Business News
Allscripts Files Definitive Proxy Statement and Announces Date for Annual Meeting of Stockholders
2008-08-22 10:08:00
Stockholders to Vote on Transactions with Misys
CHICAGO, Aug. 22 /EMWNews/ -- Allscripts Healthcare
Solutions, Inc. ("Allscripts"), the leading provider of clinical software,
connectivity and information solutions that physicians use to improve
healthcare, announced today that it filed a definitive proxy statement with
the U.S. Securities and Exchange Commission on Thursday, August 21, 2008 in
respect of the proposed transactions involving Allscripts, Misys plc
("Misys") and Misys Healthcare Systems LLC ("MHS"), a wholly owned
subsidiary of Misys, as announced on March 18, 2008. Allscripts further
announced that it will hold its annual meeting of stockholders on Monday,
September 22, 2008, at 10:00 a.m. Central Time, to approve certain actions
required to be taken by Allscripts in connection with the proposed
transactions, among other matters. The meeting will be held at One South
Dearborn Street, Chicago, Ill. For more information, please see the
definitive proxy statement.
The Allscripts board of directors has approved the merger agreement
with Misys and recommends approval of the share issuance and related
transactions contemplated by the merger agreement by Allscripts
stockholders. Completion of the transaction is subject to certain
conditions, including approvals by the stockholders of Allscripts and the
shareholders of Misys and other customary closing conditions. Subject to
the satisfaction of these closing conditions, the transactions are expected
to be completed on or about September 26, 2008.
About Allscripts
Allscripts (Nasdaq: MDRX) is the leading provider of clinical software,
connectivity and information solutions that physicians use to improve
healthcare. The company's unique solutions inform, connect and transform
healthcare, delivering improved care at lower cost. More than 40,000
physicians and thousands of other healthcare professionals in clinics,
hospitals and extended care facilities nationwide utilize Allscripts to
automate everyday tasks such as writing prescriptions, documenting patient
care, managing billing and scheduling, and safely discharging patients, as
well as to connect with key information and stakeholders in the healthcare
system. To learn more, visit http://www.allscripts.com.
Additional Information and Where to Find It
This communication is being made in respect of the proposed business
combination involving a subsidiary of Allscripts and MHS, a wholly owned
subsidiary of Misys. In connection with this proposed transaction,
Allscripts has filed with the Securities and Exchange Commission (the
"SEC") a definitive proxy statement. On August 22, 2008, Allscripts is
mailing the definitive proxy statement and proxy card to its stockholders
of record as of August 15, 2008. BEFORE MAKING ANY DECISION WITH RESPECT TO
THE PROPOSED TRANSACTION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ
THE PROXY STATEMENT AND OTHER RELEVANT MATERIALS WHEN THEY BECOME
AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
COMPANY AND THE PROPOSED TRANSACTION. Investors and security holders can
obtain copies of Allscripts' materials (and all other offer documents filed
with the SEC) when available, at no charge on the SEC's website:
http://www.sec.gov. Copies can also be obtained at no charge by directing a
request for such materials to Allscripts at 222 Merchandise Mart Plaza,
Suite 2024, Chicago, Illinois 60654, Attention: Lee Shapiro, Secretary.
Investors and security holders may also read and copy any reports,
statements and other information filed by Allscripts with the SEC, at the
SEC public reference room at 100 F Street, N.E., Washington, D.C. 20549.
Please call the SEC at 1-800-SEC-0330 or visit the SEC's website for
further information on its public reference room. Allscripts' directors,
executive officers and other members of management and employees may, under
the rules of the SEC, be deemed to be participants in the solicitation of
proxies from the stockholders of Allscripts in favor of the proposed
transaction. Information about Allscripts, its directors and its executive
officers, and their ownership of Allscripts' securities, is set forth in
its definitive proxy statement for the 2008 Annual Meeting of Stockholders
of the Company, which was filed with the SEC on August 21, 2008.
Forward-Looking Statements
This communication contains forward-looking statements. Those
forward-looking statements include all statements other than those made
solely with respect to historical fact. Forward-looking statements may be
identified by words such as "believes", "expects", "anticipates",
"estimates", "projects", "intends", "should", "seeks", "future", continue",
or the negative of such terms, or other comparable terminology. Such
statements include, but are not limited to, statements about the expected
benefits of the transaction involving Allscripts, MHS and Misys, including
potential synergies and cost savings, future financial and operating
results, and the combined company's plans and objectives. In addition,
statements made in this communication about anticipated financial results,
future operational improvements and results or regulatory approvals are
also forward-looking statements. Such forward-looking statements are
subject to numerous risks, uncertainties, assumptions and other factors
that are difficult to predict and that could cause actual results to vary
materially from those expressed in or indicated by them. Such factors may
include, but are not limited to: (1) the occurrence of any event,
development, change or other circumstances that could give rise to the
termination of the merger agreement; (2) the outcome of any legal
proceedings that have been or may be instituted against Allscripts, Misys
or MHS and others following announcement of entering into the merger
agreement; (3) the inability to complete the proposed transaction due to
the failure to obtain stockholder or shareholder approval or the failure of
any party to satisfy other conditions to completion of the proposed
transaction; (4) risks that the proposed transaction disrupts current plans
and operations and potential difficulties in employee retention as a result
of the merger; (5) the ability to recognize the benefits of the merger; (6)
legislative, regulatory and economic developments; and (7) other factors
described in filings with the SEC. Many of the factors that will determine
the outcome of the subject matter of this communication are beyond
Allscripts', Misys' and MHS' ability to control or predict. Allscripts can
give no assurance that any of the transactions related to the merger will
be completed or that the conditions to the merger will be satisfied.
Allscripts undertakes no obligation to revise or update any forward-looking
statement, or to make any other forward-looking statements, whether as a
result of new information, future events or otherwise. Allscripts is not
responsible for updating the information contained in this communication
beyond the published date, or for changes made to this communication by
wire services or Internet service providers.
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