Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of August ~~2, 2021,~~1, 2022, there were ~~125,010,868~~110,792,560 shares of the registrant's $0.01 par value common stock outstanding.


(In thousands, except per share amounts)	June 30, 2021		December 31, 2020		June 30, 2022		December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	229,254	$	531,104	$	500,164	$	132,517
Restricted cash		2,129		6,361		1,307		1,308
Accounts receivable, net of allowance of $31,991 and $31,596 as of June 30, 2021 and December 31, 2020, respectively		338,587		347,355
Contract assets, net of allowance of $1,068 as of June 30, 2021 and December 31, 2020		120,051		106,717
Income tax receivable		0		25,421
Accounts receivable, net of allowance of $12,581 and $13,360 as of June 30, 2022 and December 31, 2021, respectively						166,746		171,622
Contract assets, net of allowance of $564 and $576 as of June 30, 2022 and December 31, 2021, respectively						49,029		63,429
Prepaid expenses and other current assets		150,968		136,264		91,521		60,511
Current assets attributable to discontinued operations						20,000		331,955
Total current assets		840,989		1,153,222		828,767		761,342
Fixed assets, net		59,077		72,162		14,971		9,819
Software development costs, net		182,848		193,202		82,541		74,688
Intangible assets, net		261,258		286,602		149,210		149,690
Goodwill		974,834		974,729		524,149		506,607
Deferred taxes, net		5,872		5,790		7		0
Contract assets - long-term, net of allowance of $4,273 as of June 30, 2021 and December 31, 2020		49,849		43,682
Contract assets - long-term, net of allowance of $1,201 and $1,534 as of June 30, 2022 and December 31, 2021, respectively						19,358		28,174
Right-of-use assets - operating leases		75,052		96,601		15,904		18,324
Other assets		90,521		91,628		79,309		83,429
Long-term assets attributable to discontinued operations						0		793,156
Total assets	$	2,540,300	$	2,917,618	$	1,714,216	$	2,425,229


(In thousands, except per share amounts)	June 30, 2021			December 31, 2020			June 30, 2022			December 31, 2021
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	26,782		$	35,905		$	18,014		$	5,281
Accrued expenses		88,780			100,262			82,964			54,518
Accrued compensation and benefits		94,185			118,771			34,001			31,055
Deferred revenue		364,000			334,764			84,882			120,748
Current operating lease liabilities		19,662			22,264			6,095			6,133
Current liabilities attributable to discontinued operations		2,670			322,811			30,372			329,347
Total current liabilities		596,079			934,777			256,328			547,082
Long-term debt		421,312			167,587			199,895			350,062
Deferred revenue		2,862			3,471			2,021			1,839
Deferred taxes, net		17,797			18,186			10,861			16,625
Long-term operating lease liabilities		71,597			93,463			13,873			16,754
Other liabilities		37,179			33,891			34,890			33,823
Long-term liabilities attributable to discontinued operations								0			50,906
Total liabilities		1,146,826			1,251,375			517,868			1,017,091
Commitments and contingencies
Stockholders’ equity:
Preferred stock: $0.01 par value, 1,000 shares authorized, 0 shares issued and outstanding as of June 30, 2021 and December 31, 2020		0			0
Common stock: $0.01 par value, 349,000 shares authorized as of June 30, 2021 and December 31, 2020; 276,668 and 125,011 shares issued and outstanding as of June 30, 2021, respectively; 274,558 and 139,942 shares issued and outstanding as of December 31, 2020, respectively		2,766			2,745
Treasury stock: at cost, 151,657 and 134,616 shares as of June 30, 2021 and December 31, 2020, respectively		(1,174,498	)		(870,558	)
Preferred stock: $0.01 par value, 1,000 shares authorized, 0 shares issued and outstanding as of June 30, 2022 and December 31, 2021								0			0
Common stock: $0.01 par value, 349,000 shares authorized as of June 30, 2022 and December 31, 2021; 279,175 and 110,793 shares issued and outstanding as of June 30, 2022, respectively; 276,705 and 116,114 shares issued and outstanding as of December 31, 2021, respectively								2,790			2,766
Treasury stock: at cost, 168,383 and 160,591 shares as of June 30, 2022 and December 31, 2021, respectively								(1,465,177	)		(1,321,805	)
Additional paid-in capital		1,903,542			1,902,776			1,923,805			1,962,386
Retained earnings		664,101			633,118			738,864			767,556
Accumulated other comprehensive loss		(2,437	)		(1,838	)		(3,934	)		(2,765	)
Total stockholders’ equity		1,393,474			1,666,243			1,196,348			1,408,138
Total liabilities and stockholders’ equity	$	2,540,300		$	2,917,618		$	1,714,216		$	2,425,229

The accompanying notes are an integral part of these consolidated financial statements.

Three Months Ended June 30,

Six Months Ended June 30,

(In thousands, except per share amounts)

2021

2020

2021

2020

Revenue:

Software delivery, support and maintenance

$
219,610

$
223,591

$
442,301

$
455,731

Client services

154,104

145,713

299,765

294,937

Total revenue

373,714

369,304

742,066

750,668

Cost of revenue:

Software delivery, support and maintenance

69,303

71,130

140,034

144,214

Client services

122,597

131,171

240,684

279,391

Amortization of software development and
acquisition-related assets

30,061

29,405

59,550

57,529

Total cost of revenue

221,961

231,706

440,268

481,134

Gross profit

151,753

137,598

301,798

269,534

Selling, general and administrative expenses

79,090

109,897

160,798

202,722

Research and development

51,219

46,045

100,392

105,422

Asset impairment charges

5,244

0

5,244

0

Amortization of intangible and acquisition-related assets

5,825

6,321

11,649

13,031

Income (loss) from operations

10,375

(24,665
)

23,715

(51,641
)

Interest expense

(2,949
)

(10,314
)

(6,092
)

(20,979
)

Other income (loss), net

16,757

(875
)

17,794

(353
)

Impairment of long-term investments

0

(550
)

0

(550
)

Equity in net (loss) income of unconsolidated investments

(86
)

16,834

(64
)

17,034

Income (loss) from continuing operations before income taxes

24,097

(19,570
)

35,353

(56,489
)

Income tax (provision) benefit

(2,192
)

(2,009
)

(4,855
)

2,525

Income (loss) from continuing operations, net of tax

21,905

(21,579
)

30,498

(53,964
)

Income from discontinued operations

36

18,838

7

35,056

Gain on sale of discontinued operations

0

0

647

0

Income tax effect on discontinued operations

(15
)

(4,864
)

(169
)

(9,051
)

Income from discontinued operations, net of tax

21

13,974

485

26,005

Net income (loss)

$
21,926

$
(7,605
)

$
30,983

$
(27,959
)

Net income (loss) per share:

Basic

Continuing operations

$
0.16

$
(0.13
)

$
0.22

$
(0.33
)

Discontinued operations

0.00

0.08

0.00

0.16

Net income (loss) per share - Basic

$
0.16

$
(0.05
)

$
0.22

$
(0.17
)

Diluted

Continuing operations

$
0.15

$
(0.13
)

$
0.21

$
(0.33
)

Discontinued operations

0.00

0.08

0.00

0.16

Net income (loss) per share - Diluted

$
0.15

$
(0.05
)

$
0.21

$
(0.17
)

The accompanying notes are an integral part of these consolidated financial statements.


	Three Months Ended June 30,						Six Months Ended June 30,						Three Months Ended June 30,						Six Months Ended June 30,
(In thousands)	2021			2020			2021			2020			2022			2021			2022			2021
Net income (loss)	$	21,926		$	(7,605	)	$	30,983		$	(27,959	)
Net (loss) income													$	(64,026	)	$	21,926		$	(41,169	)	$	30,983
Other comprehensive income (loss):
Foreign currency translation adjustments		421			918			520			(1,594	)		(717	)		421			(867	)		520
Change in fair value of derivatives qualifying as cash flow hedges		(828	)		1,084			(1,509	)		611			(153	)		(828	)		(404	)		(1,509	)
Other comprehensive income (loss) before income tax benefit		(407	)		2,002			(989	)		(983	)
Other comprehensive (loss) income before income tax benefit														(870	)		(407	)		(1,271	)		(989	)
Income tax benefit related to items in other comprehensive income (loss)		214			(280	)		390			(158	)		38			214			102			390
Total other comprehensive income (loss)		(193	)		1,722			(599	)		(1,141	)		(832	)		(193	)		(1,169	)		(599	)
Comprehensive income (loss)	$	21,733		$	(5,883	)	$	30,384		$	(29,100	)
Comprehensive (loss) income													$	(64,858	)	$	21,733		$	(42,338	)	$	30,384

The accompanying notes are an integral part of these consolidated financial statements.


	Three Months Ended June 30,						Six Months Ended June 30,						Three Months Ended June 30,						Six Months Ended June 30,
(In thousands)	2021			2020			2021			2020			2022			2021			2022			2021
Number of common shares
Balance at beginning of period		275,241			273,484			274,558			272,609			277,696			275,241			276,705			274,558
Common stock issued under stock compensation plans, net of shares withheld for employee taxes		1,427			979			2,110			1,854			1,479			1,427			2,470			2,110
Balance at end of period		276,668			274,463			276,668			274,463			279,175			276,668			279,175			276,668
Common stock
Balance at beginning of period	$	2,751		$	2,733		$	2,745		$	2,725		$	2,776		$	2,751		$	2,766		$	2,745
Common stock issued under stock compensation plans, net of shares withheld for employee taxes		15			10			21			18			14			15			24			21
Balance at end of period	$	2,766		$	2,743		$	2,766		$	2,743		$	2,790		$	2,766		$	2,790		$	2,766
Number of treasury stock shares
Balance at beginning of period		(134,616	)		(111,583	)		(134,616	)		(110,134	)		(162,904	)		(134,616	)		(160,591	)		(134,616	)
Issuance of treasury stock		33			90			33			90			0			33			0			33
Purchase of treasury stock		(6,397	)		0			(6,397	)		(1,449	)		(5,479	)		(6,397	)		(7,792	)		(6,397	)
Accelerated share repurchase program		(10,677	)		0			(10,677	)		0			0			(10,677	)		0			(10,677	)
Balance at end of period		(151,657	)		(111,493	)		(151,657	)		(111,493	)		(168,383	)		(151,657	)		(168,383	)		(151,657	)
Treasury stock
Balance at beginning of period	$	(870,558	)	$	(580,871	)	$	(870,558	)	$	(571,157	)	$	(1,371,484	)	$	(870,558	)	$	(1,321,805	)	$	(870,558	)
Issuance of treasury stock		465			1,193			465			1,193			0			465			0			465
Purchase of treasury stock		(108,953	)		0			(108,953	)		(9,714	)		(93,693	)		(108,953	)		(143,372	)		(108,953	)
Accelerated share repurchase program		(195,452	)		0			(195,452	)		0			0			(195,452	)		0			(195,452	)
Balance at end of period	$	(1,174,498	)	$	(579,678	)	$	(1,174,498	)	$	(579,678	)	$	(1,465,177	)	$	(1,174,498	)	$	(1,465,177	)	$	(1,174,498	)
Additional paid-in capital
Balance at beginning of period	$	1,906,534		$	1,914,816		$	1,902,776		$	1,907,348		$	1,922,026		$	1,906,534		$	1,962,386		$	1,902,776
Stock-based compensation		8,383			7,166			17,084			17,120			9,129			8,383			19,952			17,084
Common stock issued under stock compensation plans, net of shares withheld for employee taxes		(7,932	)		(2,376	)		(13,912	)		(5,544	)		(14,608	)		(7,932	)		(27,910	)		(13,912	)
Capped call transactions		0			797			0			797
ASU 2020-06 implementation adjustments														0			0			(38,918	)		0
Accelerated share repurchase program		(4,548	)		0			(4,548	)		0			0			(4,548	)		0			(4,548	)
Issuance of treasury stock		69			(440	)		69			(440	)		0			69			0			69
Warrants issued		1,036			682			2,073			1,364			7,258			1,036			8,295			2,073
Balance at end of period	$	1,903,542		$	1,920,645		$	1,903,542		$	1,920,645		$	1,923,805		$	1,903,542		$	1,923,805		$	1,903,542
Retained earnings (accumulated deficit)
Retained earnings
Balance at beginning of period	$	642,175		$	(87,643	)	$	633,118		$	(49,336	)	$	802,890		$	642,175		$	767,556		$	633,118
Net income (loss)		21,926			(7,605	)		30,983			(27,959	)
ASU 2016-13 implementation adjustments		0			0			0			(17,953	)
Net (loss) income														(64,026	)		21,926			(41,169	)		30,983
ASU 2020-06 implementation adjustments														0			0			12,477			0
Balance at end of period	$	664,101		$	(95,248	)	$	664,101		$	(95,248	)	$	738,864		$	664,101		$	738,864		$	664,101
Accumulated other comprehensive loss
Balance at beginning of period	$	(2,244	)	$	(7,255	)	$	(1,838	)	$	(4,392	)	$	(3,102	)	$	(2,244	)	$	(2,765	)	$	(1,838	)
Foreign currency translation adjustments, net		421			918			520			(1,594	)		(717	)		421			(867	)		520
Unrecognized gain (loss) on derivatives qualifying as cash flow hedges, net of tax		(614	)		804			(1,119	)		453
Unrecognized loss on derivatives qualifying as cash flow hedges, net of tax														(115	)		(614	)		(302	)		(1,119	)
Balance at end of period	$	(2,437	)	$	(5,533	)	$	(2,437	)	$	(5,533	)	$	(3,934	)	$	(2,437	)	$	(3,934	)	$	(2,437	)
Total Stockholders’ Equity at beginning of period	$	1,678,658		$	1,241,780		$	1,666,243		$	1,285,188		$	1,353,106		$	1,678,658		$	1,408,138		$	1,666,243
Total Stockholders’ Equity at end of period	$	1,393,474		$	1,242,929		$	1,393,474		$	1,242,929		$	1,196,348		$	1,393,474		$	1,196,348		$	1,393,474

The accompanying notes are an integral part of these consolidated financial statements.


	Six Months Ended June 30,						Six Months Ended June 30,
(In thousands)	2021			2020			2022			2021
Cash flows from operating activities:
Net income (loss)	$	30,983		$	(27,959	)
Less: Income from discontinued operations		485			26,005
Income (loss) from continuing operations		30,498			(53,964	)
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:
Net (loss) income							$	(41,169	)	$	30,983
Less: (Loss) income from discontinued operations								(62,902	)		540
Income from continuing operations								21,733			30,443
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities:
Depreciation and amortization		88,713			99,305			28,465			32,940
Non-cash lease expense, net		(2,527	)		219			(5,186	)		(5,649	)
Stock-based compensation expense		17,084			17,120			15,348			4,822
Deferred taxes		(100	)		3,132			(467	)		5,772
Asset impairment charges		5,244			0
Impairment of long-term investments		0			550
Equity in net loss (income) of unconsolidated investments		64			(17,034	)
Other income, net		(7,617	)		(2,696	)
Impairment of assets and long-term investments								0			172
Equity in net loss of unconsolidated investments								605			64
Other (income) loss, net								(1,354	)		43
Changes in operating assets and liabilities (net of businesses acquired):
Accounts receivable and contract assets, net		34,175			46,795			28,751			11,814
Prepaid expenses and other assets		(12,317	)		(15,069	)		10,248			(4,513	)
Accounts payable		(8,802	)		(27,064	)		25,246			1,422
Accrued expenses		18,393			1,987			12,440			37,725
Accrued compensation and benefits		(24,613	)		13,889			(3,215	)		(10,421	)
Deferred revenue		(16,328	)		(15,496	)		(35,156	)		(20,526	)
Other liabilities		3,288			1,615			(20,798	)		4,145
Accrued DOJ settlement		0			(73,020	)
Net cash provided by (used in) operating activities - continuing operations		125,155			(19,731	)
Net cash (used in) provided by operating activities - discontinued operations		(321,517	)		38,669
Net cash (used in) provided by operating activities		(196,362	)		18,938
Net cash provided by operating activities - continuing operations								76,660			88,253
Net cash used in operating activities - discontinued operations								(9,034	)		(284,615	)
Net cash provided by (used in) operating activities								67,626			(196,362	)
Cash flows from investing activities:
Capital expenditures		(3,094	)		(4,778	)		(1,652	)		(225	)
Capitalized software		(35,472	)		(50,912	)		(18,258	)		(16,735	)
Cash received from sale of businesses, net of cash divested		952			0
Cash paid for business acquisitions, net of cash acquired								(24,106	)		0
Sale of businesses and other investments, net of cash divested, and distributions received								672,488			4,242
Purchases of equity securities, other investments and related intangible assets, net		(221	)		(3,823	)		(251	)		(221	)
Sale of other investments		1,919			23,254
Distributions received from investments		1,371			0
Net cash used in investing activities - continuing operations		(34,545	)		(36,259	)
Net cash provided by (used in) investing activities - continuing operations								628,221			(12,939	)
Net cash used in investing activities - discontinued operations		0			(4,447	)		(15,248	)		(21,606	)
Net cash used in investing activities		(34,545	)		(40,706	)
Net cash provided by (used in) investing activities								612,973			(34,545	)
Cash flows from financing activities:
Taxes paid related to net share settlement of equity awards		(13,887	)		(5,533	)		(27,871	)		(12,638	)
Payments for issuance costs on 0.875% Convertible Senior Notes		0			(758	)
Repayment of Convertible Senior Notes		0			(7,361	)
Credit facility payments		0			(167,500	)		(200,000	)		0
Credit facility borrowings, net of issuance costs		250,000			285,000			22,335			250,000
Repurchase of common stock		(108,953	)		(9,714	)		(143,372	)		(308,953	)
Accelerated share repurchase program		(200,000	)		0
Intercompany to/from parent/subsidiaries								11,685			4,987
Payment of acquisition and other financing obligations		(2,400	)		(4,369	)		0			(2,400	)
Net cash (used in) provided by financing activities		(75,240	)		89,765
Net cash used in financing activities - continuing operations								(337,223	)		(69,004	)
Net cash used in financing activities - discontinued operations								(11,697	)		(6,236	)
Net cash used in financing activities								(348,920	)		(75,240	)
Effect of exchange rate changes on cash and cash equivalents		65			(338	)		(728	)		65
Net (decrease) increase in cash and cash equivalents		(306,082	)		67,659
Net increase (decrease) in cash and cash equivalents								330,951			(306,082	)
Cash, cash equivalents and restricted cash, beginning of period		537,465			137,539			190,520			537,465
Cash, cash equivalents and restricted cash, end of period	$	231,383		$	205,198			521,471			231,383
Less: Cash and cash equivalents attributable to discontinued operations								(20,000	)		(70,520	)
Cash, cash equivalents and restricted cash, end of period, excluding discontinued operations							$	501,471		$	160,863

The accompanying notes are an integral part of these consolidated financial statements.

2. Revenue from Contracts with Customers

Our 2 primary revenue streams are (i) ~~software delivery, support and maintenance~~provider revenue and (ii) ~~client services. Software delivery, support~~payer and maintenance revenue consists of all of our proprietary software sales (either under a perpetual or term license delivery model), subscription-based software sales, transaction-related revenue, the resale of hardware and third-party software and revenue from post-contract client support and maintenance services, which include telephone support services, maintaining and upgrading software and ongoing enhanced maintenance. Client serviceslife sciences revenue. Provider revenue consists of revenue derived from managed services solutions, such as private cloud hosting, outsourcing and revenue cycle management, as well as other client services and project-based revenue from implementation, training and consulting services. For some clients, we host the software applications ~~licensed from us using~~for patient engagement and the sale of EHR software to single-specialty and small and mid-sized physician practices, including related clinical, financial, administrative and operational solutions. Payer and life sciences revenue primarily consists of sales of our ~~own or third-party servers. For other clients, we offer an outsourced service in which we assume partial~~integrated data systems solutions and related services to ~~total responsibility for a~~key healthcare ~~organization’s IT operations using our employees.~~stakeholders, including health plans and pharmaceutical companies, to help them improve the quality, efficiency and value of healthcare delivery.

At June 30, ~~2021~~2022 and December 31, ~~2020,~~2021, we had capitalized costs to obtain or fulfill a contract of ~~$15.5~~$10.2 million and ~~$16.8~~$8.1 million, respectively, in Prepaid and other current assets and ~~$27.2~~$11.9 million ~~and $27.9 million, respectively,~~for each in Other assets. During both the three months ended June 30, ~~2021~~2022 and ~~2020,~~2021, we recognized ~~$4.9~~$2.9 million ~~and $5.8 million, respectively,~~ of amortization expense related to such capitalized costs. During the six months ended June 30, ~~2021~~2022 and ~~2020,~~2021, we recognized ~~$10.7~~$5.8 million and ~~$12.5~~$6.2 million, respectively, of amortization expense related to such capitalized costs. The amortization of these capitalized costs to obtain a contract are included in Selling, general and administrative expense within our consolidated statements of operations.

