CAREINSITE INC amends change in assets financial statements & exhibits.
IFN Smart Edgar News - March 23, 2000 17:08
Excerpted from 8-K/A filed on 03/23 by CAREINSITE INC:
CAREINSITE INC amends change in assets, financial statements & exhibits.
(End of Item Excerpt)
Item 2. Acquisition or Disposition of Assets
In January 2000, CareInsite, Inc ("CareInsite" or the "Company") agreed
to acquire the 80% equity interest in The Health Information Network Connection
("THINC") owned by Empire Blue Cross and Blue Shield, Group Health Incorporated,
HIP Health Plans and Greater New York Hospital Association (the "THINC founding
members") in a stock transaction valued at approximately $45,000,000 (the
"Acquisition"). The acquisition will be accounted for using the purchase method
of accounting. Concurrently with the acquisition, warrants to purchase an
aggregate of 3,247,294 shares of the Company's common stock, which represented
the THINC founding members' interest in the warrants issued by the Company to
THINC in January 1999, were distributed to the THINC founding members.
Immediately following this transaction, the THINC founding members exercised
their warrants in full. All shares including those issued upon the exercise of
the warrants are subject to certain restrictions on transfer. Simultaneously,
the Company acquired Cerner Corporation's ("Cerner") 2% non-voting ownership
interest in THINC for a note payable of $2,735,000. The note bears interest at
5.8% per annum and is repayable on demand after September 2002. As a result of
the exercise by the THINC founding members of their warrants, Cerner has a
warrant to purchase 806,756 shares of Company common stock at an exercise price
of $4.00 per share that expires in January 2003.
The undersigned registrant hereby amends Item 7 of its Current Report 8-K,
originally filed by the registrant with the Securities and Exchange Commission
on February 4, 2000, as follows:
(End of item excerpt.)
Item 7. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
The following historical financial statements and notes thereto are of THINC
prior to the consummation of the Acquisition and are attached hereto at pages
F-1 to F-13.
o Independent Auditors' Report.
o Balance sheet as of December 31, 1999.
o Statements of Operations for the year ended December 31, 1999 and the
cumulative period from Inception (November 12, 1996) to December 31,
1999.
o Statements of Member's Capital for the year ended December 31, 1999 and
for the cumulative period from Inception (November 12, 1996) to
December 31, 1999.
o Statements of Cash Flows for the year ended December 31, 1999 and the
Cumulative period from Inception (November 12, 1996) to December 31,
1999.
o Notes to the Financial Statements.
(b) Pro forma financial information.
The following pro forma financial statements and notes thereto are attached
hereto at pages PF-1 to PF-6:
o Pro Forma Combined Condensed Consolidated Statement of Operations
(unaudited) for the year ended June 30, 1999.
o Pro Forma Combined Condensed Consolidated Statement of Operations
(unaudited) for the six months ended December 31, 1999.
o Pro Forma Combined Condensed Consolidated Balance Sheet (unaudited) as
of December 31, 1999.
o Notes to Pro Forma Combined Condensed Consolidated Financial Statements
(unaudited). |
