths
<TABLE>
<CAPTION>
[CareInsite LOGO] [Medical [Healtheon (TM) /
Manager (R) LOGO] WebMD (SM) LOGO]
<S> <C> <C>
- Clinical applications - Physician installed - Leading consumer
- PMS integration base (185,000) and physician portals
- NE market presence - Distribution network - Partnerships
- Extensive payer relationships (2,500 sales force - - Connectivity
- AOL relationship 190 offices) - Content
- Cerner relationship - Local support - Distribution
Infrastructure - Brand
</TABLE>
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 50
Key Benefits of the Merger
Physician adoption - 185,000 physicians
- Additional 2,500 sales people, 190 offices
- Installation and utilization support
Transaction growth - Tight integration with PMS
- Part of office work flow
Strong payer value - Payer-specific care management guidelines
proposition - Shared savings approach
Product enhancement - PMS Integration
- Clinical enhancements
- Consumer-physician transactions
- Integration with Cerner systems (1,000
institutions)
Execution capabilities - Top management talent
- Operations expertise
- Local deployment and support
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 51
Integrated Professional Portal
- Remote access to practice management
systems
- Content
- E-Commerce
- Communications
- Practice management transactions
- Scheduling [Screen Shot]
- Charge capture and billing www.webmd.com
- Demographics
- Eligibility
- Referrals and authorizations
- Claims submission / remittance
- Clinical transactions
- Patient medical record
- Lab orders/results
- Prescriptions and renewals
- Payer rules and best practice
guidelines
- Connectivity with labs, payers, pharmacies
and hospital systems
[Healtheon (TM) / WebMD (SM) LOGO]
<PAGE> 52
Integrated Consumer Portal
- Remote access to practice
management systems
www.webmd.com
- Content
- E-Commerce
- Communications
- Personal health record
- Consumer - physician transactions [Screen Shot]
- Scheduling appt
- Bill status
- Refill request Your Health Plan's co-
- Lab results branded web page
@webmd.com
[Screen Shot]
- Consumer - payer transactions
- Enrollment / re-enrollment
- Benefits coverage, co-pay, deductible inquiries
- Physician referral / PCP assignment
- Claim status Your Physician's co-
branded web page
- Connectivity with payer, physician, @webmd.com
pharmacy
[Healtheon (TM) / WebMD (SM) LOGO]