The timing of revenue recognition, billings and cash collections results in billed and unbilled accounts receivable, contract assets and customer advances and deposits. Accounts receivable, net includes both billed and unbilled amounts where the right to receive payment is unconditional and only subject to the passage of time. Contract assets include amounts where revenue recognized exceeds the amount billed to the customer and the right to payment is not solely subject to the passage of time. Deferred revenue includes advanced payments and billings in excess of revenue recognized. Our contract assets and deferred revenue are reported in a net position on an individual contract basis at the end of each reporting period. Contract assets are classified as current or long-term based on the timing of when we expect to complete the related performance obligations and bill the customer. Deferred revenue is classified as current or long-term based on the timing of when we expect to recognize revenue.

The breakdown of revenue recognized based on the origination of performance obligations and elected accounting expedients is presented in the ~~table~~tables below:


(In thousands)	Three Months Ended March 31, 2021		Three Months Ended June 30, 2021		Three Months Ended March 31, 2022		Three Months Ended June 30, 2022
Revenue related to deferred revenue balance at beginning of period	$	137,848	$	151,857	$	36,151	$	25,901
Revenue related to new performance obligations satisfied during the period		173,316		158,910		45,306		55,990
Revenue recognized under "right-to-invoice" expedient		56,811		62,422		61,114		68,877
Reimbursed travel expenses, shipping and other revenue		377		525		101		130
Total revenue	$	368,352	$	373,714	$	142,672	$	150,898


(In thousands)	Three Months Ended March 31, 2021		Three Months Ended June 30, 2021
Revenue related to deferred revenue balance at beginning of period	$	29,401	$	36,770
Revenue related to new performance obligations satisfied during the period		47,263		41,814
Revenue recognized under "right-to-invoice" expedient		56,811		62,105
Reimbursed travel expenses, shipping and other revenue		177		517
Total revenue	$	133,652	$	141,206

(In thousands)

Three Months
Ended
March 31, 2020

Three Months
Ended
June 30, 2020

Revenue related to deferred revenue balance at beginning of period

$
105,366

$
119,545

Revenue related to new performance obligations satisfied during the period

216,580

195,308

Revenue recognized under "right-to-invoice" expedient

58,059

54,082

Reimbursed travel expenses, shipping and other revenue

1,359

369

Total revenue

$
381,364

$
369,304

The aggregate amount of contract transaction price related to remaining unsatisfied performance obligations ~~(commonly referred to as “backlog”)~~ represents contracted revenue that has not yet been recognized and includes both deferred revenue and amounts that will be invoiced and recognized as revenue in future periods. Total ~~backlog~~unsatisfied performance obligations equaled ~~$3.9 billion~~$923 million as of June 30, ~~2021,~~2022, of which we expect to recognize approximately ~~33%~~29% over the next 12 months, and the remaining ~~67%~~71% thereafter.

Revenue Recognition

We recognize revenue only when we satisfy an identified performance obligation (or bundle of obligations) by transferring control of a promised product or service to a customer. We consider a product or service to be transferred when a customer obtains control because a customer has sole possession of the right to use (or the right to direct the use of) the product or service for the remainder of its economic life or to consume the product or service in its own operations. We evaluate the transfer of control primarily from the customer’s perspective as this reduces the risk that revenue is recognized for activities that do not transfer control to the customer.

The majority of our revenue is recognized over time because a customer continuously and simultaneously receives and consumes the benefits of our performance. The exceptions to this pattern are our sales of perpetual and term software licenses, and hardware, where we determined that a customer obtains control of the asset upon granting of access, delivery or shipment.

We disaggregate our revenue from contracts with customers based on the type of revenue and nature of revenue stream, as we believe those categories best depict how the nature, amount ~~timing~~ and uncertainty of our revenue and cash flows are affected by economic factors. The tables below ~~tables~~ summarize revenue by type and nature of revenue stream as well as by our reportable ~~segments:~~

segment.

Three Months Ended June 30,

Six Months Ended June 30,

(In thousands)

2021

2020

2021

2020

Revenue:

  Recurring revenue

$
303,644

$
303,196

$
599,292

$
613,177

  Non-recurring revenue

70,070

66,108

142,774

137,491

      Total revenue

$
373,714

$
369,304

$
742,066

$
750,668


	Three Months Ended June 30, 2022
(In thousands)	Veradigm		Unallocated Amounts		Total
Provider	$	112,678	$	6,261	$	118,939
Payer & Life Sciences		31,959		0		31,959
Total revenue	$	144,637	$	6,261	$	150,898


	Three Months Ended June 30, 2021
(In thousands)	Veradigm		Unallocated Amounts		Total
Provider	$	108,147	$	7,757	$	115,904
Payer & Life Sciences		25,302		0		25,302
Total revenue	$	133,449	$	7,757	$	141,206


	Six Months Ended June 30, 2022
(In thousands)	Veradigm		Unallocated Amounts		Total
Provider	$	224,949	$	12,655	$	237,604
Payer & Life Sciences		55,966		0		55,966
Total revenue	$	280,915	$	12,655	$	293,570


	Six Months Ended June 30, 2021
(In thousands)	Veradigm		Unallocated Amounts		Total
Provider	$	212,035	$	15,039	$	227,074
Payer & Life Sciences		47,784		0		47,784
Total revenue	$	259,819	$	15,039	$	274,858

Three Months Ended June 30, 2021

(In thousands)

Core Clinical and Financial Solutions

Data, Analytics and Care Coordination

Unallocated Amounts

Total

Software delivery, support and maintenance

$
158,754

$
65,150

$
(4,294
)

$
219,610

Client services

151,394

2,710

0

154,104

Total revenue

$
310,148

$
67,860

$
(4,294
)

$
373,714

Three Months Ended June 30, 2020

(In thousands)

Core Clinical and Financial Solutions

Data, Analytics and Care Coordination

Unallocated Amounts

Total

Software delivery, support and maintenance

$
167,220

$
58,664

$
(2,293
)

$
223,591

Client services

143,879

1,834

0

145,713

Total revenue

$
311,099

$
60,498

$
(2,293
)

$
369,304

Six Months Ended June 30, 2021

(In thousands)

Core Clinical and Financial Solutions

Data, Analytics and Care Coordination

Unallocated Amounts

Total

Software delivery, support and maintenance

$
323,964

$
127,009

$
(8,672
)

$
442,301

Client services

295,349

4,416

0

299,765

Total revenue

$
619,313

$
131,425

$
(8,672
)

$
742,066

Six Months Ended June 30, 2020

(In thousands)

Core Clinical and Financial Solutions

Data, Analytics and Care Coordination

Unallocated Amounts

Total

Software delivery, support and maintenance

$
341,301

$
119,122

$
(4,692
)

$
455,731

Client services

290,130

4,807

0

294,937

Total revenue

$
631,431

$
123,929

$
(4,692
)

$
750,668

Contract Assets – Estimate of Credit Losses

We adopted Accounting Standards Update No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU ~~2016-13~~2016-13”) on January 1, 2020 using the cumulative-effect adjustment transition method. The guidance required the recognition of lifetime estimated credit losses expected to occur for contract assets and trade receivables. The guidance also required that we pool assets with similar risk characteristics and consider current economic conditions when estimating losses. The adoption of ASU 2016-13 for contract assets was recorded as a debit to retained earnings of $5.3 million as of January 1, 2020. Refer to Note 3, “Accounts Receivable”, for the adoption impact related to trade receivables.

~~At adoption, we~~We segmented the contract asset population into pools based on their risk assessment. Risks related to contract assets are a customer’s inability to pay or bankruptcy. Each pool was defined by antheir internal credit assessment and business size. ~~The pools were aligned with management’s review of financial performance at the time. In the fourth quarter of 2020, we~~We also used each customer’s primary business unit in our pooling determination. This assessment provides ~~additional~~ information of the customer including size, segment and industry. ~~Using this perspective, we added one new pool. We reallocated pools and loss rates accordingly and noted slight shifts in each pool.~~ The ~~new~~ pools are aligned with management’s current review of financial performance. For the three and six months ended June 30, ~~2021,~~2022, no adjustment to the pools was necessary.

We utilized a loss-rate method to measure expected credit loss for each pool. The loss rate is calculated using a ~~twenty-four-month~~24-month lookback period of credit memos and adjustments divided by the average contract asset balance for each pool during that period. We considered current economic conditions, including macroeconomic and inflationary trends and how the COVID-19 pandemic is impacting the global economy, internal forecasts, cash collection and credit memos written during the current period when assessing loss rates. We reviewed these factors and concluded that no adjustments should be made to the historical loss rate data. The June 30, ~~2021~~2022 analysis resulted in ~~no change in~~a reduction to the ending estimate of credit losses.

Changes in the estimate of credit losses for contract assets are presented in the table below.


			Six Months Ended June 30,
(In thousands)	Total		2022			2021
Balance at December 31, 2020	$	5,341
Current period provision		0
Balance at June 30, 2021	$	5,341
Beginning balance			$	2,110		$	2,110
Write-offs				(345	)		0
Ending balance			$	1,765		$	2,110
Less: Contract assets, short-term		1,068		564			576
Total contract assets, long-term	$	4,273	$	1,201		$	1,534

The future maturities of our leasing arrangements including lease and non-lease components are shown in the below table. The maturities are calculated using foreign currency exchange rates in effect as of June 30, ~~2021.~~2022.

On ~~July 2, 2019,~~March 25, 2022, we acquired Babel Health which engages in the ~~Pinnacle~~business of designing, developing, selling and ~~Diabetes Collaborative Registries from the American College of Cardiology (“ACC”) as part of our broader strategic partnership with the ACC.~~operating encounter data submission and reconciliation solutions. The ~~total~~base purchase price was ~~$19.7~~$24.0 million, ~~consisting~~subject to adjustment for cash and net working capital balances, resulting in $24.5 million in cash paid ($24.0 million in net cash after accounting for the existing cash balance). The allocation of ~~an initial payment~~the purchase price is preliminary and subject to change. Accordingly, adjustments may be made to the values of ~~$11.7 million plus up to an aggregate of $8.0 million pending~~assets and liabilities assumed as the ~~attainment of certain milestones over~~valuation is finalized and additional information is obtained about the ~~next 18 months. The contingent consideration of up to $8.0 million was valued at $5.0 million~~facts and circumstances that existed at the ~~time of closing. As part of this partnership, we operate Pinnacle~~acquisition date. We expect to finalize the valuation and ~~Diabetes Collaborative Registries, which extends our EHR-enabled ambulatory network to create~~complete the purchase consideration allocation within the allowable measurement period. The management platform will provide managed health care plans with a ~~large-scale chronic disease network. During~~tailored solution for the first quarter of 2021, we extended the ACC earnout agreement to June 30, 2021. In the second quarter of 2021, we paid $0.9 million related to the earnout agreement. The remaining payment was accrued as contingent consideration within our consolidated financial statements. Refer to Note 6, “Fair Value Measurements and Long-term Investments” for additional information regarding the contingent consideration.risk adjustment claims submission process. The business is included in our ~~Data, Analytics~~Veradigm reportable segment.

We incurred $0.2 million of acquisition costs during the three and six months ended June 30, 2022, which are included in Selling, general and administrative expenses in our consolidated statement of operations. The results of operations of Babel Health were not material to our consolidated results of operations for the three and six months ended June 30, 2022.

On May 2, 2022, we completed the sale of our Hospitals and Large Physician Practices business, ~~segment.~~including the Sunrise and TouchWorks solutions (the “Hospitals and Large Physician Practices Business”) to Altera Digital Health Inc. (formerly known as Harris Dawn Holdings Inc.), a Delaware corporation (“Altera”), a wholly-owned subsidiary of Constellation Software Inc., an Ontario corporation, pursuant to a purchase agreement (the “Altera Purchase Agreement”) by which Altera purchased substantially all of the assets of the Hospitals and Large Physician Practices Business. The total consideration for the Hospitals and Large Physician Practices Business was $670.0 million in cash paid at closing, with up to an additional $30.0 million of contingent consideration based on the Hospitals and Large Physician Practices Business’s revenue through calendar year 2023. Certain assets relating to the Hospitals and Large Physician Practices Business were excluded from the transaction and retained by the Company, as described in the Altera Purchase Agreement. In addition, Altera assumed certain liabilities related to the Hospitals and Large Physician Practices Business under the terms of the Altera Purchase Agreement. We realized a pre-tax gain upon the sale of $2.8 million, which is included in the Gain on sale of discontinued operations line in our consolidated statements of operations for the three and six months ended June 30, 2022. The divestiture is being treated as a discontinued operation as of June 30, 2022. Refer to Note 15, “Discontinued Operations” for additional information regarding the historical assets, liabilities and results of operations of the Hospitals and Large Physician Practices Business.

~~Divestitures~~On August 23, 2021, we completed the sale of substantially all of the assets of our 2bPrecise business to a third party for a non-controlling interest in the combined entity. We realized a pre-tax gain upon the sale of $8.4 million, which was included in the Gain on sale of businesses, net line in our consolidated statements of operations for the year ended December 31, 2021. The historical 2bPrecise business is presented in our “Unallocated Amounts” category.

On December 31, 2020, we completed the sale of substantially all of the assets of our CarePort business to a subsidiary of WellSky Corp., a Delaware corporation (“WellSky”), pursuant to a purchase agreement (the “CarePort Purchase Agreement”). The total consideration for CarePort was ~~$1.35~~$1.35 billion, which was subject to certain adjustments for liabilities assumed by WellSky and net working capital as described in the CarePort Purchase Agreement. We realized a pre-tax gain upon the sale of ~~$933.9~~$933.9 million, which was included in the Gain on sale of discontinued operations line in our consolidated statements of operations for the year ended December 31, 2020. For the ~~six months~~year ended ~~June 30,~~December 31, 2021, we recorded a ~~$0.6~~$0.6 million gain that primarily related to net working capital adjustments in the Gain on sale of discontinued operations line in our consolidated statements of operations. The divestiture was treated as a discontinued operation as of December 31, 2020. Refer to Note 15, “Discontinued Operations” for additional information. On December 31, 2020, we repaid ~~$161.0~~$161.0 million of the Term Loan (as defined below) as a result of the sale, which was a mandatory prepayment in accordance with the Second Amended Credit Agreement (as defined below).

On October 15, 2020, we completed the sale of substantially all of the assets of our EPSiTM business (“EPSi”) to Strata Decision Technology LLC, an Illinois limited liability company (“Strata”), and Roper Technologies, Inc., a Delaware corporation, pursuant to a purchase agreement (the “EPSi PurchaseAgreement”). The total consideration for EPSi was ~~$365.0~~$365.0 million, which was subject to certain adjustments for liabilities assumed by Strata and net working capital as described in the EPSi Purchase Agreement. We realized a pre-tax gain upon the sale of ~~$222.6~~$222.6 million, which was included in the Gain on sale of discontinued operations line in our consolidated statements of operations for the year ended December 31, 2020. The divestiture was treated as a discontinued operation as of December 31, ~~2020~~.2020. Refer to Note 15, “Discontinued Operations” for additional information. On October 29, 2020, we repaid ~~$19.0~~$19.0 million of the Term Loan (as defined below) as a result of the sale, which was a mandatory prepayment in accordance with the Second Amended Credit Agreement (as defined below).

6. Fair Value Measurements and Long-term Investments

Fair value measurements are based upon observable and unobservable inputs.

Level 1: Inputs are unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date.

Level 2: Quoted prices for similar instruments in active markets with inputs that are observable, either directly or indirectly. Our Level 2 derivative financial instruments include foreign currency forward contracts valued based upon observable values of spot and forward foreign currency exchange rates.

Level 3: Unobservable inputs are significant to the fair value of the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. Our Level 3 instrument ~~includes~~reflects the fair value of contingent consideration related to a completed acquisition. The fair value is based on a discounted cash flow analysis reflecting the likelihood of achieving specified performance measures or events and captures the contractual nature of the contingencies, commercial risk or time value of money.

The following table summarizes our financial assets and liabilities measured at fair value on a recurring basis as of the respective balance sheet dates:


	Balance Sheet	June 30, 2022								December 31, 2021
(In thousands)	Classifications	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Foreign exchange derivative assets	Prepaid expenses and other current assets	$	0	$	0	$	0	$	0	$	0	$	352	$	0	$	352
Total assets		$	0	$	0	$	0	$	0	$	0	$	352	$	0	$	352

Foreign exchange derivative assets	Accrued expenses	$	0	$	54	$	0	$	54	$	0	$	0	$	0	$	0
Contingent consideration - current	Accrued expenses		0		0		0		0		0		0		19		19
Total liabilities		$	0	$	54	$	0	$	54	$	0	$	0	$	19	$	19

Balance Sheet

June 30, 2021

December 31, 2020

(In thousands)

Classifications

Level 1

Level 2

Level 3

Total

Level 1

Level 2

Level 3

Total

Foreign exchange
   derivative assets

Prepaid expenses
   and other
   current assets

$
0

$
0

$
0

$
0

$
0

$
1,509

$
0

$
1,509

Total assets

$
0

$
0

$
0

$
0

$
0

$
1,509

$
0

$
1,509

Contingent consideration
     - current

Accrued
  expenses

$
0

$
0

$
153

$
153

$
0

$
0

$
1,011

$
1,011

Total liabilities

$
0

$
0

$
153

$
153

$
0

$
0

$
1,011

$
1,011

The changes in our Level 3 liability measured at fair value on a recurring basis at June 30, ~~2021~~2022 is summarized as follows:


(In thousands)	Contingent Consideration			Contingent Consideration
Balance at December 31, 2020	$	1,011
Balance at December 31, 2021				$	19
Payments		(858	)		(19	)
Balance at June 30, 2021	$	153
Balance at June 30, 2022				$	0

~~The following table summarizes the quantitative information about our Level 3 fair value measurements at June 30, 2021:~~

During the three and six months ended June 30, 2021, one of our third-party cost method investments converted its notes and we received 475 thousand shares in such third party as a result of the conversion. We also revalued our existing investment based on the note conversion share price. The note conversion and the revaluation of the existing investment resulted in a ~~$9.7~~$9.7 million gain, which is included in the Other income, ~~(loss),~~ net line in our consolidated statements of operations for the three and six months ended June 30, ~~2021~~2021..

~~During the six months ended June 30, 2020, we recorded a $16.8 million gain from the sale of a third-party equity method investment.~~

As of June 30, ~~2021,~~2022, it is not ~~possible~~practicable to estimate the fair value of our non-marketable cost and equity method investments, primarily because of their illiquidity and restricted marketability. The factors we considered in trying to determine fair value include, but are not limited to, available financial information, the issuer’s ability to meet its current obligations, the issuer’s subsequent or planned raises of capital and observable price changes in orderly transactions.

Each quarter, management performs an assessment of each of our investments on an individual basis to determine if there have been any declines in fair value. Based on our assessment, we determined 0 impairment charges were necessary for the six months ended June 30, ~~2021.~~2022.

Our long-term financial liabilities include amounts outstanding under our ~~senior secured credit facility~~Senior Secured Credit Facility (as described in Note 10, “Debt”), with carrying values that approximate fair value since the interest rates approximate current market rates. Refer to Note 10, “Debt,” for further information regarding our long-term financial liabilities.

7. Stockholders' Equity

Stock-based Compensation Expense

Stock-based compensation expense recognized during the three and six months ended June 30, ~~2021~~2022 and ~~2020~~2021 is included in our consolidated statements of operations as shown in the below table. Stock-based compensation expense includes both non-cash expense related to grants of stock-based awards as well as cash expense related to the employee discount applied to purchases of our common stock under our employee stock purchase plan. NaN stock-based compensation costs were capitalized during the three and six months ended June 30, ~~2021~~2022 and ~~2020.~~2021.


