mdrx-8k_20160630.htm

 

 

 

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): June 30, 2016

 

ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-35547

36-4392754

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

222 Merchandise Mart Plaza, Suite 2024,

Chicago, Illinois 60654

(Address of Principal Executive Offices)  (Zip Code)

Registrant’s Telephone Number, Including Area Code: (312) 506-1200

Not Applicable

(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 Instructions 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 3.02.Unregistered Sales of Equity Securities 

On June 30, 2016, Allscripts Healthcare Solutions, Inc. (the “Company”) issued to a commercial partner, as part of an overall commercial relationship, unregistered warrants (“Warrants”) to purchase (A) 900,000 shares of Company common stock, par value $0.01 per share (“Common Stock”), at a price per share of $12.47, (B) 1,000,000 shares of Common Stock at a price per share of $14.34, and (C) 1,100,000 shares of Common Stock at a price per share of $15.59, in each case subject to customary anti-dilution adjustments. The Warrants vest in four equal annual installments beginning on June 30, 2017 and expire on June 30, 2026.

The Warrants were issued and sold in reliance upon an exemption from registration under the Securities Act of 1933, as amended (the “Securities Act”), afforded by Section 4(a)(2) of the Securities Act and rules promulgated thereunder and corresponding provisions of state securities laws. The commercial partner is an “accredited investor” as defined in Rule 501(a) under the Securities Act.

 

 

 

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:  July 5, 2016 

 

 

By:

/s/ Brian P. Farley

 

 

Brian P. Farley

Senior Vice President and General Counsel

 

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