UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.
(Name of Issuer)
Common Stock, $0.01 Par Value
(Title of Class of Securities)
(CUSIP Number)
Thomas E. Kilroy, Esq.
Misys plc
One Kingdom Street
Paddington
London W2 6BL
United Kingdom
44 (0)20 3320 5000
A. Peter Harwich, Esq.
Allen & Overy LLP
1221 Avenue of the Americas
New York, New York 10020
United States of America
(212) 610-6300
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following boxo.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter dis-closures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| | | | | | |
| 1. | | NAME OF REPORTING PERSON
MISYS PLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
n/a |
| | | |
| | | |
| 2. | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
| | (a) o |
| | (b) o |
| | | |
| 3. | | SEC USE ONLY |
| | |
| | |
| | | |
| 4. | | SOURCE OF FUNDS (SEE INSTRUCTIONS) |
| | |
| | OO |
| | | |
| 5. | | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
| | |
| | o |
| | | |
| 6. | | CITIZENSHIP OR PLACE OF ORGANIZATION |
| | |
| | United Kingdom |
| | | | |
| | 7. | | SOLE VOTING POWER |
| | | |
| NUMBER OF | | |
| | | | |
| SHARES | 8. | | SHARED VOTING POWER |
| BENEFICIALLY | | |
| OWNED BY | | 19,005,621 |
| | | | |
| EACH | 9. | | SOLE DISPOSITIVE POWER |
| REPORTING | | |
| PERSON | | |
| | | | |
| WITH | 10. | | SHARED DISPOSITIVE POWER |
| | | |
| | | 19,005,621 |
| | | |
| 11. | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| | |
| | 19,005,621 |
| | | |
| 12. | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
| | |
| | o |
| | | |
| 13. | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
| | |
| | 10.2 |
| | | |
| 14. | | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
| | |
| | CO |
2
| | | | | | |
| 1. | | NAME OF REPORTING PERSON
KAPITI LIMITED
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
n/a |
| | | |
| | | |
| 2. | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
| | (a) o |
| | (b) o |
| | | |
| 3. | | SEC USE ONLY |
| | |
| | |
| | | |
| 4. | | SOURCE OF FUNDS (SEE INSTRUCTIONS) |
| | |
| | OO |
| | | |
| 5. | | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
| | |
| | o |
| | | |
| 6. | | CITIZENSHIP OR PLACE OF ORGANIZATION |
| | |
| | United Kingdom |
| | | | |
| | 7. | | SOLE VOTING POWER |
| | | |
| NUMBER OF | | |
| | | | |
| SHARES | 8. | | SHARED VOTING POWER |
| BENEFICIALLY | | |
| OWNED BY | | 190,056 |
| | | | |
| EACH | 9. | | SOLE DISPOSITIVE POWER |
| REPORTING | | |
| PERSON | | |
| | | | |
| WITH | 10. | | SHARED DISPOSITIVE POWER |
| | | |
| | | 190,056 |
| | | |
| 11. | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| | |
| | 190,056 |
| | | |
| 12. | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
| | |
| | o |
| | | |
| 13. | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
| | |
| | 0.1 |
| | | |
| 14. | | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
| | |
| | OO |
3
| | | | | | |
| 1. | | NAME OF REPORTING PERSON
ACT SIGMEX LIMITED
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
n/a |
| | | |
| | | |
| 2. | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
| | (a) o |
| | (b) o |
| | | |
| 3. | | SEC USE ONLY |
| | |
| | |
| | | |
| 4. | | SOURCE OF FUNDS (SEE INSTRUCTIONS) |
| | |
| | OO |
| | | |
| 5. | | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) |
| | |
| | o |
| | | |
| 6. | | CITIZENSHIP OR PLACE OF ORGANIZATION |
| | |
| | United Kingdom |
| | | | |
| | 7. | | SOLE VOTING POWER |
| | | |
| NUMBER OF | | |
| | | | |
| SHARES | 8. | | SHARED VOTING POWER |
| BENEFICIALLY | | |
| OWNED BY | | 18,815,565 |
| | | | |
| EACH | 9. | | SOLE DISPOSITIVE POWER |
| REPORTING | | |
| PERSON | | |
| | | | |
| WITH | 10. | | SHARED DISPOSITIVE POWER |
| | | |
| | | 18,815,565 |
| | | |
| 11. | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| | |
| | 18,815,565 |
| | | |
| 12. | | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
| | |
| | o |
| | | |
| 13. | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) |
| | |
| | 10.1 |
| | | |
| 14. | | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
| | |
| | OO |
4
INTRODUCTORY STATEMENT
This Amendment No. 7 (this “Amendment”) amends the Schedule 13D initially filed on October 20, 2008 (the “Original Filing”), as amended by Amendment No. 1 filed on February 11, 2009 (the “First Amendment”), Amendment No. 2 filed on February 26, 2010 (the “Second Amendment”), Amendment No. 3 filed on June 10, 2010 (the “Third Amendment”), Amendment No. 4 filed on July 27, 2010 (the “Fourth Amendment”), Amendment No. 5 filed on August 20, 2010 (the “Fifth Amendment”) and Amendment No. 6 filed on August 25, 2010 (the “Sixth Amendment”), each relating to the common stock, par value $0.01, of Allscripts Healthcare Solutions, Inc. (formerly known as Allscripts-Misys Healthcare Solutions, Inc.) (the “Company”). Information reported in the Original Filing, as amended or superseded by information contained in the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment or the Sixth Amendment remains in effect except to the extent that it is amended or superseded by information contained in this Amendment.
ITEM 4. PURPOSE OF TRANSACTION
The disclosure in Item 4 of this Schedule 13D is hereby amended and supplemented by adding the following statement after the final paragraph thereof:
On August 27, 2010, the Company purchased 5,313,807 shares of Company common stock from Kapiti Limited (“Kapiti”) and ACT Sigmex Limited (“ACTS”), thus completing the Additional Repurchase described in the Fifth Amendment.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
The disclosure in Item 5 of this Schedule 13D is hereby amended and supplemented by adding the following statement after the final paragraph thereof:
On August 27, 2010, the Company purchased 5,313,807 shares of Company common stock from Kapiti and ACTS, thus completing the Additional Repurchase described in the Fifth Amendment.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
| | | The disclosure in Item 6 of this Schedule 13D is hereby amended and supplemented as follows: |
Following the closing of the transaction described in Item 5 above, subsidiaries of Misys plc (“Misys”) hold an aggregate of 19,005,621 shares of Company common stock.
5
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: August 31, 2010
| | | | | |
| | MISYS PLC
| |
| | By: | /s/ Sarah E.H. Brain | |
| | | Name: | Sarah E.H. Brain | |
| | | Title: | Deputy Company Secretary | |
| |
| | | | | |
| | KAPITI LIMITED
| |
| | By: | /s/ Nicholas Farrimond | |
| | | Name: | Nicholas Farrimond | |
| | | Title: | Authorized signatory | |
| |
| | | | | |
| | ACT SIGMEX LIMITED
| |
| | By: | /s/ Nicholas Farrimond | |
| | | Name: | Nicholas Farrimond | |
| | | Title: | Authorized signatory | |
| |