	Three Months Ended June 30,				Six Months Ended June 30,				Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2021		2020		2021		2020		2022		2021		2022		2021
Cost of revenue:
Software delivery, support and maintenance	$	311	$	343	$	807	$	918
Client services		967		808		2,346		1,899
Provider									$	221	$	220	$	538	$	496
Payer & Life Sciences										37		49		25		106
Total cost of revenue		1,278		1,151		3,153		2,817		258		269		563		602
Selling, general and administrative expenses		7,551		5,081		15,594		12,123		8,309		2,335		13,798		4,888
Research and development		1,554		1,428		3,467		3,823		596		938		1,726		2,006
Total stock-based compensation expense	$	10,383	$	7,660	$	22,214	$	18,763	$	9,163	$	3,542	$	16,087	$	7,496

Allscripts Long-Term Incentive Plan

We measure stock-based compensation expense at the grant date based on the fair value of the award. We recognize the expense for service-based share awards over the requisite service period on a straight-line basis, net of estimated forfeitures. We recognize the expense for performance-based and market-based share awards over the vesting period under the accelerated attribution method, net of estimated forfeitures. In addition, we recognize stock-based compensation cost for awards with performance conditions if and when we conclude that it is probable that the performance conditions will be achieved.

The fair value of service-based and performance-based restricted stock units is measured at the underlying closing share price of our common stock on the date of grant. The fair value of market-based restricted stock units is measured using the Monte Carlo pricing model. NaN stock options were granted during the ~~three and~~ six months ended June 30, ~~2021~~2022 and ~~2020.~~2021.

We granted stock-based awards as follows:


	Three Months Ended June 30, 2021				Six Months Ended June 30, 2021				Three Months Ended June 30, 2022				Six Months Ended June 30, 2022
			Weighted-Average				Weighted-Average				Weighted-Average				Weighted-Average
			Grant Date				Grant Date				Grant Date				Grant Date
(In thousands, except per share amounts)	Shares		Fair Value		Shares		Fair Value		Shares		Fair Value		Shares		Fair Value
Service-based restricted stock units		1,963	$	15.41		2,445	$	15.36		1,221	$	18.41		1,246	$	18.44
Performance-based restricted stock units with a service condition		0	$	0.00		235	$	15.16		243	$	18.56		243	$	18.56
Market-based restricted stock units with a service condition		0	$	0.00		235	$	17.19		258	$	21.90		258	$	21.90
		1,963	$	15.41		2,915	$	15.49		1,722	$	18.95		1,747	$	18.97

During the six months ended June 30, ~~2021~~2022 and the year ended December 31, ~~2020, 2.1~~2021, 2.5 million and ~~1.9~~2.2 million shares of common stock, respectively, were issued in connection with the release of restrictions on stock awards.

Net Share-settlements

Upon vesting, restricted stock units are generally net share-settled to cover the required withholding tax, and the remaining amount is converted into an equivalent number of shares of common stock. The majority of restricted stock units and awards that vested during the six months ended June 30, ~~2021~~2022 and ~~2020~~2021 were net-share settled such that we withheld shares with fair value equivalent to the employees’ minimum statutory obligation for the applicable income and other employment taxes and remitted the cash to the appropriate taxing authorities. Total payments for the employees' minimum statutory tax obligations to the taxing authorities are reflected as a financing activity within the accompanying consolidated statements of cash flows. The total shares withheld for the six months ended June 30, 2022 and 2021 were 1.3 million and ~~2020 were~~ 895 ~~thousand and 764~~ thousand, respectively, and were based on the value of the restricted stock units on their vesting date as determined by our closing stock price. These net-share settlements had the effect of share repurchases by us as they reduced the number of shares that would have otherwise been issued as a result of the vesting.

Stock Repurchases

On November 18, 2020, we announced that our Board of Directors approved a stock purchase program (the “2020 Program”) under which we may repurchase up to ~~$300~~$300 million of our common stock through December 31, 2021. The 2020 Program replaced a previous ~~program.~~program that was fully utilized. During the three and six months ended June 30, 2021, we repurchased 5.6 million shares of our common stock under the 2020 ~~Program.~~Program for a total of $101.5 million, net of commissions. This iswas inclusive of the1.6 million shares we received at final settlement of the accelerated share repurchase program we entered into on November 30, ~~2020, described below. During the six months ended June 30, 2020, we repurchased 1.5 million shares~~2020. Please refer to Part II, Item 8 of our ~~common stock under~~Form 10-K for further details on the ~~previous program for a total of $9.7 million. We repurchased 0 shares during the three months ended June 30, 2020.~~accelerated share repurchase program.

On May 26, 2021, we announced that our Board approved a ~~new~~ stock purchase program (the “2021 Program”) under which we may repurchase up to ~~$350~~$350 million of our common stock. The 2021 Program replaced the 2020 Program that was fully utilized and ~~does~~did not have a termination date. During the three months ended June 30, 2021, we repurchased 11.5 million shares of our common stock under the 2021 ~~Program.~~Program for a total of $202.9 million, net of commissions. This iswas inclusive of the9.1 million shares we received at initial settlement of the accelerated share repurchase program we entered into on June 14, ~~2021, described below.~~2021. Please refer to Part II, Item 8 of our Form 10-K for further details on the accelerated share repurchase program.

On ~~November 30, 2020,~~January 24, 2022, we ~~entered into separate Master Confirmations (each,~~announced that our Board of Directors approved a ~~“Master Confirmation”~~stock purchase program (the “2022 Program”) and Supplemental Confirmations (each, together with the related Master Confirmation, an “ASR Agreement”), with JPMorgan Chase Bank, National Association and Wells Fargo Bank, National Association (each, an “ASR Counterparty”, or collectively, “ASR Counterparties”),under which we may repurchase up to ~~purchase shares~~$250 million of our common stock, ~~for a total payment of $200.0 million (the “Prepayment Amount”). Under~~with no termination date. The 2022 Program replaced the ~~terms of~~2021 Program that was fully utilized. During the ~~ASR Agreements, on November~~three months ended June 30, ~~2020,~~2022, we ~~paid the Prepayment Amount to the ASR Counterparties and received on December 2, 2020 an initial delivery of approximately 11.7~~repurchased 5.5 million shares of our common stock ~~which is approximately 80% of the total number of shares that could be repurchased~~ under the ASR Agreements if the final purchase price per share equaled the closing price of our common stock on November 30, 2020. These repurchased shares became treasury shares and were recorded as a $165.7 million reduction to stockholders’ equity. The remaining $34.3 million of the Prepayment Amount was recorded as a reduction to stockholders’ equity as an unsettled forward contract indexed to our common stock. The total number of shares received under the ASR Agreements, after final settlement, was based on the average daily volume weighted average price of our common stock during the repurchase period, less an agreed upon discount. Final settlement of the ASR Agreements occurred in May 2021, resulting in the receipt of 1.6 million additional shares, which yielded a weighted-average share repurchase price of approximately $15.07 for the repurchase period.

On June 14, 2021, we entered into Supplemental Confirmations (each, a “June 2021 Supplemental Confirmation”) to the Master Confirmations dated November 30, 2020 (each, as supplemented by the corresponding June 2021 Supplemental Confirmation, a “June 2021 ASR Agreement”), with each of the ASR Counterparties, to purchase shares of our common stock2022 Program for a total ~~payment~~ of ~~$200.0~~$93.7 million, ~~(the “June 2021 Prepayment Amount”). Under~~net of commissions. During the ~~terms of the~~six months ended June ~~2021 ASR Agreements, on June 14, 2021,~~30, 2022, we ~~paid the June 2021 Prepayment Amount to the ASR Counterparties and received on June 16, 2021 an initial delivery of approximately 9.1~~repurchased 7.8 million shares of our common stock ~~which is approximately 80% of the total number of shares that could be repurchased~~ under the ~~June 2021 ASR Agreements if the final purchase price per share equaled the closing price~~2022 Program for a total of ~~our common stock on June 14, 2021. These repurchased shares became treasury shares and were recorded as a $161.2~~$143.4 million, ~~reduction to stockholders’ equity. The remaining $38.8 million~~net of the June 2021 Prepayment Amount was recorded as a reduction to stockholders’ equity as an unsettled forward contract indexed to our common stock. We excluded the potential share impact of any remaining shares subject to repurchase from the computation of diluted earnings per share as these shares would be anti-dilutive as of June 30, 2021. commissions.

The approximate dollar value of shares of our common stock that may yet be purchased under the ~~2021~~2022 Program ~~following the June 2021 ASR Agreements~~ was ~~$108.4~~$106.8 million as of June 30, ~~2021.~~

At final settlement, depending on the final purchase price per share, the ASR Counterparties may be required to deliver additional shares of our common stock to the Company, or, under certain circumstances, we may be required to make a cash payment to each ASR Counterparty or may elect to deliver the equivalent value in shares of our common stock. The final purchase price per share under each June 2021 ASR Agreement will generally be based on the average of daily volume weighted average prices of shares of our common stock during a term set forth in the June 2021 ASR Agreements. The June 2021 ASR Agreements contain provisions customary for agreements of this type, including provisions for adjustments to the transaction terms, the circumstances generally under which the June 2021 ASR Agreements may be accelerated, extended or terminated early by the ASR Counterparties and various acknowledgments, representations and warranties made by the parties to one another. ~~Final settlement of the June 2021 ASR Agreements is expected to be completed during the fourth quarter of 2021, although the settlement may be accelerated at the ASR Counterparties’ option.~~

2022. Any future stock repurchase transactions may be made through open market transactions, block trades, privately negotiated transactions (including accelerated share repurchase transactions) or other means, subject to market conditions. Any repurchase activity will depend on many factors such as our working capital needs, cash requirements for investments, debt repayment obligations, economic and market conditions at the time, including the price of our common stock, and other factors that we consider relevant. Our stock repurchase program may be accelerated, suspended, delayed or discontinued at any time.

8. Earnings (Loss) Per Share

Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted-average shares of common stock outstanding. For purposes of calculating diluted earnings (loss) per share, the numerator includes net income (loss) and any interest expense related to the 0.875% Convertible Senior Notes, net of tax, and the denominator includes both the weighted-average shares of common stock outstanding and dilutive common stock equivalents. Dilutive common stock equivalents consist of restricted stock unit awards and warrants calculated under the treasury stock method, as well as convertible notes calculated under the if-converted method.

The calculations of earnings (loss) per share are as follows:


	Three Months Ended June 30,						Six Months Ended June 30,
(In thousands, except per share amounts)	2022			2021			2022			2021
Basic earnings (loss) per Common Share:
Income from continuing operations, net of tax	$	3,262		$	26,143		$	21,733		$	30,443
(Loss) income from discontinued operations, net of tax		(67,288	)		(4,217	)		(62,902	)		540
Net (loss) income	$	(64,026	)	$	21,926		$	(41,169	)	$	30,983

Weighted-average common shares outstanding		114,251			136,647			115,052			138,409

Basic earnings from continuing operations per Common Share	$	0.03		$	0.19		$	0.19		$	0.22
Basic (loss) earnings from discontinued operations per Common Share		(0.59	)		(0.03	)		(0.55	)		0.00
Net (loss) earnings per Common Share	$	(0.56	)	$	0.16		$	(0.36	)	$	0.22

Diluted earnings (loss) per Common Share:
Income from continuing operations, net of tax	$	3,262		$	26,143		$	21,733		$	30,443
Effect of assumed conversions:
Plus: Interest expense, net of tax, associated with 0.875% Convertible Senior Notes		507			0			1,013			0
Income from continuing operations, net of tax after the effect of assumed conversions	$	3,769		$	26,143		$	22,746		$	30,443

(Loss) income from discontinued operations, net of tax	$	(67,288	)	$	(4,217	)	$	(62,902	)	$	540

Weighted-average common shares outstanding		114,251			136,647			115,052			138,409
Plus: Dilutive effect of restricted stock unit awards, convertible notes and warrants		4,452			8,624			21,670			8,839
Weighted-average common shares outstanding assuming dilution		118,703			145,271			136,722			147,248

Diluted earnings from continuing operations per Common Share	$	0.03		$	0.18		$	0.17		$	0.21
Diluted (loss) earnings from discontinued operations per Common Share		(0.57	)		(0.03	)		(0.46	)		0.00
Net (loss) earnings per Common Share	$	(0.54	)	$	0.15		$	(0.29	)	$	0.21

Three Months Ended June 30,

Six Months Ended June 30,

(In thousands, except per share amounts)

2021

2020

2021

2020

Basic earnings (loss) per Common Share:

Income (loss) from continuing operations, net of tax

$
21,905

$
(21,579
)

$
30,498

$
(53,964
)
Income from discontinued operations, net of tax

21

13,974

485

26,005

Net income (loss)

$
21,926

$
(7,605
)

$
30,983

$
(27,959
)

Weighted-average common shares outstanding

136,647

162,682

138,409

162,571

Basic earnings (loss) from continuing operations per Common Share

$
0.16

$
(0.13
)

$
0.22

$
(0.33
)
Basic earnings from discontinued operations per Common Share

0.00

0.08

0.00

0.16

Net earnings (loss) per Common Share

$
0.16

$
(0.05
)

$
0.22

$
(0.17
)

Diluted earnings (loss) per Common Share:

Income (loss) from continuing operations, net of tax

$
21,905

$
(21,579
)

$
30,498

$
(53,964
)
Income from discontinued operations, net of tax

21

13,974

485

26,005

Net income (loss)

$
21,926

$
(7,605
)

$
30,983

$
(27,959
)

Weighted-average common shares outstanding

136,647

162,682

138,409

162,571

Plus: Dilutive effect of restricted stock unit awards and warrants

8,624

0

8,839

0

Weighted-average common shares outstanding assuming dilution

145,271

162,682

147,248

162,571

Diluted earnings (loss) from continuing operations per Common Share

$
0.15

$
(0.13
)

$
0.21

$
(0.33
)
Diluted earnings from discontinued operations per Common Share

0.00

0.08

0.00

0.16

Net earnings (loss) per Common Share

$
0.15

$
(0.05
)

$
0.21

$
(0.17
)

Due to the net loss for the three and six months ended June 30, 2020, we used basic weighted-average common shares outstanding in the calculation of diluted loss per share, since the inclusion of any stock equivalents would be anti-dilutive.

The following restricted stock unit awards, convertible notes and warrants are not included in the computation of diluted earnings ~~(loss)~~ per share as the effect of including such restricted stock unit awards, convertible notes and warrants in the computation would be anti-dilutive:


	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2022		2021		2022		2021
Shares subject to anti-dilutive restricted stock unit awards, convertible notes and warrants excluded from calculation		15,814		1,502		92		1,501

June 30, 2021

December 31, 2020

Gross

Gross

Carrying

Accumulated

Intangible

Carrying

Accumulated

Intangible

(In thousands)

Amount

Amortization

Assets, Net

Amount

Amortization

Assets, Net

Intangibles subject to amortization:

Proprietary technology

$
535,156

$
(479,059
)

$
56,097

$
535,092

$
(465,292
)

$
69,800

Customer contracts and relationships

674,347

(521,186
)

153,161

674,336

(509,534
)

164,802

Total

$
1,209,503

$
(1,000,245
)

$
209,258

$
1,209,428

$
(974,826
)

$
234,602

Intangibles not subject to amortization:

Registered trademarks

$
52,000

$
52,000

Goodwill

974,834

974,729

Total

$
1,026,834

$
1,026,729

Changes in the carrying amounts of goodwill by reportable segment for the six months ended June 30, ~~2021~~2022 were as follows:

There were 0 accumulated impairment losses associated with goodwill as of June 30, ~~2021~~2022 and December 31, ~~2020.~~2021.

10. Debt

Debt outstanding, excluding lease obligations, consists of the following:


	June 30, 2022							December 31, 2021
(In thousands)	Principal Balance		Unamortized Discount and Debt Issuance Costs		Net Carrying Amount			Principal Balance		Unamortized Discount and Debt Issuance Costs			Net Carrying Amount
0.875% Convertible Senior Notes (1)	$	207,911	$	4,104	$	203,807		$	167,853	$	(9,057	)	$	176,910
Senior Secured Credit Facility		0		3,912		(3,912	)		175,000		1,848			173,152
Total debt	$	207,911	$	8,016	$	199,895		$	342,853	$	(7,209	)	$	350,062

(1) As of June 30, 2022, the principal balance is recognized in debt. As of December 31, 2021, the principal balance is $207,911 thousand; $167,853 thousand is recognized in debt and $40,058 thousand is recognized in additional paid-in capital.

June 30, 2021

December 31, 2020

(In thousands)

Principal Balance

Unamortized Discount and Debt Issuance Costs

Net Carrying Amount

Principal Balance

Unamortized Discount and Debt Issuance Costs

Net Carrying Amount

0.875% Convertible Senior Notes ⁽¹⁾

$
167,853

$
(6,099
)

$
173,952

$
167,853

$
(3,166
)

$
171,019

Senior Secured Credit Facility

250,000

2,640

247,360

0

3,432

(3,432
)
Total debt

$
417,853

$
(3,459
)

$
421,312

$
167,853

$
266

$
167,587

~~(1)~~

~~Principal balance is $207,911 thousand; $167,853 thousand is recognized in debt and $40,058 thousand is recognized in additional paid-in capital.~~

Interest expense consists of the following:


	Three Months Ended June 30,				Six Months Ended June 30,				Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2021		2020		2021		2020		2022		2021		2022		2021
Interest expense	$	1,079	$	4,599	$	2,367	$	9,548	$	1,084	$	1,079	$	2,590	$	2,367
Amortization of discounts and debt issuance costs		1,870		5,715		3,725		11,431		803		1,870		1,433		3,725
Total interest expense	$	2,949	$	10,314	$	6,092	$	20,979	$	1,887	$	2,949	$	4,023	$	6,092

Interest expense related to the ~~0.875%~~0.875% Convertible Senior Notes ~~and the 1.25% Cash Convertible Senior Notes (which matured and were repaid in full on July 1, 2020),~~ included in the table above ~~consisted~~consists of the following:


	Three Months Ended June 30,				Six Months Ended June 30,				Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2021		2020		2021		2020		2022		2021		2022		2021
Coupon interest	$	455	$	1,555	$	910	$	3,110	$	455	$	455	$	910	$	910
Amortization of discounts and debt issuance costs		1,474		5,288		2,933		10,576		228		1,474		456		2,933
Total interest expense related to the convertible notes	$	1,929	$	6,843	$	3,843	$	13,686
Total interest expense related to the 0.875% Convertible Senior Notes									$	683	$	1,929	$	1,366	$	3,843

On ~~February 15, 2018,~~April 29, 2022, Allscripts and Allscripts Healthcare LLC entered into a ~~Second~~Third Amended and Restated Credit Agreement (the ~~“Second~~“Third Amended Credit Agreement”), with JPMorgan Chase Bank, N.A., as administrative ~~agent.~~agent and other lenders party thereto, amending and restating the Second Amended Credit Agreement. The ~~Second~~Third Amended Credit Agreement provides for a ~~$400 million senior secured term loan (the “Term Loan”) and a $900~~$700.0 million senior secured revolving facility (the ~~“Revolving~~“New Revolving Facility”)~~, each with a~~ ~~five-year~~ ~~term. The Term Loan was repayable in quarterly installments, which began on June 30, 2018. We repaid the Term Loan in full on December 31, 2020.~~. A total of up to ~~$50~~$50.0 million of the New Revolving Facility is available for the issuance of letters of credit, up to ~~$10~~$25.0 million of the New Revolving Facility is available for swingline loans, and up to ~~$100~~$100.0 million of the New Revolving Facility ~~could~~can be borrowed under certain foreign currencies. Proceeds from the borrowings under the Third Amended Credit Agreement were used for the refinancing of loans under the Second Amended Credit Agreement.

As of June 30, ~~2021, $250.0 million under the Revolving Facility and $1.0~~2022, $0.8 million in letters of credit were outstanding under the ~~Second~~Third Amended Credit Agreement.

As No amounts under the New Revolving Facility were outstanding under the Third Amended Credit Agreement as of June 30, ~~2021, the interest rate on the borrowings under the Second Amended Credit Agreement was LIBOR plus 1.50%, which totaled 1.60%.~~2022. We were in compliance with all covenants under the ~~Second~~Third Amended Credit Agreement as of June 30, ~~2021.~~

~~In connection with the sale of our EPSibusiness on October 15, 2020,~~ which is further discussed in Note 5, “Business Combinations and Divestitures”, the terms of our Second Amended Credit Agreement required us to make a mandatory prepayment of our Term Loan in the amount of $19.0 million on October 29, 2020.2022.

In connection with the sale of our CarePort business on December 31, 2020, which is further discussed in Note 5, “Business Combinations and Divestitures”, the terms of our Second Amended Credit Agreement required us to make a mandatory prepayment of our Term Loan in the amount of $161.0 million on December 31, 2020.

On August 7, 2019, we entered into a First Amendment to the Second Amended Credit Agreement in order to remain compliant with the covenants of our Second Amended Credit Agreement. The First Amendment provided the financial flexibility to settle the U.S. Department of Justice’s investigations as discussed in Note 14, “Contingencies”, while maintaining our compliance with the covenants of our Second Amended Credit Agreement. None of the original terms of our Second Amended Credit Agreement relating to scheduled future principal payments, applicable interest rates and margins or borrowing capacity under our Revolving Facility were amended.

On July 20, 2020, we entered into a Second Amendment to the Second Amended Credit Agreement. None of the original terms of our Second Amended Credit Agreement relating to scheduled future principal payments, applicable interest rates and margins or borrowing capacity under our Revolving Facility were amended. In connection with this amendment, we incurred fees and other costs totaling $1.4 million, of which a majority was capitalized.

As of June 30, ~~2021,~~2022, we had ~~$649.0~~$699.2 million available borrowing capacity, net of any outstanding letters of credit, under the New Revolving Facility. There can be no assurance that we will be able to draw on the full available balance of the New Revolving Facility if the financial institutions that have extended such credit commitments become unwilling or unable to fund such borrowings or if we are unable to maintain compliance with applicable covenants.

The issuance in December 2019 of the combined $218.0 million aggregate principal amount of the ~~0.875%~~0.875% Convertible Senior Notes resulted in $0.7 million in debt issuance costs, which were paid in January 2020. We have separately recorded liability and equity components of the 0.875% Convertible Senior Notes, including any discounts and issuance costs, by allocating the proceeds from the issuance between the liability component and the embedded conversion option, or equity component. This allocation was completed by first estimating an interest rate at the time of issuance for similar notes that do not include an embedded conversion option. The semi-annual interest rate of 1.95% was used to compute the initial fair value of the liability component, which totaled $177.9 million at the time of issuance. The excess of the initial proceeds received from the 0.875% Convertible Senior Notes and the $177.9 million liability component was allocated to the equity component, which totaled $40.1 million at the time of issuance before deducting any paid capped call fees. The equity component of ~~$40.1~~$40.1 million, the $17.2 million in paid capped call fees and an allocation of $1.1 million in combined discounts and issuance costs were recorded in Additional paid-in capital within the consolidated balance sheets in December 2019. These were recorded as a discount ~~that will~~and are to be accreted into interest expense through January 1, 2027 using the interest method.

In June 2020, we paid ~~$7.7~~$7.7 million to repurchase ~~$10.1~~$10.1 million of the aggregate principal amount of the ~~0.875%~~0.875% Convertible Senior Notes, which resulted in a ~~$0.5~~$0.5 million gain. In connection with the repurchase, the capped call transaction was partially terminated, and we received ~~$0.3~~$0.3 million, which resulted in a recognition of ~~$0.8~~$0.8 million in equity to offset the capped call fees and a ~~$0.5~~$0.5 million loss.

On January 1, 2022, we adopted ASU 2020-06 using the modified retrospective transition method. The guidance simplifies the accounting for convertible instruments by removing major separation models required under GAAP. The guidance also removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exceptions. As a result of the adoption of ASU 2020-06, the liability and equity components of the 0.875% Convertible Senior Notes are to be presented as a single liability as of January 1, 2022. Therefore, as of January 1, 2022, we decreased Additional paid-in capital by $38.9 million, which represented the $40.1 million equity component, offset by the $1.1 million in combined discounts and issuance costs. We increased Retained earnings by $12.5 million to reverse the accretion of interest expense related to the equity component that was recorded from December 2019 through December 2021. We also increased Long-term debt by $26.4 million, which represents the difference between the reduction to Additional paid-in capital and the increase in Retained earnings. The capped call fees remain in Additional paid-in capital within our consolidated balance sheet.

The 0.875% Convertible Senior Notes became convertible at the option of the holders during the first quarter of 2022. However, as of June 30, 2022, none of the 0.875% Convertible Senior Notes have been converted. The remaining principal amount of the ~~0.875%~~0.875% Convertible Senior Notes at June 30, ~~2021~~2022 totaled ~~$207.9~~$207.9 million. The carrying value of the ~~combined equity component, net of~~ capped call fees ~~issuance costs and accretion,~~ at June 30, ~~2021 totaled $13.6~~2022 was $16.4 million.

We account for income taxes under FASB Accounting Standards Codification 740, “Income Taxes” (“ASC 740”). We calculate the quarterly tax provision consistent with the guidance provided by ASC 740, whereby we forecast the estimated annual effective tax rate and then apply that rate to the year-to-date pre-tax book (loss) income. The effective tax rate may be subject to fluctuations during the year as new information is obtained, which may affect the assumptions used to estimate the annual effective rate, including factors such as the valuation allowances against deferred tax assets, the recognition or de-recognition of tax benefits related to uncertain tax positions, or changes in or the interpretation of tax laws in jurisdictions where the Company conducts business. There is no tax benefit recognized on certain of the net operating losses incurred due to insufficient evidence supporting the Company’s ability to use these losses in the future. The effective tax rates were as follows:


	Three Months Ended June 30,						Six Months Ended June 30,						Three Months Ended June 30,						Six Months Ended June 30,
(In thousands, except effective tax rate)	2021			2020			2021			2020			2022			2021			2022			2021
Income (loss) from continuing operations before income taxes	$	24,097		$	(19,570	)	$	35,353		$	(56,489	)
Income tax (provision) benefit	$	(2,192	)	$	(2,009	)	$	(4,855	)	$	2,525
(Loss) income from continuing operations before income taxes													$	(5,317	)	$	30,311		$	(1,267	)	$	35,717
Income tax benefit (provision)													$	8,579		$	(4,168	)	$	23,000		$	(5,274	)
Effective tax rate		9.1	%		(10.3	%)		13.7	%		4.5	%		161.4	%		13.8	%	NM				14.8	%

Our provision for income taxes differs from the tax computed at the U.S. federal statutory income tax rate primarily due to permanent differences, income attributable to foreign jurisdictions taxed at different rates, state taxes, tax credits and certain discrete items including a windfall benefit of ~~$4.6~~$11.2 million for the six months ended June 30, ~~2021~~2022 and a ~~shortfall expense~~windfall benefit of ~~$6.9~~$4.6 million for the six months ended June 30, ~~2020.~~2021. Our effective tax ~~rate~~rates for the three and six months ended June 30, ~~2021,~~2022, compared with the prior year comparable ~~periods, differs~~period, differ primarily due to the ~~fact that~~release of valuation allowance of $11.2 million in both the three and six months ended June 30, 2022. In addition, the permanent items, credits and the impact of foreign earnings had more impact on the pre-tax income of ~~$24.1~~$4.1 million and ~~$35.4~~pre-tax loss of $1.3 million in the three and six months ended June 30, ~~2021, respectively,~~2022, compared to the impact of these items on a pre-tax ~~loss~~income of ~~$19.6~~$5.4 million and ~~$56.5~~$35.7 million for the three and six months ended June 30, ~~2020, respectively.~~2021.

In evaluating our ability to recover our deferred tax assets within the jurisdictions from which they arise, we consider all available evidence, including scheduled reversals of deferred tax liabilities, tax-planning strategies, and results of recent operations. In evaluating the objective evidence that historical results provide, we consider three years of cumulative operating income (loss). During the six months ended June 30, ~~2021,~~2022, we released valuation allowances of ~~$0.1~~$11.2 million related to U.S. ~~and foreign net operating loss carryforwards.~~deferred tax assets.

Our unrecognized income tax benefits were ~~$30.1~~$30.5 million and ~~$28.9~~$30.3 million as of June 30, ~~2021~~2022 and December 31, ~~2020,~~2021, respectively. If any portion of our unrecognized tax benefits is recognized, it could impact our effective tax rate. The tax reserves are reviewed periodically and adjusted considering changing facts and circumstances, such as progress of tax audits, lapse of applicable statutes of limitations and changes in tax law.

The sale of the Hospitals and Large Physician Practices Business included the majority of our foreign subsidiaries. In the quarter ended March 31, 2022, the assets and liabilities of these foreign subsidiaries were classified as held for sale on our consolidated balance sheet. As such, the company no longer considered the undistributed earnings of these foreign subsidiaries to be indefinitely invested. Therefore, in the three months ended March 31, 2022, we recorded a deferred tax asset of $7.0 million. The tax benefit of recording this deferred tax asset was included in discontinued operations. With the completed sale of the Hospitals and Large Physician Practices Business, this deferred tax asset was written off in the quarter ended June 30, 2022.

12. Derivative Financial Instruments

The following tables provide information about the fair values of our derivative financial instruments as of the respective balance sheet dates:


	June 30, 2021			June 30, 2022
	Asset Derivatives			Asset Derivatives			Liability Derivatives
(In thousands)	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives qualifying as cash flow hedges:
Foreign exchange contracts	Prepaid expenses and other current assets	$	0	Prepaid expenses and other current assets	$	0	Accrued expenses	$	54
Total derivatives		$	0		$	0		$	54

December 31, 2021

Asset Derivatives

Liability Derivatives

(In thousands)

Balance Sheet Location

Fair Value

Balance Sheet Location

Fair Value

Derivatives qualifying as cash flow hedges:

Foreign exchange contracts

Prepaid expenses and other current assets

352

Accrued expenses

Total derivatives

352

December 31, 2020

Asset Derivatives

(In thousands)

Balance Sheet Location

Fair Value

Derivatives qualifying as cash flow hedges:

Foreign exchange contracts

Prepaid expenses and other current assets

$
1,509

Total derivatives

$
1,509

Foreign Exchange Contracts

We have entered into non-deliverable forward foreign currency exchange contracts with reputable banking counterparties to hedge a portion of our forecasted future Indian Rupee-denominated (“INR”) expenses against foreign currency fluctuations between the United States dollar and the INR. These forward contracts cover a percentage of forecasted monthly INR expenses over time. As of June 30, ~~2021, we had 0~~2022, there were 6 forward contracts ~~outstanding.~~outstanding that when entered into were staggered to mature monthly starting in July 2022 and ending in December 2022. In the future, we may enter into additional forward contracts to increase the amount of hedged monthly INR expenses or initiate ~~hedges.~~hedges for monthly periods beyond December 2022. As of June 30, 2022, the notional amount for each of the outstanding forward contracts was 50 million INR, or the equivalent of $0.6 million, based on the exchange rate between the United States dollar and the INR in effect as of June 30, 2022. These amounts also approximate the forecasted future INR expenses we target to hedge in any one month in the future. As of June 30, 2022, we estimate that $0.1 million of net unrealized derivative losses included in accumulated other comprehensive income (loss) (“AOCI”) will be reclassified into income within the next 12 months.

The following tables show the impact of derivative instruments designated as cash flow hedges on the consolidated statements of operations and the consolidated statements of comprehensive ~~loss:~~income (loss):


	Amount of Gain (Loss) Recognized in OCI							Amount of Gain (Loss) Reclassified from AOCI into Income
(In thousands)	Three Months Ended June 30, 2022			Six Months Ended June 30, 2022			Location of Gain (Loss) Reclassified from AOCI into Income	Three Months Ended June 30, 2022			Six Months Ended June 30, 2022
Foreign exchange contracts	$	(155	)	$	(303	)	Cost of Revenue	$	(1	)	$	36
							Selling, general and administrative expenses		0			24
							Research and development	$	(1	)	$	42


	Amount of Gain (Loss) Recognized in OCI						Amount of Gain (Loss) Reclassified from AOCI into Income
(In thousands)	Three Months Ended June 30, 2021			Six Months Ended June 30, 2021		Location of Gain (Loss) Reclassified from AOCI into Income	Three Months Ended June 30, 2021		Six Months Ended June 30, 2021
Foreign exchange contracts	$	(54	)	$	121	Cost of Revenue	$	290	$	611
						Selling, general and administrative expenses		167		351
						Research and development	$	317	$	668

Changes in the balances of each component included in AOCI are presented in the tables below. All amounts are net of tax.

(In thousands)

Foreign Currency Translation Adjustments

Unrealized Net Gains (Losses) on Foreign Exchange Contracts

Total

Balance as of December 31, 2020⁽¹⁾

$
(2,957
)

$
1,119

$
(1,838
)
Other comprehensive income (loss) before
reclassifications

520

90

610

Net (gains) losses reclassified from accumulated
other comprehensive loss

0

(1,209
)

(1,209
)
Net other comprehensive income (loss)

520

(1,119
)

(599
)
Balance as of June 30, 2021

$
(2,437
)

$
0

$
(2,437
)


(In thousands)	Foreign Currency Translation Adjustments			Unrealized Net Gains (Losses) on Foreign Exchange Contracts			Total
Balance as of December 31, 2021 (1)	$	(3,026	)	$	261		$	(2,765	)
Other comprehensive (loss) income before reclassifications		(867	)		(226	)		(1,093	)
Net losses (gains) reclassified from accumulated other comprehensive loss		0			(76	)		(76	)
Net other comprehensive income (loss)		(867	)		(302	)		(1,169	)
Balance as of June 30, 2022 (2)	$	(3,893	)	$	(41	)	$	(3,934	)

(1) Net of taxes of $91 thousand for unrealized net gains on foreign exchange contract derivatives.

(2) Net of taxes of $14 thousand for unrealized net losses on foreign exchange contract derivatives.


(In thousands)	Foreign Currency Translation Adjustments			Unrealized Net Gains (Losses) on Foreign Exchange Contracts			Total
Balance as of December 31, 2020 (1)	$	(2,957	)	$	1,119		$	(1,838	)
Other comprehensive income (loss) before reclassifications		520			90			610
Net (gains) losses reclassified from accumulated other comprehensive loss		0			(1,209	)		(1,209	)
Net other comprehensive income (loss)		520			(1,119	)		(599	)
Balance as of June 30, 2021	$	(2,437	)	$	0		$	(2,437	)

(1) Net of taxes of $390 thousand for unrealized net gains on foreign exchange contract derivatives.

~~(1)~~

~~Net of taxes of $390 thousand for unrealized net gains on foreign exchange contract derivatives.~~

(In thousands)

Foreign Currency Translation Adjustments

Unrealized Net Gains (Losses) on Foreign Exchange Contracts

Total

Balance as of December 31, 2019⁽¹⁾

$
(4,392
)

$
0

$
(4,392
)
Other comprehensive (loss) income before
reclassifications

(1,594
)

384

(1,210
)
Net losses (gains) reclassified from accumulated
other comprehensive loss

0

69

69

Net other comprehensive income (loss)

(1,594
)

453

(1,141
)
Balance as of June 30, 2020⁽²⁾

$
(5,986
)

$
453

$
(5,533
)

~~(1)~~

~~Net of taxes of $149 thousand arising from the revaluation of tax effects included in AOCI.~~

~~(2)~~

~~Net of taxes of $158 thousand for unrealized net gains on foreign exchange contract derivatives.~~

Income Tax Effects Related to Components of Other Comprehensive Income (Loss)

The following tables reflect the tax effects allocated to each component of other comprehensive income (loss) (“OCI”):


	Three Months Ended June 30,
	2022									2021
(In thousands)	Before-Tax Amount			Tax Effect			Net Amount			Before-Tax Amount			Tax Effect		Net Amount
Foreign currency translation adjustments	$	(717	)	$	0		$	(717	)	$	421		$	0	$	421
Derivatives qualifying as cash flow hedges:
Foreign exchange contracts:
Net (losses) gains arising during the period		(155	)		39			(116	)		(54	)		14		(40	)
Net losses (gains) reclassified into income		2			(1	)		1			(774	)		200		(574	)
Net change in unrealized (losses) gains on foreign exchange contracts		(153	)		38			(115	)		(828	)		214		(614	)
Other comprehensive (loss) income	$	(870	)	$	38		$	(832	)	$	(407	)	$	214	$	(193	)


	Six Months Ended June 30,
	2022								2021
(In thousands)	Before-Tax Amount			Tax Effect		Net Amount			Before-Tax Amount			Tax Effect			Net Amount
Foreign currency translation adjustments	$	(867	)	$	0	$	(867	)	$	520		$	0		$	520
Derivatives qualifying as cash flow hedges:
Foreign exchange contracts:
Net (losses) gains arising during the period		(303	)		77		(226	)		121			(31	)		90
Net (gains) losses reclassified into income		(101	)		25		(76	)		(1,630	)		421			(1,209	)
Net change in unrealized (losses) gains on foreign exchange contracts		(404	)		102		(302	)		(1,509	)		390			(1,119	)
Other comprehensive (loss) income	$	(1,271	)	$	102	$	(1,169	)	$	(989	)	$	390		$	(599	)

In addition to commitments and obligations in the ordinary course of business, we are currently subject to various legal proceedings and claims that have not been fully adjudicated. We intend to vigorously defend ourselves, as appropriate, in these matters.

No less than quarterly, we review the status of each significant matter and assess our potential financial exposure. We accrue a liability for an estimated loss if the potential loss from any legal proceeding or claim is considered probable and the amount can be reasonably estimated. Significant judgment is required in both the determination of probability and the determination as to whether the amount of an exposure is reasonably estimable, and accruals are based only on the information available to our management at the time the judgment is made.

The outcome of legal proceedings is inherently uncertain, and we may incur substantial defense costs and expenses defending any of these matters. In the opinion of our management, the ultimate disposition of pending legal proceedings or claims will not have a material adverse effect on our consolidated financial position, liquidity or results of operations. However, if one or more of these legal proceedings were resolved against or settled by us in a reporting period for amounts in excess of our management’s expectations, our consolidated financial statements for that and subsequent reporting periods could be materially adversely affected. Additionally, the resolution of a legal proceeding against us could prevent us from offering our products and services to current or prospective clients or cause us to incur increased compliance costs, either of which could further adversely affect our operating results.

The Enterprise Information Solutions business (the “EIS Business”) acquired from McKesson Corporation (“McKesson”) on October 2, 2017 is subject to a May 2017 civil investigative demand (“CID”) from the U.S. Attorney’s Office for the Eastern District of New ~~York.~~York related to the Horizon Clinicals software. In August 2018, McKesson received an additional CID (together with the May 2017 CID, the “McKesson CIDs”), related to the Paragon software. The ~~CID requests~~McKesson CIDs request documents and information related to the certification McKesson obtained ~~for Horizon Clinicals~~ in connection with the U.S. Department of Health and Human Services’ Electronic Health Record Incentive Program. ~~In August 2018, McKesson received an additional CID seeking similar information for Paragon.~~ McKesson has agreed, with respect to the McKesson CIDs, to indemnify Allscripts for amounts paid or payable to the government (or any private relator) involving any products or services marketed, sold or licensed by the EIS Business as of or prior to the closing of the acquisition. In October 2021, Allscripts received a CID seeking information about its acquisition of the EIS Business from McKesson and the Horizon Clinicals software. McKesson has agreed to assume defense of this CID. In May 2022, Allscripts completed the sale of the assets of its Hospital and Large Physician Practices Business to Altera. This divestiture included the sale of the Paragon software; however, the divestiture did not include the Horizon Clinicals software or liabilities arising from the McKesson CIDs.

Practice Fusion, acquired by Allscripts on February 13, 2018, received in March 2017 a request for documents and information from the U.S. Attorney’s Office for the District of Vermont pursuant to a CID. Between April 2018 and June 2019, Practice Fusion received from the U.S. Department of Justice (the “DOJ”) seven additional requests for documents and information through four additional CIDs and three Health Insurance Portability and Accountability Act (“HIPAA”) subpoenas. The document and information requests received by Practice Fusion related to both the certification Practice Fusion obtained in connection with the U.S. Department of Health and Human Services’ Electronic Health Record Incentive Program and Practice Fusion’s compliance with the Anti-Kickback Statute (“AKS”) and HIPAA as it relates to certain business practices engaged in by Practice Fusion. In March 2019, Practice Fusion received a grand jury subpoena in connection with a criminal investigation related to Practice Fusion’s compliance with the AKS. On August 6, 2019, Practice Fusion reached an agreement in principle with the DOJ to resolve all of the DOJ’s outstanding civil and criminal investigations, including the investigation by the U.S. Attorney’s Office for the District of Vermont, and we announced that on January 27, 2020, Practice Fusion entered into a deferred prosecution agreement (the “Deferred Prosecution Agreement”) and various civil settlement agreements, including with the Medicaid programs for each U.S. state, the District of Columbia and Puerto Rico (collectively, the “Settlement Agreements”) resolving the investigations conducted by the DOJ and the U.S. Attorney’s Office. The Settlement Agreements required Practice Fusion to, among other ~~matters,~~things, pay a criminal fine of ~~$25.3~~$25.3 million, a forfeiture payment of ~~$959,700~~$959,700 and a civil settlement of ~~$118.6~~$118.6 million, which includes ~~$5.2~~$5.2 million designated for the state Medicaid program expenditures, all of which, as of December 31, 2020, ~~have been~~were paid in full. The Deferred Prosecution Agreement required Practice Fusion to retain an “Oversight Organization” to oversee the Practice Fusion’s implementation of certain compliance measures and ongoing compliance efforts. On August 17, 2021, Practice Fusion’s initial Oversight Organization resigned, and on August 25, 2021, Practice Fusion received a notice from the U.S. Attorney’s Office for the District of Vermont stating Practice Fusion was in breach of the Deferred Prosecution Agreement due to such resignation. On September 17, 2021, Practice Fusion engaged a new Oversight Organization. On March 18, 2022, Practice Fusion reached a settlement with the U.S. Attorney’s Office concerning this claim, pursuant to which Practice Fusion agreed to pay $200,000 to the United States and extend the Deferred Prosecution Agreement by 11 weeks; Practice Fusion did not admit liability for any breach of the Deferred Prosecution Agreement. The settlement of $200,000 was paid by Practice Fusion on April 5, 2022.

15. Discontinued Operations

Hospitals and Large Physician Practices Discontinued Operation

On May 2, 2022, we sold substantially all of the assets of the Hospitals and Large Physician Practices Business. The Hospitals and Large Physician Practices Business sale represented a strategic shift that had a major effect on our operations and financial results. As of June 30, 2022, we reported the Hospitals and Large Physician Practices Business as discontinued operations. Prior to the sale, the Hospitals and Large Physician Practices Business was part of the former Hospitals and Large Physician Practices reportable segment.

The following table summarizes the major classes of assets and liabilities of the Hospitals and Large Physician Practices Business as reported on the consolidated balance sheets as of June 30, 2022 and December 31, 2021:


(In thousands)	June 30, 2022		December 31, 2021
Carrying amounts of major classes of assets associated with Hospitals and Large Physician Practices included as part of discontinued operations:
Cash and cash equivalents	$	20,000	$	55,834
Restricted cash		0		861
Accounts receivable, net of allowance of $16,584 as of December 31, 2021		0		155,447
Contract assets, net of allowance of $492 as of December 31, 2021		0		61,382
Prepaid expenses and other current assets		0		58,431
Total current assets attributable to discontinued operations		20,000		331,955

Fixed assets, net		0		38,083
Software development costs, net		0		97,416
Intangible assets, net		0		86,240
Goodwill		0		467,871
Deferred taxes, net		0		6,607
Contract assets - long-term, net of allowance of $739 as of December 31, 2021		0		28,623
Right-of-use assets - operating leases		0		50,585
Other assets		0		17,731
Total long-term assets attributable to discontinued operations	$	0	$	793,156

Carrying amounts of major classes of liabilities associated with Hospitals and Large Physician Practices included as part of discontinued operations:

Accounts payable	$	30,372	$	11,555
Accrued expenses		0		38,007
Accrued compensation and benefits		0		61,167
Deferred revenue		0		205,152
Current operating lease liabilities		0		13,466
Total current liabilities attributable to discontinued operations		30,372		329,347

Deferred revenue long-term		0		2,568
Long-term operating lease liabilities		0		48,068
Other liabilities		0		270
Total long-term liabilities attributable to discontinued operations	$	0	$	50,906

The following table summarizes the major income and expense line items of the Hospitals and Large Physician Practices Business as reported in the consolidated statements of operations for the three and six months ended June 30, 2022 and 2021.


	Three Months Ended June 30,						Six Months Ended June 30,
(In thousands)	2022			2021			2022			2021
Major income and expense line items related to Hospitals and Large Physician Practices:
Revenue:
Provider	$	70,569		$	232,508		$	284,799		$	467,208
Total revenue		70,569			232,508			284,799			467,208
Cost of revenue:
Provider		45,806			149,175			189,498			296,747
Total cost of revenue		45,806			149,175			189,498			296,747
Gross profit		24,763			83,333			95,301			170,461
Selling, general and administrative expenses		19,782			50,966			68,531			100,511
Research and development		8,130			30,277			31,986			58,790
Asset impairment charges		0			5,072			0			5,072
Amortization of intangible assets		88			3,461			3,538			6,921
Loss from discontinued operations for Hospitals and Large Physician Practices		(3,237	)		(6,443	)		(8,754	)		(833	)
Other (loss) income, net		(484	)		229			12			468
Gain on sale of discontinued operations		2,765			0			2,765			0
Equity in net (loss) income of unconsolidated investments		(76	)		0			(76	)		0
Loss from discontinued operations for Hospitals and Large Physician Practices before income taxes		(1,032	)		(6,214	)		(6,053	)		(365	)
Income tax (provision) benefit		(66,256	)		1,976			(56,849	)		420
(Loss) income from discontinued operations, net of tax for Hospitals and Large Physician Practices	$	(67,288	)	$	(4,238	)	$	(62,902	)	$	55

EPSi and CarePort Discontinued Operations

During 2020, we implemented a strategic initiative to sell 2 of our businesses, EPSi and CarePort. Since both businesses were part of the same strategic initiative and were sold within the same period, the combined sale of EPSi and CarePort ~~represents~~represented a strategic shift that had a major effect on our operations and financial results. As of December 31, 2020, these businesses were reported together as discontinued operations.

On October 15, 2020, we completed the sale of our EPSi business. Prior to the sale, EPSi was part of the ~~Unallocated~~“Unallocated Amounts” category as it did not meet the requirements to be a reportable segment nor the criteria to be aggregated into our ~~two~~2 reportable ~~segments.~~segments at this time. On its own, the divestiture of the EPSi business did not represent a strategic shift that had a major effect on our operations and financial results. However, the combined sale of EPSi and CarePort represented a strategic shift that had a major effect on our operations and financial results. Therefore, EPSi was treated as a discontinued operation.

On December 31, 2020, we completed the sale of our CarePort business. Prior to the sale, CarePort was part of the former Data, Analytics and Care Coordination reportable segment. On its own, the divestiture of the CarePort business represented a strategic shift that had a major effect on our operations and financial results.

~~The following table summarizes the major classes of assets and liabilities of EPSi and CarePort, as reported on the consolidated balance sheets as of June 30, 2021 and December 31, 2020:~~26

(In thousands)

June 30, 2021

December 31, 2020

Carrying amounts of major classes of liabilities associated with EPSi and CarePort included as part of discontinued operations:

Accrued expenses

$
2,670

$
6,669

Income tax payable

0

316,142

Total current liabilities attributable to discontinued operations

$
2,670

$
322,811

The following table summarizes the major income and expense line items of EPSi and CarePort as reported in the consolidated statements of operations for the three and six months ended June 30, ~~2021 and 2020.~~2021. The activity during the three and six months ended June 30, 2021 relates to certain adjustments made in connection with the sale of EPSi and CarePort, primarily ~~of which relates~~relating to net working capital adjustments that impacted the gain on the sale of the discontinued operations.


	Three Months Ended June 30,						Six Months Ended June 30,						Three Months Ended			Six Months Ended
(In thousands)	2021			2020			2021			2020			June 30, 2021			June 30, 2021
Major income and expense line items related to EPSi and CarePort:
Revenue:
Software delivery, support and maintenance	$	363		$	32,431		$	0		$	63,913
Client services		5			4,488			0			8,366
Provider													$	368		$	0
Total revenue		368			36,919			0			72,279			368			0
Cost of revenue:
Software delivery, support and maintenance		294			3,113			(193	)		6,354
Client services		22			4,313			145			8,878
Amortization of software development and acquisition-related assets		0			2,607			0			5,124
Provider														316			(48	)
Total cost of revenue		316			10,033			(48	)		20,356			316			(48	)
Gross profit		52			26,886			48			51,923			52			48
Selling, general and administrative expenses		9			4,722			74			9,186			9			74
Research and development		8			2,237			(32	)		5,015			8			(32	)
Amortization of intangible assets		0			8			0			15
Income from discontinued operations for EPSi and CarePort		35			19,919			6			37,707			35			6
Interest expense		0			(1,081	)		0			(2,639	)
Other income, net		1			0			1			0			1			1
Gain on sale of discontinued operations		0			0			647			0			0			647
Income from discontinued operations for EPSi and CarePort before income taxes ⁽¹⁾		36			18,838			654			35,068
Income from discontinued operations for EPSi and CarePort before income taxes														36			654
Income tax provision		(15	)		(4,864	)		(169	)		(9,051	)		(15	)		(169	)
Income from discontinued operations, net of tax for EPSi and CarePort ⁽²⁾	$	21		$	13,974		$	485		$	26,017
Income from discontinued operations, net of tax for EPSi and CarePort													$	21		$	485

~~(1)~~ Income from discontinued operations for EPSi and CarePort does not agree to the consolidated statements of operations for the six months ended June 30, 2020, due to residual amounts related to Netsmart (as defined below)~~. Refer to Note 17, “Supplemental Disclosures” for additional information.~~

~~(2)~~ Income from discontinued operations, net of tax for EPSi and CarePort does not agree to the consolidated statements of operations for the six months ended June 30, 2020 due to residual amounts related to Netsmart (as defined below). Refer to Note 17, Supplemental Disclosures” for additional information.

16. Business Segments

Our 2 primary revenue streams are (i) provider revenue and (ii) payer and life sciences revenue. We primarily derive our provider revenues from sales of our proprietary software (either as a direct license sale or under a subscription delivery model), which also serves as the basis for our recurring service contracts for software support and maintenance and certain transaction-related services. In addition, we provide various other client services, including installation, and managed services, such as outsourcing, private cloud hosting and revenue cycle management. Payer and life sciences revenue primarily consists of sales of our integrated data systems solutions and related services to key healthcare stakeholders, including health plans and pharmaceutical companies, to help them improve the quality, efficiency and value of healthcare delivery.

As of ~~June 30, 2021,~~January 1, 2022, we had 23 operating ~~segments.~~segments: (i) Hospitals and Large Physician Practices, (ii) Veradigm and (iii) Certain Products (as defined below). The Hospitals and Large Physician Practices and Veradigm operating segments ~~are~~were equivalent to the two reportable ~~segments.~~ segments described below.

The ~~Core Clinical~~Hospitals and ~~Financial Solutions~~Large Physician Practices segment ~~derives~~derived its revenue from the sale of ~~software applications for patient engagement,~~ integrated clinical and financial management solutions, which primarily ~~include~~included EHR-related ~~software, financial and practice management~~ software, related installation, support and maintenance, outsourcing and private cloud ~~hosting and revenue cycle management.~~hosting. The ~~Data, Analytics and Care Coordination~~Veradigm segment ~~derives~~derived its revenue from ~~the sale of practice reimbursement and~~ payer and life sciences solutions, which are mainly targeted at ~~physician practices,~~ payers, life sciences companies and other key healthcare stakeholders. Additionally, revenue was derived from software applications for patient engagement and the sale of EHR software to single-specialty and small and mid-sized physician practices, including related clinical, financial, administrative and operational solutions. These solutions ~~enable~~enabled clients to transition, analyze and coordinate care and improve the quality, efficiency and value of healthcare delivery across the entire care community. The “Unallocated Amounts” category ~~consists~~consisted of the 2bPrecise business, certain products that were shifted from the previous Core Clinical and Financial Solutions reportable segment due to the organizational changes (“Certain Products”), transfer pricing revenues and ~~as of January 1, 2021 also includes~~ certain corporate-related expenses. The amounts included in the “Unallocated Amounts” category for 2bPrecise and Certain Products did not meet the requirements to be reportable segments nor the criteria to be aggregated into the 2 reportable segments.

26On March 2, 2022, we entered into a purchase agreement to sell substantially all of the assets of our Hospitals and Large Physician Practices Business. As of March 31, 2022, the assets and liabilities related to the purchase agreement were classified as held for sale on our consolidated balance sheet. We also classified the related assets and liabilities in discontinued operations, as the Hospitals and Large Physician Practices Business disposition represented a strategic shift that had a major effect on our operations and financial results. As a result of the transaction, we realigned our reporting structure. As of March 31, 2022, we had two operating segments: (i) Veradigm and (ii) Certain Products. The Veradigm operating segment was the equivalent to our one reportable segment. On May 2, 2022, we completed the sale of the Hospitals and Large Physician Practices Business. As of June 30, 2022, our two operating segments and one reportable segment remain unchanged from the first quarter of 2022. The prior period segment disclosures below have been revised to conform to the current period presentation.

Our chief operating decision maker uses segment revenues, gross profit and income (loss) from operations as measures of performance and to make decisions about the allocation of resources. We do not track our assets by segment.


	Three Months Ended June 30,						Six Months Ended June 30,
(In thousands)	2022			2021			2022			2021
Revenue:
Veradigm	$	144,637		$	133,449			280,915			259,819
Unallocated Amounts		6,261			7,757			12,655			15,039
Total revenue	$	150,898		$	141,206		$	293,570		$	274,858

Gross profit:
Veradigm	$	75,409		$	63,641			144,604			122,264
Unallocated Amounts		4,073			4,778			8,359			9,072
Total gross profit	$	79,482		$	68,419		$	152,963		$	131,336

Income (loss) from operations:
Veradigm	$	23,974		$	18,014			42,089			29,508
Unallocated Amounts		(29,330	)		(1,196	)		(40,873	)		(4,961	)
Total (loss) income from operations	$	(5,356	)	$	16,818		$	1,216		$	24,547

Three Months Ended June 30,

Six Months Ended June 30,

(In thousands)

2021

2020

2021

2020

Revenue:

Core Clinical and Financial Solutions

$
310,148

$
311,099

$
619,313

$
631,431

Data, Analytics and Care Coordination

67,860

60,498

131,425

123,929

Unallocated Amounts

(4,294
)

(2,293
)

(8,672
)

(4,692
)
Total revenue

$
373,714

$
369,304

$
742,066

$
750,668

Gross profit:

Core Clinical and Financial Solutions

$
118,787

$
108,522

$
238,749

$
208,956

Data, Analytics and Care Coordination

32,966

29,076

63,049

60,578

Unallocated Amounts

0

0

0

0

Total gross profit

$
151,753

$
137,598

$
301,798

$
269,534

Income (loss) from operations:

Core Clinical and Financial Solutions

$
11,947

$
(15,834
)

$
29,552

$
(36,546
)
Data, Analytics and Care Coordination

2,875

(8,831
)

3,257

(15,095
)
Unallocated Amounts

(4,447
)

0

(9,094
)

0

Total income (loss) from operations

$
10,375

$
(24,665
)

$
23,715

$
(51,641
)

Item 2. Management’s Discussion and ~~an escrow account established as part~~Analysis of ~~the acquisition~~Financial Condition and Results of ~~Netsmart LLC (“Netsmart”) in 2016, to be used by Netsmart to facilitate the integration of Allscripts’ former Homecare~~^TM ~~business.~~Operations

This “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section and other sections of this Quarterly Report on Form 10-Q (“Form 10-Q”) contain forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that involve risks and uncertainties. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical fact or pattern, including statements regarding the potential impacts of the COVID-19 pandemic and steps we have taken or plan to take in response thereto, statements related to the effect of macroeconomic trends, statements regarding evolving patient care models, statements regarding legislative, administrative and regulatory actions on our business and opportunities related to accumulated patient data, ~~and~~ statements regarding our expected future investment in research and development ~~efforts.~~efforts and statements regarding our operations following the sale of the Hospital and Large Physician Practices Business. Forward-looking statements can also be identified by the use of words such as “future,” “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “will,” “would,” “could,” “can,” “may,” and similar terms. Forward-looking statements are not guarantees of future performance. Actual results could differ significantly from those set forth in the forward-looking statements, and reported results should not be considered an indication of future performance or events. Certain factors that could cause our actual results to differ materially from those described in the forward-looking statements include, but are not limited to: our ability to achieve the margin targets associated with our margin improvement initiatives within the contemplated time periods, if at all; the magnitude, severity and duration of the COVID-19 pandemic, including the impacts of the pandemic, along with the impacts of our responses and the responses by governments and other businesses to the pandemic, on our business, our employees, our clients and our suppliers; security breaches resulting in unauthorized access to our or our clients’ computer systems or data, including denial-of-services ransomware or other Internet-based attacks; ~~our use of the proceeds from the sale of our EPSi and CarePort businesses;~~ the failure by Practice Fusion to comply with the terms of the settlement agreements with the U.S. Department of Justice (the “DOJ”); the costs and burdens of compliance by Practice Fusion with the terms of its settlement agreements with the DOJ; additional investigations and proceedings from governmental entities or third parties other than the DOJ related to the same or similar conduct underlying the DOJ’s investigations into Practice Fusion’s business practices; our ability to recover from third parties (including insurers) any amounts paid in connection with Practice Fusion’s settlement agreements with the DOJ and related inquiries; the expected financial results of businesses acquired by us; the successful integration of businesses ~~recently~~ acquired by us; the anticipated and unanticipated expenses and liabilities related to businesses acquired by us, including the civil investigation by the U.S. Attorney’s Office involving our Enterprise Information Solutions business; other risks associated with investments and acquisitions; risks associated with the disposition of the Hospitals and Large Physician Practices Business; our failure to compete successfully; consolidation in our industry; current and future laws, regulations and industry initiatives; increased government involvement in our industry; the failure of markets in which we operate to develop as quickly as expected; our or our customers’ failure to see the benefits of government programs; changes in interoperability or other regulatory standards; our ability to maintain and expand our business with existing clients or effectively transition clients to newer products; the effects of the realignment of our sales, services and support organizations; market acceptance of our products and services; the unpredictability of the sales and implementation cycles for our products and services; our ability to manage future growth; our ability to introduce new products and services; our ability to establish and maintain strategic relationships; ~~risks associated with investments and acquisitions;~~ the performance of our products; our ability to protect our intellectual property rights; the outcome of legal proceedings involving us; our ability to hire, retain and motivate key personnel; performance by our content and service providers; liability for use of content; price reductions; our ability to license and integrate third-party technologies; risks related to global operations; variability of our quarterly operating results; risks related to our outstanding indebtedness; changes in tax rates or laws; business disruptions; our ability to maintain proper and effective internal controls; asset and long-term investment impairment charges; inflationary pressures and macroeconomic volatility; and the other factors discussed in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, ~~2020~~2021, as amended (our “Form 10-K”) under the heading “Risk Factors” and elsewhere. The following discussion should be read in conjunction with the unaudited consolidated financial statements and notes thereto included in Part I, Item 1, “Financial Statements” in this Form 10-Q, as well as our Form 10-K filed with the Securities and Exchange Commission (the “SEC”). We assume no obligation to revise or update any forward-looking statements for any reason, except as required by law.

Each of the terms “we,” “us,” “our,” “Company,” or “Allscripts” as used herein refers collectively to Allscripts Healthcare Solutions, Inc. and/or its wholly-owned subsidiaries and controlled affiliates, unless otherwise stated.

We deliver information technology (“IT”) solutions and services to help healthcare organizations achieve optimal clinical, financial and operational results. We sell our solutions to physicians, hospitals, governments, health systems, health plans, life sciences companies, retail clinics, retail pharmacies, pharmacy benefit managers, insurance companies, employer wellness clinics and post-acute organizations, such as home health and hospice agencies. We help our clients improve the quality and efficiency of health care with solutions that include electronic health records (“EHRs”), information connectivity, private cloud hosting, outsourcing, analytics, patient access and population health management. We derive our revenues primarily from sales of our proprietary software (either as a perpetual license sale or under a subscription delivery model), support and maintenance services, and managed services, such as outsourcing, private cloud hosting and revenue cycle management.

Our solutions empower healthcare professionals with the data, insights and connectivity to other caregivers they need to succeed in an industry that is rapidly changing from fee-for-service models to fee-for-value advanced payment models. We believe we offer some of the most comprehensive solutions in our industry today. Healthcare organizations can effectively manage patients and patient populations across all care settings using a combination of our physician, hospital, health system, post-acute care and population health management products and services. We believe these solutions will help transform health care as the industry seeks new ways to manage risk, improve quality and reduce costs.

Globally, healthcare providers continue to face the ~~acuity~~challenges of ~~the COVID-19 crisis, as well as~~caring for an aging population ~~and the challenge of caring for~~with an increasing number of patients with chronic ~~diseases.~~diseases, as well as the ongoing COVID-19 crisis. At the same time, practitioners worldwide are also under growing pressure to demonstrate the delivery of high-quality care at lower costs and to fully embrace expectations of efficient, patient-centered information exchange. Congressional oversight of EHRs and health information technology has increased in recent years. This increased oversight has impacted and could continue to impact our clients and our business. ~~Most recently, the~~The passage of the 21st Century Cures Act in December 2016 assuaged some concerns about interoperability and possible U.S. Food and Drug Administration oversight of EHRs, and the ensuing regulations on data blocking and interoperability were released by the Department of Health and Human Services (“HHS”) in March 2020 and became applicable under Office of the National Coordinator for Health Information Technology oversight in April 2021. Additional regulatory clarity will come with the final rule expected shortly from the HHS Office of the Inspector ~~General.~~General, as well as a rule from HHS that will outline disincentives for providers who may be engaged in blocking behaviors. Some aspects of the new regulations ~~will have~~are having a significant effect on our business processes and how our clients must exchange patient information. In particular, Allscripts ~~will need to~~must complete development work to satisfy the revised and new certification criterion, and we and our clients will continue making adjustments to business practices associated with information exchange and provision of Electronic Health Information.

Following several high-profile ransomware and other cybersecurity attacks both in and outside the healthcare industry, as well as increased conversation about the expanding use of patient health data outside of HIPAA-covered environments, including through consumer applications, policy makers have taken action affecting Allscripts and our clients and are currently considering additional legislative and regulatory vehicles to expand privacy protections. Allscripts remains committed to working to securely protect the patient data within our system and complying with requirements associated with the transmission of patient data to both HIPAA- and non-HIPAA-covered entities.

Please refer to the section entitled “Our Business Overview and Regulatory Environment” in Part II, Item 7 of our Form 10-K for additional information.

The global outbreak of the novel coronavirus (COVID-19) ~~has severely restricted the level of~~continues to cause volatile economic activity around the world, and the degrees of any economic recovery in various jurisdictions have not been linear. We have been carefully monitoring the COVID-19 pandemic and its impact on our global operations. We are conducting business with certain modifications to employee travel and employee work locations, and have implemented certain cost reduction initiatives, among other modifications. We will continue to actively monitor the situation and may take further actions that alter our business operations as may be required by federal, state or local authorities or that we determine are in the best interests of our employees, customers, partners and stockholders.

Allscripts, along with other health IT vendors, ~~has been~~was asked by the White House, HHS, the ~~CDC,~~Centers for Disease Control and Prevention, and state and local governments to support public health efforts to contain the pandemic by expanding COVID-19 reporting options available to our clients. Our technology has been instrumental to the provision of high-quality care, aiding not only public health surveillance but also in clinical decision support interventions to aid in triage, diagnosis and treatment; information exchange as patients are moved from site to site and/or discharged; predictive analytics based on local data for surge anticipation and vaccine management; and research based on real-world data informing the world’s evolving understanding of post-acute sequelae of COVID-19 ~~syndrome~~ (known colloquially as Long COVID). Allscripts and our clients may also be affected by changed requirements at the federal, state or local levels as efforts to modernize public health systems, including technologies (e.g., telehealth), are implemented following the inclusion of associated appropriations within COVID-19-related bills that passed in 2020, 2021 and 2022.

~~However, the~~The COVID-19 pandemic negatively impacted revenue for the three and six months ended June 30, ~~2021,~~2022, as ~~we saw delays~~projects and buying decisions from the prior year were delayed due in ~~deals with upfront software revenue~~part to the pandemic. However, the negative impacts on our business in the first and ~~professional services implementations across our inpatient and outpatient base. During 2020, we implemented cost reduction actions across all functional disciplines~~second quarters of 2022 were minimal compared to the Company, including headcount reductions and temporary salary measures. We believe the cost reduction actions that were implemented in 2020 and our current liquidity provide us with operating and financial flexibility to assist us in navigating through this uncertain environment.

prior year periods. The extent to which the COVID-19 pandemic will continue to impact the Company’s results of operations and financial condition will depend on future developments that are highly uncertain and cannot be predicted. Future developments include ~~new information that may emerge concerning the duration and severity of the COVID-19 pandemic,~~ resurgences or additional “waves” of outbreaks of COVID-19 in various jurisdictions (including new lineages of the virus), the impact of COVID-19 on economic activity, the actions taken by health authorities and policy makers to contain its impacts on public health and the global economy, and the availability, effectiveness and public acceptance of vaccines.

A potential economic recession and ~~Estimates~~uncertainty in financial markets may result in changes in market conditions and produce market volatility. The impact of inflation and rising interest rates may affect the financial performance of the customers we serve and influence customer demand.

~~There were no material changes to our critical accounting policies and estimates from those previously disclosed in our Form 10-K.~~30

During the second quarter of ~~2021,~~2022, we continued to make progress on our key strategic, financial and operational imperatives, which are aimed at driving higher client satisfaction, increasing operating margins and improving our competitive position by expanding the depth and breadth of our ~~products and integrating recent acquisitions.~~products. Additionally, we believe there are still opportunities to continue to improve our operating leverage and further streamline our operations, and such efforts are ongoing.

Total revenue for the second quarter of ~~2021~~2022 was ~~$374~~$151 million, an increase of $4$10 million compared to the second quarter of ~~2020.~~2021. For the three months ended June 30, ~~2021, software delivery, support and maintenance~~2022, provider revenue and ~~client services~~payer & life sciences revenue were ~~$220~~$119 million and ~~$154~~$32 million, respectively, compared with ~~$224~~$116 million and ~~$146~~$25 million, respectively, during the three months ended June 30, ~~2020.~~ 2021. Gross profit for the second quarter of ~~2021~~2022 was ~~$152~~$79 million, an increase of ~~$14~~$11 million compared to the second quarter of ~~2020.~~2021. Gross margin increased to ~~40.6%~~52.7% in the second quarter of ~~2021~~2022 compared to a ~~37.3%~~48.5% gross margin in the second quarter of ~~2020.~~2021.

~~Our contract backlog as of June 30, 2021 was $3.9 billion, which decreased compared with our contract backlog of $4.1 billion as of December 31, 2020 and June 30, 2020.~~

Our bookings, which reflect the value of executed contracts for software, hardware, other client services, private cloud hosting, outsourcing and subscription-based services, totaled $180 million for the three months ended June 30, 2021, which represents an increase of 10% over the comparable prior period amount of $164 million ~~and a decrease of 7% from the first quarter 2021 amount of $194 million~~.

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021


	Three Months Ended June 30,									Six Months Ended June 30,									Three Months Ended June 30,									Six Months Ended June 30,
(In thousands, except percentages)	2021			2020			% Change			2021			2020			% Change			2022			2021			% Change			2022			2021			% Change
Revenue:
Software delivery, support and maintenance	$	219,610		$	223,591			(1.8	%)	$	442,301		$	455,731			(2.9	%)
Client services		154,104			145,713			5.8	%		299,765			294,937			1.6	%
Provider																			$	118,939		$	115,904			2.6	%	$	237,604		$	227,074			4.6	%
Payer & Life Sciences																				31,959			25,302			26.3	%		55,966			47,784			17.1	%
Total revenue		373,714			369,304			1.2	%		742,066			750,668			(1.1	%)		150,898			141,206			6.9	%		293,570			274,858			6.8	%
Cost of revenue:
Software delivery, support and maintenance		69,303			71,130			(2.6	%)		140,034			144,214			(2.9	%)
Client services		122,597			131,171			(6.5	%)		240,684			279,391			(13.9	%)
Amortization of software development and acquisition-related assets		30,061			29,405			2.2	%		59,550			57,529			3.5	%
Provider																				58,326			60,094			(2.9	%)		115,343			118,960			(3.0	%)
Payer & Life Sciences																				13,090			12,693			3.1	%		25,264			24,562			2.9	%
Total cost of revenue		221,961			231,706			(4.2	%)		440,268			481,134			(8.5	%)		71,416			72,787			(1.9	%)		140,607			143,522			(2.0	%)
Gross profit		151,753			137,598			10.3	%		301,798			269,534			12.0	%		79,482			68,419			16.2	%		152,963			131,336			16.5	%
Gross margin %		40.6	%		37.3	%					40.7	%		35.9	%					52.7	%		48.5	%					52.1	%		47.8	%
Selling, general and administrative expenses		79,090			109,897			(28.0	%)		160,798			202,722			(20.7	%)		59,847			28,124			112.8	%		101,165			60,288			67.8	%
Research and development		51,219			46,045			11.2	%		100,392			105,422			(4.8	%)		22,750			20,942			8.6	%		46,170			41,602			11.0	%
Asset impairment charges		5,244			0		NM				5,244			0		NM				0			172			(100.0	%)		0			172			(100.0	%)
Amortization of intangible and acquisition-related assets		5,825			6,321			(7.8	%)		11,649			13,031			(10.6	%)		2,241			2,363			(5.2	%)		4,412			4,727			(6.7	%)
Income (loss) from operations		10,375			(24,665	)		142.1	%		23,715			(51,641	)		145.9	%
(Loss) income from operations																				(5,356	)		16,818			(131.8	%)		1,216			24,547			(95.0	%)
Interest expense		(2,949	)		(10,314	)		(71.4	%)		(6,092	)		(20,979	)		(71.0	%)		(1,887	)		(2,949	)		(36.0	%)		(4,023	)		(6,092	)		(34.0	%)
Other income (loss), net		16,757			(875	)	NM				17,794			(353	)	NM
Impairment of long-term investments		0			(550	)		(100.0	%)		0			(550	)		(100.0	%)
Equity in net (loss) income of unconsolidated investments		(86	)		16,834			(100.5	%)		(64	)		17,034			(100.4	%)
Income (loss) from continuing operations before income taxes		24,097			(19,570	)	NM				35,353			(56,489	)		162.6	%
Income tax (provision) benefit		(2,192	)		(2,009	)		9.1	%		(4,855	)		2,525		NM
Other income, net																				2,133			16,528			(87.1	%)		2,145			17,326			(87.6	%)
Equity in net loss of unconsolidated investments																				(207	)		(86	)		140.7	%		(605	)		(64	)	NM
(Loss) income from continuing operations before income taxes																				(5,317	)		30,311			(117.5	%)		(1,267	)		35,717			(103.5	%)
Income tax benefit (provision)																				8,579			(4,168	)	NM				23,000			(5,274	)	NM
Effective tax rate		9.1	%		(10.3	%)					13.7	%		4.5	%					161.4	%		13.8	%				NM				14.8	%
Income (loss) from continuing operations, net of tax		21,905			(21,579	)	NM				30,498			(53,964	)		156.5	%
Income from discontinued operations		36			18,838			(99.8	%)		7			35,056			(100.0	%)
Income from continuing operations, net of tax																				3,262			26,143			(87.5	%)		21,733			30,443			(28.6	%)
Loss from discontinued operations																				(3,797	)		(6,178	)		(38.5	%)		(8,818	)		(358	)	NM
Gain on sale of discontinued operations		0			0		NM				647			0		NM				2,765			0			100.0	%		2,765			647		NM
Income tax effect on discontinued operations		(15	)		(4,864	)		(99.7	%)		(169	)		(9,051	)		(98.1	%)		(66,256	)		1,961		NM				(56,849	)		251		NM
Income from discontinued operations, net of tax		21			13,974			(99.8	%)		485			26,005			(98.1	%)
Net income (loss)	$	21,926		$	(7,605	)	NM			$	30,983		$	(27,959	)	NM
(Loss) income from discontinued operations, net of tax																				(67,288	)		(4,217	)	NM				(62,902	)		540		NM
Net (loss) income																			$	(64,026	)	$	21,926		NM			$	(41,169	)	$	30,983		NM

NM – We define “NM” as not meaningful for increases or decreases greater than 200%.


	Three Months Ended June 30,							Six Months Ended June 30,							Three Months Ended June 30,							Six Months Ended June 30,
(In thousands)	2021		2020		% Change			2021		2020		% Change			2022		2021		% Change			2022		2021		% Change
Revenue:
Recurring revenue	$	303,644	$	303,196		0.1	%	$	599,292	$	613,177		(2.3	%)
Non-recurring revenue		70,070		66,108		6.0	%		142,774		137,491		3.8	%
Provider															$	118,939	$	115,904		2.6	%	$	237,604	$	227,074		4.6	%
Payer & Life Sciences																31,959		25,302		26.3	%		55,966		47,784		17.1	%
Total revenue	$	373,714	$	369,304		1.2	%	$	742,066	$	750,668		(1.1	%)	$	150,898	$	141,206		6.9	%	$	293,570	$	274,858		6.8	%

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021

~~Recurring~~Provider revenue consists of ~~subscription-based~~revenue derived from software ~~sales, support~~applications for patient engagement and ~~maintenance~~the sale of EHR software to single-specialty and small and mid-sized physician practices, including related clinical, financial, administrative and operational solutions. Payer and life sciences revenue ~~recurring transactions revenue and recurring revenue from managed services solutions, such as outsourcing, private cloud hosting and revenue cycle management. Non-recurring revenue~~primarily consists of ~~perpetual software licenses~~ sales ~~hardware resale~~of our integrated data systems solutions and ~~non-recurring transactions revenue,~~related services to key healthcare stakeholders, including health plans and ~~project-based client services revenue.~~pharmaceutical companies, to help them improve the quality, efficiency and value of healthcare delivery.

Recurring revenue was flat for the three months ended June 30, 2021 compared to the prior year comparable period, reflecting increases in recurring transaction-related revenues and managed services revenues, which were mostly offset by attrition. Recurring revenue decreased for the six months ended June 30, 2021 compared to the prior year comparable period, primarily due to attrition. The decrease was partially offset by an increase in recurring transaction-related revenues. Non-recurringProvider revenue increased for the three and six months ended June 30, ~~2021~~2022 compared to the prior year comparable periods, reflecting increases in transaction-related, subscription and upfront software revenues. Payer and life sciences revenue increased for the three and six months ended June 30, 2022 compared to the prior year comparable periods, primarily due to ~~non-recurring transaction-related~~an increase in subscription revenues and ~~client services~~transaction-related revenues. ~~The increase was partially offset by a decrease in upfront software revenues.~~

The percentage of ~~recurring~~provider and ~~non-recurring~~payer and life sciences revenue of our total revenue was 79% and 21%, respectively, during the three months ended June 30, 2022 and 82% and 18%, respectively, during the three months ended June 30, 2021. The percentage of provider and payer and life sciences revenue of our total revenue was 81% and 19%, respectively, during ~~both~~ the ~~three and~~ six months ended June 30, ~~2021~~2022 and ~~82%~~83% and ~~18%~~17%, respectively, during ~~both~~ the ~~three and~~ six months ended June 30, ~~2020.~~2021.


	Three Months Ended June 30,									Six Months Ended June 30,									Three Months Ended June 30,									Six Months Ended June 30,
(In thousands, except percentages)	2021			2020			% Change			2021			2020			% Change			2022			2021			% Change			2022			2021			% Change
Total cost of revenue	$	221,961		$	231,706			(4.2	%)	$	440,268		$	481,134			(8.5	%)	$	71,416		$	72,787			(1.9	%)	$	140,607		$	143,522			(2.0	%)
Gross profit	$	151,753		$	137,598			10.3	%	$	301,798		$	269,534			12.0	%	$	79,482		$	68,419			16.2	%	$	152,963		$	131,336			16.5	%
Gross margin %		40.6	%		37.3	%					40.7	%		35.9	%					52.7	%		48.5	%					52.1	%		47.8	%

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021

Gross profit and margin increased during the three and six months ended June 30, 2022 compared with the prior year comparable periods, primarily due to increases in revenues, new business and lower contractor usage.

Three and Six Months Ended June 30, 2022 Compared with the Three and Six Months Ended June 30, 2021

Selling, general and administrative expenses increased during the three and six months ended June 30, 2022, compared with the prior year comparable periods, primarily due to higher legal costs and increases in stock-based compensation expense.

Three and Six Months Ended June 30, 2022 Compared with the Three and Six Months Ended June 30, 2021

Research and development expenses increased during the three and six months ended June 30, 2022 compared with the prior year comparable periods, primarily due to the ~~increase~~increased investment in ~~recurring managed services revenues, the increase in transaction-related revenues, the decrease in hosting costs~~Veradigm products for both provider and ~~the cost reduction initiatives implemented throughout 2020. The increase was partially offset by attrition.~~payer and life sciences.


	Three Months Ended June 30,							Six Months Ended June 30,							Three Months Ended June 30,							Six Months Ended June 30,
(In thousands)	2021		2020		% Change			2021		2020		% Change			2022		2021		% Change			2022		2021		% Change
Selling, general and administrative expenses	$	79,090	$	109,897		(28.0	%)	$	160,798	$	202,722		(20.7	%)
Asset impairment charges															$	0	$	172		(100.0	%)	$	0	$	172		(100.0	%)

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021

Selling, general and administrative expenses decreased during the three and six months ended June 30, 2021, compared with the prior year comparable periods, primarily due to lower legal costs and the impact of the cost reduction initiatives implemented throughout 2020.

~~Three and Six Months Ended June 30, 2021 Compared with the Three and Six Months Ended June 30, 2020~~

Research and development expenses increased during the three months ended June 30, 2021 compared with the prior year comparable period, primarily due to a decrease in the amount of capitalized software costs. Research and development expenses decreased for the six months ended June 30, 2021 compared with the prior year comparable period, primarily due to the impact of the cost reduction initiatives implemented throughout 2020.

~~Three and Six Months Ended June 30, 2021 Compared with the Three and Six Months Ended June 30, 2020~~

Asset impairment charges for the three and six months ended June 30, 2021 were due to the write-off of deferred costs related to our private cloud hosting operations.


	Three Months Ended June 30,							Six Months Ended June 30,							Three Months Ended June 30,							Six Months Ended June 30,
(In thousands)	2021		2020		% Change			2021		2020		% Change			2022		2021		% Change			2022		2021		% Change
Amortization of intangible and acquisition-related assets	$	5,825	$	6,321		(7.8	%)	$	11,649	$	13,031		(10.6	%)	$	2,241	$	2,363		(5.2	%)	$	4,412	$	4,727		(6.7	%)

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021

The decrease in amortization expense for the three and six months ended June 30, ~~2021,~~2022, compared with the prior year comparable periods, was due to normal amortization expense and certain intangible assets being fully amortized in ~~2020.~~2021.


	Three Months Ended June 30,							Six Months Ended June 30,							Three Months Ended June 30,							Six Months Ended June 30,
(In thousands)	2021		2020		% Change			2021		2020		% Change			2022		2021		% Change			2022		2021		% Change
Interest expense	$	2,949	$	10,314		(71.4	%)	$	6,092	$	20,979		(71.0	%)	$	1,887	$	2,949		(36.0	%)	$	4,023	$	6,092		(34.0	%)

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021

Interest expense decreased during the three and six months ended June 30, ~~2021~~2022 compared to the prior year comparable periods due to ~~lower outstanding debt levels during~~ the ~~current year. The 1.25% Cash~~absence of accreted interest expense in 2022 on the equity component of the 0.875% Convertible Senior Notes. As of January 1, 2022, we adopted Accounting Standards Update No. 2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”, which required us to remove the equity component from Additional paid-in capital. Refer to Note 10, “Debt” of the Notes ~~matured and were repaid~~to Consolidated Financial Statements in ~~full in the third quarter~~Part I, Item 1 of 2020. The senior secured credit facility was repaid in full in the fourth quarter of 2020. In June 2021, we borrowed $250.0 million from the senior secured revolving facility (“Revolving Facility”); however this ~~had a minimal impact on interest expense~~Form 10-Q for ~~the comparable periods.~~additional information.


	Three Months Ended June 30,						Six Months Ended June 30,						Three Months Ended June 30,							Six Months Ended June 30,
(In thousands)	2021		2020			% Change	2021		2020			% Change	2022		2021		% Change			2022		2021		% Change
Other income (loss), net	$	16,757	$	(875	)	NM	$	17,794	$	(353	)	NM
Other income, net													$	2,133	$	16,528		(87.1	%)	$	2,145	$	17,326		(87.6	%)

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021

O~~ther~~Other income, ~~(loss),~~ net for the three and six months ended June 30, ~~2021~~2022 and ~~2020~~2021 consisted of a combination of interest income and miscellaneous receipts and expenses. The large increase in income in 2021 was primarily due to a $5.0 million distribution received from the Practice Fusion escrow account related to the settlement agreements with the DOJ, a $9.7 million gain as a result of a note conversion, ~~and~~ the revaluation of our existing investment with a third-party cost method investment, and a $1.4 million distribution received from a third-party cost method investment.


	Three Months Ended June 30,								Six Months Ended June 30,								Three Months Ended June 30,									Six Months Ended June 30,
(In thousands)	2021		2020			% Change			2021		2020			% Change			2022			2021			% Change			2022			2021			% Change
Impairment of long-term investments	$	0	$	(550	)		(100.0	%)	$	0	$	(550	)		(100.0	%)
Equity in net loss of unconsolidated investments																	$	(207	)	$	(86	)		140.7	%	$	(605	)	$	(64	)	NM

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021

~~During the three and six months ended June 30, 2020, we recorded a $0.6 million impairment for a third-party equity-method investment.~~

~~Three and Six Months Ended June 30, 2021 Compared with the Three and Six Months Ended June 30, 2020~~

Equity in net (loss) income of unconsolidated investments represents our share of the equity earnings (or losses) of our investments in third parties accounted for under the equity method of accounting based on a one quarter lag.~~During the three and six months ended June 30, 2020, we recorded a $16.8 million gain from the sale of a third-party equity method investment.~~


	Three Months Ended June 30,									Six Months Ended June 30,							Three Months Ended June 30,							Six Months Ended June 30,
(In thousands, except percentages)	2021			2020			% Change			2021			2020			% Change	2022			2021			% Change	2022		2021			% Change
Income tax (provision) benefit	$	(2,192	)	$	(2,009	)		9.1	%	$	(4,855	)	$	2,525		NM
Income tax benefit (provision)																	$	8,579		$	(4,168	)	NM	$	23,000	$	(5,274	)	NM
Effective tax rate		9.1	%		(10.3	%)					13.7	%		4.5	%			161.4	%		13.8	%		NM			14.8	%

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021

Our provision for income taxes differs from the tax computed at the U.S. federal statutory income tax rate primarily due to permanent differences, income attributable to foreign jurisdictions taxed at different rates, state taxes, tax credits and certain discrete ~~items.~~items including a windfall benefit of $11.2 million for the six months ended June 30, 2022 and a windfall benefit of $4.6 million for the six months ended June 30, 2021. Our effective tax rate for the ~~three and~~ six months ended June 30, ~~2021,~~2022, compared with the prior year comparable ~~periods,~~period, differs primarily due to the ~~fact that~~release of valuation allowance of $11.2 million in the six months ended June 30, 2022. In addition, the permanent items, credits and the impact of foreign earnings had more impact on the pre-tax ~~income~~loss of ~~$24.1 million and $35.4~~$1.3 million in the ~~three and~~ six months ended June 30, ~~2021, respectively,~~2022, compared to the ~~impacts~~impact of these items on a pre-tax ~~loss~~income of ~~$19.6 million and $56.5~~$35.7 million for the ~~three and~~ six months ended June 30, ~~2020, respectively.~~2021.


	Three Months Ended June 30,									Six Months Ended June 30,									Three Months Ended June 30,									Six Months Ended June 30,
(In thousands)	2021			2020			% Change			2021			2020			% Change			2022			2021			% Change			2022			2021			% Change
Income from discontinued operations	$	36		$	18,838			(99.8	%)	$	7		$	35,056			(100.0	%)
Loss from discontinued operations																			$	(3,797	)	$	(6,178	)		(38.5	%)	$	(8,818	)	$	(358	)	NM
Gain on sale of discontinued operations		0			0		NM				647			0		NM				2,765			0		NM				2,765			647		NM
Income tax effect on discontinued operations		(15	)		(4,864	)		(99.7	%)		(169	)		(9,051	)		(98.1	%)		(66,256	)		1,961		NM				(56,849	)		251		NM
Income from discontinued operations, net of tax	$	21		$	13,974			(99.8	%)	$	485		$	26,005			(98.1	%)
(Loss) income from discontinued operations, net of tax																			$	(67,288	)	$	(4,217	)	NM			$	(62,902	)	$	540		NM

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021

On May 2, 2022, we completed the sale of our Hospitals and Large Physician Practices business, including the Sunrise and TouchWorks solutions (the “Hospitals and Large Physician Practices Business”) to Altera Digital Health Inc. (formerly known as Harris Dawn Holdings Inc.), a Delaware corporation (“Altera”), a wholly-owned subsidiary of Constellation Software Inc., an Ontario corporation, pursuant to a purchase agreement (the “Altera Purchase Agreement”) by which Altera purchased substantially all of the assets of the Hospitals and Large Physician Practices Business. The Hospitals and Large Physician Practices Business sale represented a strategic shift that had a major effect on our operations and financial results. As of June 30, 2022, we reported the Hospitals and Large Physician Practices Business as discontinued operations.

On October 15, 2020 and December 31, 2020, we completed the sale of the EPSi and CarePort businesses, respectively. Prior to the sale of EPSi, it was part of the ~~Unallocated~~“Unallocated Amounts” category as it did not meet the requirements to be a reportable segment nor the criteria to be aggregated into our two reportable ~~segments.~~segments at the time. Prior to the sale of CarePort, it was part of the former Data, Analytics and Care Coordination reportable segment. Both businesses were part of the same strategic initiative and were sold within the same period, and given that the combined sale of EPSi and CarePort represented a strategic shift that had a major effect on our operations and financial results, we reported them together as discontinued operations for all periods presented.

The ~~income~~loss from discontinued operations ~~during~~for the three and six months ended June 30, ~~2020~~2022 represents the income ~~generated from both EPSi~~statement activity related to the Hospitals and ~~CarePort.~~Large Physician Practices Business. The gain on sale of discontinued operations ~~during~~for the three and six months ended June 30, 2022 is a result of the sale of the Hospitals and Large Physician Practices Business. The income tax effect on discontinued operations for the three and six months ended June 30, 2022 represents the income tax expense related to the Hospitals and Large Physician Practices Business.

The loss from discontinued operations, net of tax for the three months ended June 30, 2021 and the income from discontinued operations, net of tax for the six months ended June 30, 2021 primarily represent the income statement activity related to the Hospitals and Large Physician Practices Business. The gain on sale of discontinued operations for the six months ended June 30, 2021 represents the net working capital adjustments to the gain from the sale of CarePort. The income tax effect on discontinued operations for the three and six months ended June 30, 2021 primarily represents ~~net working capital adjustments~~the income tax expense related to the ~~gain from the sale of CarePort.~~Hospitals and Large Physician Practices Business. Refer to Note 15, “Discontinued Operations” of the Notes to Consolidated Financial Statements in Part I, Item 1 of this Form 10-Q for further information regarding discontinued operations.

~~Overview~~On March 2, 2022, we entered into a purchase agreement to sell substantially all of ~~Segment Results~~

Three Months Ended June 30,

Six Months Ended June 30,

(In thousands)

2021

2020

% Change

2021

2020

% Change

Revenue:

    Core Clinical and Financial Solutions

$
310,148

$
311,099

(0.3
%)

$
619,313

$
631,431

(1.9
%)
    Data, Analytics and Care Coordination

67,860

60,498

12.2
%

131,425

123,929

6.0
%
    Unallocated Amounts

(4,294
)

(2,293
)

87.3
%

(8,672
)

(4,692
)

84.8
%
Total revenue

$
373,714

$
369,304

1.2
%

$
742,066

$
750,668

(1.1
%)

Gross Profit:

    Core Clinical and Financial Solutions

$
118,787

$
108,522

9.5
%

$
238,749

$
208,956

14.3
%
    Data, Analytics and Care Coordination

32,966

29,076

13.4
%

63,049

60,578

4.1
%
    Unallocated Amounts

0

0

NM

0

0

NM

Total gross profit

$
151,753

$
137,598

10.3
%

$
301,798

$
269,534

12.0
%

Income (loss) from operations:

    Core Clinical and Financial Solutions

$
11,947

$
(15,834
)

175.5
%

$
29,552

$
(36,546
)

180.9
%
    Data, Analytics and Care Coordination

2,875

(8,831
)

132.6
%

3,257

(15,095
)

121.6
%
    Unallocated Amounts

(4,447
)

0

NM

(9,094
)

0

NM

Total income (loss) from operations

$
10,375

$
(24,665
)

142.1
%

$
23,715

$
(51,641
)

145.9
%

~~Our Core Clinical~~Large Physician Practices Business. As of March 31, 2022, the operating segment was classified in discontinued operations as the disposition represented a strategic shift that had a major effect on our operations and ~~Financial Solutions~~financial results. Therefore, we changed our reportable segments, which previously included Hospitals and Large Physician Practices. As of March 31, 2022, we had two operating segments: (i) Veradigm and (ii) Certain Products. The Veradigm operating segment ~~derives its revenue from~~was the equivalent to our one reportable segment. On May 2, 2022, we completed the sale of ~~software applications for patient engagement, integrated clinical~~the Hospitals and financial management solutions, which primarily include EHR-related software, financial and practice management software, related installation, support and maintenance, outsourcing, private cloud hosting and revenue cycle management.

~~Three and Six Months Ended~~Large Physician Practices Business. As of June 30, ~~2021 Compared with~~2022, our two operating segments and one reportable segment remained unchanged from the ~~Three and Six Months Ended June 30, 2020~~

Core Clinical and Financial Solutions revenue decreased during the three and six months ended June 30, 2021, compared with the prior year comparable periods, primarily due to lower upfront software revenues and attrition.

Gross profit and margin increased during the three and six months ended June 30, 2021, compared with the prior year comparable periods, primarily due to the decrease in hosting costs and the cost reduction initiatives implemented throughout 2020.first quarter of 2022. The ~~increase was partially offset by the previously mentioned attrition.~~

~~Income from operations and operating margin increased~~segment disclosures below for the three and six months ended June 30, 2021 ~~compared with the prior year comparable periods, primarily due~~have been revised to conform to the ~~increase~~current period presentation. Refer to Note 16 “Business Segments” of the Notes to Consolidated Financial Statements in ~~gross profit and~~Part I, Item 1 of this Form 10-Q for further discussion on the ~~cost reduction initiatives implemented throughout 2020. The increase was partially offset by~~impact of the ~~asset impairment charges related to~~ ~~our private cloud hosting operations.~~change.

Our ~~Data, Analytics and Care Coordination~~Veradigm segment derives its revenue from ~~the sale of practice reimbursement and~~ payer and life sciences solutions, which are mainly targeted at ~~physician practices,~~ payers, life sciences companies and other key healthcare stakeholders. Additionally, revenue is derived from software applications for patient engagement and the sale of EHR software to single-specialty and small and mid-sized physician practices, including related clinical, financial, administrative and operational solutions. These solutions enable clients to transition, analyze, coordinate care and improve the quality, efficiency and value of healthcare delivery across the entire care community.

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021

~~Data, Analytics and Care Coordination~~Veradigm revenue increased for the three and six months ended June 30, ~~2021~~2022 compared with the prior year comparable periods, due to ~~an increase~~increases in subscription, upfront software and transaction-related revenues. The increase ~~for the six months ended June 30, 2021~~ was partially offset by ~~a decrease~~decreases in maintenance and client services revenues.

Gross profit and gross margin increased during the three and six months ended June 30, ~~2021~~2022 compared with the prior year comparable periods, primarily due to ~~an increase~~increases in revenues, new business and revenue mix. Gross margin increased slightly during the three months ended June 30, 2021 compared with the prior year comparable period, due to the previously mentioned items for the increase in gross profit. Gross margin decreased slightly during the six months ended June 30, 2021 compared with the prior year comparable period, primarily due to higher capitalized software amortization that was slightly offset by the previously mentioned revenue mix.lower contractor usage.

Income from operations and operating margin increased during the three and six months ended June 30, ~~2021~~2022 compared with the prior year comparable periods, primarily due the increase in gross profit. The increases were partially offset due to ~~lower~~higher research and development costs related to the increased investment in Veradigm products for both provider and payer and life sciences and the decrease in capitalized software ~~costs and the cost reduction initiatives implemented throughout 2020.~~costs.

The “Unallocated Amounts” category consists of ~~transfer pricing revenues~~the 2bPrecise business, certain products that were shifted from the previous Core Clinical and ~~as of January 1, 2021 also includes~~Financial Solutions reportable segment due to the organizational changes (“Certain Products”) and certain corporate-related expenses. The amounts included in the “Unallocated Amounts” category for 2bPrecise and Certain Products do not meet the requirements to be reportable segments nor the criteria to be aggregated into our Veradigm reportable segment.

	Three Months Ended June 30,									Six Months Ended June 30,
(In thousands, except percentages)	2021			2020			% Change			2021			2020			% Change
																			Three Months Ended June 30,									Six Months Ended June 30,
(In thousands)																			2022			2021			% Change			2022			2021			% Change
Revenue	$	(4,294	)	$	(2,293	)		(87.3	%)	$	(8,672	)	$	(4,692	)		(84.8	%)	$	6,261		$	7,757			(19.3	%)	$	12,655		$	15,039			(15.9	%)
Gross profit	$	0		$	0		NM			$	0		$	0		NM			$	4,073		$	4,778			(14.8	%)	$	8,359		$	9,072			(7.9	%)
Gross margin %		0.0	%		0.0	%					0.0	%		0.0	%					65.1	%		61.6	%					66.1	%		60.3	%
Loss from operations	$	(4,447	)	$	0		NM			$	(9,094	)	$	0		NM			$	(29,330	)	$	(1,196	)	NM			$	(40,873	)	$	(4,961	)	NM
Operating margin %		103.6	%		0.0	%					104.9	%		0.0	%				NM				(15.4	%)				NM				(33.0	%)

Three and Six Months Ended June 30, ~~2021~~2022 Compared with the Three and Six Months Ended June 30, ~~2020~~2021

Revenue decreased during the three and six months ended June 30, ~~2021,~~2022, compared with the prior year comparable periods, primarily due to ~~an increase~~a decrease in ~~transfer pricing~~upfront software revenues.

~~Loss from operations~~Gross profit decreased during the three and six months ended June 30, ~~2021 includes~~2022, compared with the prior year comparable periods, primarily due to the decrease in revenues. The decrease to revenues was partially offset by an increase in cost of revenues as certain ~~general~~corporate bonus expense previously recorded to the “Unallocated Amounts” category was recorded to the Veradigm segment in 2022.

Loss from operations increased during the three and ~~administrative corporate expenses.~~

~~Contract backlog represents the value of bookings and support and maintenance contracts that have not yet been recognized as revenue. A summary of contract backlog by revenue category is as follows:~~

~~Total contract backlog as of~~six months ended June 30, ~~2021 decreased~~2022, compared with ~~December 31, 2020~~the prior year comparable periods, primarily due to higher legal costs, increases in stock-based compensation expense and ~~June 30, 2020. Total contract backlog can fluctuate between periods based on the level of revenue and bookings, as well as the timing and mix of renewal activity and periodic revalidations.~~changes attributed to corporate allocations from 2021 to 2022.

The primary factors that influence our liquidity include, but are not limited to, the amount and timing of our revenues, cash collections from our clients, capital expenditures and investments in research and development efforts, including investments in or acquisitions of third parties, and divestitures. As of June 30, ~~2021,~~2022, our principal sources of liquidity consisted of cash and cash equivalents of ~~$231~~$501 million and available borrowing capacity of ~~$649~~$699 million under our New Revolving Facility. The change in our cash and cash equivalents balance is reflective of the following:

Six Months Ended June 30, ~~2021~~2022 Compared with the Six Months Ended June 30, ~~2020~~2021

Net cash provided by operating activities – continuing operations ~~increased~~decreased during the six months ended June 30, 2022 compared with the prior year comparable period. Income from continuing operations for the six months ended June 30, 2022 included a deferred tax benefit. However, during the six months ended June 30, 2021 ~~compared with the prior year comparable period. The increase in net~~we recorded higher income ~~(loss) for the six months ended June 30, 2021 reflects cost savings related to the cost reduction initiatives implemented throughout 2020,~~ ~~the~~from operations and higher other income, which included a distribution received from the Practice Fusion escrow account related to the settlement agreements with the DOJ, the investment gain and distribution received from our third-party cost method ~~investments~~investments. Non-cash adjustments to net (loss) income decreased primarily due the change in deferred taxes and lower ~~interest expense,~~depreciation and amortization expense. The decrease was partially offset due to ~~the repayment of the~~ ~~1.25% Cash Convertible Senior Notes and~~ ~~the senior secured credit facility~~ ~~in the third and fourth quarters of 2020, respectively.~~ Net income (loss) and cash impact of changes in operating assets and liabilities for the six months ended June 30, 2020 reflects $73 million of payments related to the settlement agreements with the DOJ.higher stock-based compensation expense. The increase in cash impact of changes in operating assets and liabilities for the six months ended June 30, ~~2021~~2022 was ~~partially offset by~~primarily a result of working capital changes. ~~Non-cash adjustments to net income (loss) increased~~

Net cash used in operating activities – discontinued operations decreased for the six months ended June 30, 2022 primarily due to the absence of equity in net income of unconsolidated investments and the asset impairment charges related to our private cloud hosting operations. The increase was partially offset by lower depreciation and amortization expenses and a lower non-cash lease expense.

~~Net cash provided by operating activities – discontinued operations decreased during the six months ended June 30, 2021 compared with the prior year comparable period primarily due to~~ the tax payment relating to the gain from the sale of CarePort on December 31, ~~2020. Additionally, both EPSi and CarePort generated cash from operations during~~2020, which was paid in the ~~six months ended June 30, 2020.~~second quarter of 2022.


	Six Months Ended June 30,									Six Months Ended June 30,
(In thousands)	2021			2020			$ Change			2022			2021			$ Change
Capital expenditures	$	(3,094	)	$	(4,778	)	$	1,684		$	(1,652	)	$	(225	)	$	(1,427	)
Capitalized software		(35,472	)		(50,912	)		15,440			(18,258	)		(16,735	)		(1,523	)
Cash received from sale of businesses, net of cash divested		952			0			952
Cash paid for business acquisitions, net of cash acquired											(24,106	)		0			(24,106	)
Sale of businesses and other investments, net of cash divested, and distributions received											672,488			4,242			668,246
Purchases of equity securities, other investments and related intangible assets, net		(221	)		(3,823	)		3,602			(251	)		(221	)		(30	)
Sale of other investments		1,919			23,254			(21,335	)
Distributions received from investments		1,371			0			1,371
Net cash used in investing activities - continuing operations		(34,545	)		(36,259	)		1,714
Net cash provided by (used in) investing activities - continuing operations											628,221			(12,939	)		641,160
Net cash used in investing activities - discontinued operations		0			(4,447	)		4,447			(15,248	)		(21,606	)		6,358
Net cash used in investing activities	$	(34,545	)	$	(40,706	)	$	6,161
Net cash provided by (used in) investing activities										$	612,973		$	(34,545	)	$	647,518

Six Months Ended June 30, ~~2021~~2022 Compared with the Six Months Ended June 30, ~~2020~~2021

~~Net~~The change from net cash used in ~~investing~~operating activities –- continuing operations ~~decreased during~~for the six months ended June 30, 2021 ~~compared with~~to net cash provided by operating activities - continuing operations for the ~~prior year comparable period. The decrease in the use of cash during 2021~~six months ended June 30, 2022 was primarily due to the cash received as a ~~decrease in capitalized software costs and a decrease in~~result of the sale of ~~investments.~~the Hospitals and Large Physician Practices Business, which was partially offset by cash paid for the Babel Health acquisition.

Net cash used in investing activities – discontinued operations during the six months ended June 30, ~~2020~~2022 and 2021 primarily reflects spending for ~~capital expenditures and~~ capitalized software costs related to the ~~EPSi~~Hospitals and ~~CarePort businesses that were sold during the fourth quarter of 2020.~~Large Physician Practices Business.


	Six Months Ended June 30,									Six Months Ended June 30,
(In thousands)	2021			2020			$ Change			2022			2021			$ Change
Taxes paid related to net share settlement of equity awards	$	(13,887	)	$	(5,533	)	$	(8,354	)	$	(27,871	)	$	(12,638	)	$	(15,233	)
Payments for issuance costs on 0.875% Convertible Senior Notes		0			(758	)		758
Repayment of Convertible Senior Notes		0			(7,361	)		7,361
Credit facility payments		0			(167,500	)		167,500			(200,000	)		0			(200,000	)
Credit facility borrowings, net of issuance costs		250,000			285,000			(35,000	)		22,335			250,000			(227,665	)
Repurchase of common stock		(108,953	)		(9,714	)		(99,239	)		(143,372	)		(308,953	)		165,581
Accelerated share repurchase program		(200,000	)		0			(200,000	)
Intercompany to/from parent/subsidiaries											11,685			4,987			6,698
Payment of acquisition and other financing obligations		(2,400	)		(4,369	)		1,969			0			(2,400	)		2,400
Net cash (used in) provided by financing activities	$	(75,240	)	$	89,765		$	(165,005	)
Net cash used in financing activities - continuing operations											(337,223	)		(69,004	)		(268,219	)
Net cash used in financing activities - discontinued operations											(11,697	)		(6,236	)		(5,461	)
Net cash used in financing activities										$	(348,920	)	$	(75,240	)	$	(273,680	)

Six Months Ended June 30, ~~2021~~2022 Compared with the Six Months Ended June 30, ~~2020~~2021

Net cash used in financing activities - continuing operations increased ~~during~~for the six months ended June 30, ~~2021, compared with the prior year comparable period. The increase was~~2022 primarily ~~a result of~~ ~~the payment made~~due to ~~the accelerated share purchase program, the repurchase of common stock on the open market~~higher credit facility payments and lower credit facility borrowings in ~~2021.~~2022. The increase was partially offset bydue to lower share repurchases of common stock.

Net cash used in financing activities - discontinuing operations during both the ~~credit facility payments made in 2020.~~six months ended June 30, 2022 and 2021 primarily reflects the cash for operations for the Hospitals and Large Physician Practices Business.

We enter into obligations with third parties in the ordinary course of business. These future cash obligations will be funded from future cash flows from the sale of our products and services. The material cash requirements include the following ~~table summarizes future payments~~contractual and other obligations.

As of June 30, 2022, we had outstanding convertible senior notes in an aggregate principal amount of $207.9 million, which is fully due on the convertible senior notes’ maturity date. As of June 30, 2022, we had no outstanding borrowings under the ~~0.875% Convertible Senior Notes~~New Revolving Facility.

We have lease arrangements for certain facilities. As of June 30, 2022, we had fixed lease payment obligations of $21.3 million, with $6.7 million payable within the next 12 months.

Purchase obligations consist of minimum purchase commitments for Microsoft services, computer equipment, maintenance, consulting and ~~Revolving Facility~~other commitments. As of June 30, 2022, we had purchase obligations of $43.1 million, with approximately $16.1 million payable within the next 12 months.

As of June 30, 2022, we had $0.8 million letters of credit outstanding under the Third Amended Credit Agreement.

Our liability for uncertain tax positions was $30.5 million as of June 30, ~~2021:~~2022. It is uncertain the amount that is payable within the next 12 months for liabilities that may result from this exposure, as we cannot predict, with reasonable reliability, the outcome of discussions with the respective taxing jurisdictions, which may or may not result in cash settlements.

(In thousands)

Total

Remainder of 2021

2022

2023

2024

2025

Thereafter

Principal payments:

0.875% Convertible Senior Notes ⁽¹⁾

$
207,911

$
0

$
0

$
0

$
0

$
0

$
207,911

Revolving Facility ⁽²⁾

250,000

0

0

250,000

0

0

0

Total principal payments

457,911

0

0

250,000

0

0

207,911

Interest payments:

0.875% Convertible Senior Notes

10,915

910

1,819

1,819

1,819

1,819

2,729

Revolving Facility ^{(2) (3)}

11,470

3,277

6,554

1,639

0

0

0

Total interest payments

22,385

4,187

8,373

3,458

1,819

1,819

2,729

Total future debt payments

$
480,296

$
4,187

$
8,373

$
253,458

$
1,819

$
1,819

$
210,640

Our total investment in research and development is expected to ~~decline~~increase in ~~2021~~2022 as the Company ~~continues~~plans to ~~benefit from margin improvement initiatives that commenced~~make continued investments in ~~2020.~~expanding the capabilities and functionality of our Veradigm provider, payer and life sciences solutions. Our total spending consists of research and development costs directly recorded to expense, which are offset by the capitalization of eligible development costs.

We believe that our cash and cash equivalents of ~~$231~~$501 million as of June 30, ~~2021,~~2022, our future cash flows, our borrowing capacity under our New Revolving Facility and access to capital markets, taken together, provide adequate resources to meet future operating needs as well as scheduled payments of short and long-term debt. We cannot provide assurance that our actual cash requirements will not be greater than we expect as of the date of this Form 10-Q. We will, from time to time, consider the acquisition of, or investment in, complementary businesses, products, services and technologies and the repurchase of our common stock under our stock repurchase ~~programs,~~program, any of which might impact our liquidity requirements or cause us to borrow additional amounts under our New Revolving Facility or issue additional equity or debt securities.

~~We have various contractual obligations, which are recorded as liabilities in our consolidated financial statements. During the six months ended June 30, 2021,~~ ~~there~~Critical Accounting Estimates

There were no material changes ~~outside of the ordinary course of business,~~ to our ~~contractual obligations and purchase commitments~~critical accounting estimates from those previously disclosed in our Form 10-K.

Our market risk disclosures set forth in Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk” of our Form 10-K have not changed materially during the six months ended June 30, ~~2021.~~2022.

Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Exchange Act, as of the end of the period covered by this Form 10-Q.

Based on management’s evaluation, our chief executive officer and our chief financial officer concluded that our disclosure controls and procedures are designed to, and were effective as of June 30, ~~2021~~2022 to, provide assurance at a reasonable level that the information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow for timely decisions regarding required disclosure.

There have been no changes in our internal control over financial reporting during the quarter ended June 30, ~~2021,~~2022, which were identified in connection with management’s evaluation required by paragraph (d) of Rules 13a-15 and 15d-15 under the Exchange Act, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

We hereby incorporate by reference Note 14, “Contingencies,” of the Notes to Consolidated Financial Statements in Part I, Item 1 of this Form 10-Q.

There have been no material changes during the six months ended June 30, ~~2021~~2022 from the risk factors as previously disclosed in our Form 10-K.

On June 23, 2021, the Company issued 33,321 shares of common stock to a commercial partner pursuant to the terms of, and in exchange for entering, an existing commercial agreement between the parties. The shares of common stock have been offered and sold pursuant to Section 4(a)(2) of the Securities Act of 1933.

On ~~November 18, 2020,~~January 24, 2022, we announced that our Board of Directors approved a stock ~~repurchase~~purchase program (the ~~“2020~~“2022 Program”) under which we may repurchase up to ~~$300~~$250 million of our common stock, ~~through December 31, 2021.~~with no termination date. The ~~2020~~2022 Program replaced a previous program. During the three months ended June 30, 2021, we repurchased 5.6 million shares of our common stock under the 2020 Program. This is inclusive of the shares we received at final settlement of the accelerated share repurchase program ~~we entered into on November 30, 2020, described below.~~

~~On May 26, 2021, we announced that~~approved by our Board of Directors approved a new stock purchase program (the “2021 Program”) under which we may repurchase up to $350 million of our common stock. The 2021 Program replaced the 2020 Program and does not have a termination date. During the three months ended June 30, 2021, we repurchased 11.5 million shares of our common stock under the 2021 Program. This is inclusive of the shares we received at initial settlement of the accelerated share repurchase program entered into on June 14, 2021, described below.

On November 30, 2020, we entered into separate Master Confirmations (each, a “Master Confirmation”) and Supplemental Confirmations (each, together with the related Master Confirmation, an “ASR Agreement”), with JPMorgan Chase Bank, National Association and Wells Fargo Bank, National Association (each, an “ASR Counterparty”, or collectively, the “ASR Counterparties”), to purchase shares of our common stock for a total payment of $200.0 million (the “Prepayment Amount”). Under the terms of the ASR Agreements, on November 30, 2020, we paid the Prepayment Amount to the ASR Counterparties and received on December 2, 2020 an initial delivery of approximately 11.7 million shares of our common stock, which is approximately 80% of the total number of shares that could be repurchased under the ASR Agreements if the final purchase price per share equaled the closing price of our common stock on November 30, 2020. The total number of shares received under the ASR Agreements, after final settlement, was based on the average daily volume weighted average price of our common stock during the repurchase period, less an agreed upon discount. Final settlement of the ASR Agreements occurred in ~~May 2021, resulting in the receipt of 1.6 million additional shares, which yielded a weighted-average share repurchase price of approximately $15.07 for the repurchase period.~~

At final settlement, depending on the final purchase price per share, the ASR Counterparties may be required to deliver additional shares of our common stock to the Company, or, under certain circumstances, we may be required to make a cash payment to each ASR Counterparty or may elect to deliver the equivalent value in shares of our common stock. The final purchase price per share under each June 2021 ASR Agreement will generally be based on the average of daily volume weighted average prices of shares of our common stock during a term set forth in the June 2021 ASR Agreements. The June 2021 ASR Agreements contain provisions customary for agreements of this type, including provisions for adjustments to the transaction terms, the circumstances generally under which the June 2021 ASR Agreements may be accelerated, extended or terminated early by the ASR Counterparties and various acknowledgments, representations and warranties made by the parties to one another. Final settlement of the June 2021 ASR Agreements is expected to be completed during the fourth quarter of 2021, although the settlement may be accelerated at the ASR Counterparties’ option.

Any future stock repurchase transactions may be made through open market transactions, block trades, privately negotiated transactions (including accelerated share repurchase transactions) or other means, subject to market conditions. Any repurchase activity will depend on many factors such as our working capital needs, cash requirements for investments, debt repayment obligations, economic and market conditions at the time, including the price of our common stock, and other factors that we consider relevant. Our stock repurchase program may be accelerated, suspended, delayed or discontinued at any time.

The following table ~~summarize~~summarizes the stock repurchase activity during the three months ended June 30, ~~2021~~2022 and the approximate dollar value of shares that may yet be purchased under our stock repurchase program:

~~Lisa Khorey will no longer serve as the Company’s Executive Vice President, Chief Client Delivery Officer, effective August 5, 2021 (the “Effective Date”).~~

On the Effective Date, the Company and Ms. Khorey entered into an amendment (the “Amendment”) to Ms. Khorey’s employment agreement with the Company, effective as of November 1, 2016 (the “Employment Agreement”). Pursuant to the Amendment, during a transition period from the Effective Date through March 1, 2022, Ms. Khorey will serve in the role of Executive Consultant to the Company on a part-time basis. If the Company does not elect to renew Ms. Khorey’s employment upon the expiration of the transition period, such nonrenewal will constitute a termination of Ms. Khorey’s employment by the Company without Cause (as defined in the Employment Agreement), and Ms. Khorey will be eligible for severance benefits in accordance with the terms of the Employment Agreement. During the transition period, Ms. Khorey will not be eligible for a performance bonus for calendar year 2021 and Ms. Khorey’s base salary will be $103,400 per annum, except that her base salary in effect prior to the Effective Date will apply for purposes of determining any severance benefits payable to Ms. Khorey following a termination of her employment. The foregoing summary is qualified in its entirety by reference to the complete text of the Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 10-Q and is incorporated by reference herein.

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 thereunto duly authorized.


		PAGE
PART I. FINANCIAL INFORMATION		3
Item 1.	Financial Statements (unaudited)	3
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	2829
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	38
Item 4.	Controls and Procedures	38
PART II. OTHER INFORMATION		3839
Item 1.	Legal Proceedings	38	39
Item 1A.	Risk Factors	38	39
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	38	39
Item 5.6.	~~Other Information~~Exhibits	40
~~Item 6.~~		~~Exhibits~~SIGNATURES		40
~~SIGNATURES~~		41


(In thousands)	Three Months Ended June 30,						Six Months Ended June 30,						Three Months Ended June 30,						Six Months Ended June 30,
	2021			2020			2021			2020			2022			2021			2022			2021
Operating lease cost ⁽¹⁾	$	5,636		$	6,261		$	11,697		$	13,014		$	1,525		$	1,893		$	3,215		$	3,824
Less: Sublease income		(74	)		(166	)		(157	)		(769	)		(65	)		(74	)		(98	)		(157	)
Total operating lease costs	$	5,562		$	6,095		$	11,540		$	12,245		$	1,460		$	1,819		$	3,117		$	3,667

(In thousands)	Six Months Ended June 30,
	2021		2020
Operating cash flows from operating leases	$	10,083	$	13,953
Right-of-use assets obtained in exchange for operating lease obligations	$	0	$	21,963


	June 30, 2022
(In thousands)	Operating Leases
Remainder of 2022	$	3,318
2023		6,421
2024		3,706
2025		3,453
2026		2,835
Thereafter		1,581
Total lease liabilities		21,314
Less: Amount representing interest		(1,346	)
Less: Short-term lease liabilities		(6,095	)
Total Long-term lease liabilities	$	13,873

	June 30, 2021
(In thousands)	Operating Leases
Remainder of 2021	$	11,590
2022		21,348
2023		19,547
2024		14,114
2025		12,764
Thereafter		20,104
Total lease liabilities		99,467
Less: Amount representing interest		(8,208	)
Less: Short-term lease liabilities		(19,662	)
Total long-term lease liabilities	$	71,597


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


Large accelerated filer	☒	Accelerated filer	☐

Non-accelerated filer	☐	☐	Smaller reporting company	☐

		Emerging growth company	☐

(In thousands)	Three Months Ended March 31, 2020		Three Months Ended June 30, 2020
Revenue related to deferred revenue balance at beginning of period	$	105,366	$	119,545
Revenue related to new performance obligations satisfied during the period		216,580		195,308
Revenue recognized under "right-to-invoice" expedient		58,059		54,082
Reimbursed travel expenses, shipping and other revenue		1,359		369
Total revenue	$	381,364	$	369,304

	Three Months Ended June 30, 2021
(In thousands)	Core Clinical and Financial Solutions		Data, Analytics and Care Coordination		Unallocated Amounts			Total
Software delivery, support and maintenance	$	158,754	$	65,150	$	(4,294	)	$	219,610
Client services		151,394		2,710		0			154,104
Total revenue	$	310,148	$	67,860	$	(4,294	)	$	373,714

	Three Months Ended June 30, 2020
(In thousands)	Core Clinical and Financial Solutions		Data, Analytics and Care Coordination		Unallocated Amounts			Total
Software delivery, support and maintenance	$	167,220	$	58,664	$	(2,293	)	$	223,591
Client services		143,879		1,834		0			145,713
Total revenue	$	311,099	$	60,498	$	(2,293	)	$	369,304

	Six Months Ended June 30, 2020
(In thousands)	Core Clinical and Financial Solutions		Data, Analytics and Care Coordination		Unallocated Amounts			Total
Software delivery, support and maintenance	$	341,301	$	119,122	$	(4,692	)	$	455,731
Client services		290,130		4,807		0			294,937
Total revenue	$	631,431	$	123,929	$	(4,692	)	$	750,668


(In thousands, except lease term and discount rate)	June 30, 2022			December 31, 2021
Right-of-use assets - operating leases	$	15,904		$	18,324
Current operating lease liabilities	$	6,095		$	6,133
Long-term operating lease liabilities	$	13,873		$	16,754
Weighted average remaining lease term (in years)		4			5
Weighted average discount rate		3.3	%		3.4	%


	(In thousands)
Cash and cash equivalents	$	472
Accounts receivable, net		394
Prepaid expenses and other current assets		206
Fixed assets		48
Intangible assets		7,280
Goodwill		17,542
Accounts payable and accrued expenses		(752	)
Deferred revenue		(675	)
Other liabilities		(5	)
Net assets acquired	$	24,510


	Useful Life	Fair Value
Description	(In years)	(In thousands)
Customer Relationships	21	$	4,640
Technology	7		2,600
Tradenames	1		40
		$	7,280


	Number of Investees		Original		Carrying Value at				Number of Investees		Original		Carrying Value at
(In thousands, except for number of investees)	at June 30, 2021		Cost		June 30, 2021		December 31, 2020		at June 30, 2022		Cost		June 30, 2022		December 31, 2021
Equity method investments ⁽¹⁾		3	$	7,099	$	10,438	$	10,744		4	$	7,099	$	11,579	$	12,260
Cost less impairment		8		37,568		37,976		25,059
Cost with adjustments										7		47,114		49,109		49,293
Total long-term equity investments		11	$	44,667	$	48,414	$	35,803		11	$	54,213	$	60,688	$	61,553


	June 30, 2022							December 31, 2021
	Gross							Gross
	Carrying		Accumulated			Intangible		Carrying		Accumulated			Intangible
(In thousands)	Amount		Amortization			Assets, Net		Amount		Amortization			Assets, Net
Intangibles subject to amortization:
Proprietary technology	$	252,083	$	(230,757	)	$	21,326	$	249,483	$	(227,408	)	$	22,075
Customer contracts and relationships		402,125		(326,241	)		75,884		397,445		(321,830	)		75,615
Total	$	654,208	$	(556,998	)	$	97,210	$	646,928	$	(549,238	)	$	97,690

Intangibles not subject to amortization:
Registered trademarks						$	52,000						$	52,000
Goodwill							524,149							506,607
Total						$	576,149						$	558,607


(In thousands)	Veradigm		Unallocated		Total
Balance as of December 31, 2021		467,630		38,977		506,607
Additions		17,542		0		17,542
Balance as of June 30, 2022	$	485,172	$	38,977	$	524,149



(In thousands)	Total		Remainder of 2021		2022		2023		2024		2025		Thereafter		Total		Remainder of 2022		2023		2024		2025		2026		Thereafter
0.875% Convertible Senior Notes ⁽¹⁾	$	207,911	$	0	$	0	$	0	$	0	$	0	$	207,911	$	207,911	$	0	$	0	$	0	$	0	$	0	$	207,911
Revolving Facility ⁽²⁾		250,000		0		0		250,000		0		0		0
Total debt	$	457,911	$	0	$	0	$	250,000	$	0	$	0	$	207,911	$	207,911	$	0	$	0	$	0	$	0	$	0	$	207,911


	June 30,
(In thousands)	2022		2021
Reconciliation of cash, cash equivalents and restricted cash:
Cash and cash equivalents	$	500,164	$	159,556
Restricted cash		1,307		1,307
Total cash, cash equivalents and restricted cash	$	501,471	$	160,863

	Six Months Ended June 30,
(In thousands)	2022		2021
Supplemental non-cash information:
Issuance of treasury stock to commercial partner	$	0	$	534

							% Change vs. June 30, 2021
(In millions)	As of June 30, 2021		As of December 31, 2020		As of June 30, 2020		December 31, 2020			June 30, 2020
Software delivery, support and maintenance	$	2,038	$	2,153	$	2,234		(5.3	%)		(8.8	%)
Client services		1,825		1,918		1,898		(4.8	%)		(3.8	%)
Total contract backlog	$	3,863	$	4,071	$	4,132		(5.1	%)		(6.5	%)


(In thousands, except per share amounts)
					Total Number		Approximate
					Of Shares		Dollar Value
					Purchased		Of Shares
					As Part Of		That May Yet
	Total		Average		Publicly		Be Purchased
	Number		Price		Announced		Under The
	Of Shares		Paid Per		Plans Or		Plans Or
Period (Based on Trade Date)	Purchased		Share(1)		Programs		Programs
04/01/22—04/30/22		0	$	0.00		0	$	200,367
05/01/22—05/31/22		2,559	$	17.29		2,559	$	156,105
06/01/22—06/30/22		2,920	$	16.89		2,920	$	106,784
		5,479	$	17.08		5,479


~~(1)~~Exhibit Number	~~Average price paid per share excludes effect of accelerated share repurchases. See additional disclosure above regarding our accelerated share repurchase activity during the second quarter of 2021.~~

~~Exhibit Number~~		~~Exhibit Description~~	~~Filed Herewith~~	Furnished Herewith
10.1	†	~~First~~Second Amendment to the Employment Agreement between Allscripts Healthcare Solutions, Inc. and ~~Lisa Khorey~~Paul M. Black, effective as of May 6, 2022 (incorporated by reference to Exhibit 10.1 to Form 8-K filed with the SEC on May 5, 2022).	X

31.1		Rule 13a - 14(a) Certification of Chief Executive Officer	X

31.2		Rule 13a - 14(a) Certification of Chief Financial Officer	X

32.1		Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer		X

101.INS		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline document	X

101.SCH		Inline XBRL Taxonomy Extension Schema	X

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase	X

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase	X

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase	X

101.DEF		Inline XBRL Taxonomy Definition Linkbase	X

104		The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, ~~2021,~~2022, formatted in Inline XBRL and included in Exhibit 101.	X


ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.

~~By:~~	~~/s/~~ ~~Richard J. Poulton~~
		~~Richard J. Poulton~~
By:	~~President and Chief Financial Officer~~/s/ Leah S. Jones
	~~(Principal~~Leah S. Jones
	Chief Financial ~~and Accounting~~ Officer ~~and~~
	(Duly Authorized Officer)