![]() Creating a Clear Leader in Physician Solutions Presentation to Analysts March 18, 2008 EXHIBIT 99.6 |
![]() A Clear Leader in Physician Solutions 2 Forward Looking Statements This communication contains forward-looking statements. Those forward-looking statements include all statements other than those made solely with respect to historical fact. Forward-looking statements may be identified by words such as “believes”, “expects”, “anticipates”, “estimates”, “projects”, “intends”, “should”, “seeks”, “future”, continue”, or the negative of such terms, or other comparable terminology. Such statements include, but are not limited to, statements about the expected benefits of the transaction involving Allscripts, MHS and Misys, including potential synergies and cost savings, future financial and operating results, and the combined company’s plans and objectives. In addition, statements made in this communication about anticipated financial results, future operational improvements and results or regulatory approvals are also forward-looking statements. Such forward-looking statements are subject to numerous risks, uncertainties, assumptions and other factors that are difficult to predict and that could cause actual results to vary materially from those expressed in or indicated by them. Factors that could cause actual results to differ materially include, but are not limited to: (1) the occurrence of any event, development, change or other circumstances that could give rise to the termination of the merger agreement; (2) the outcome of any legal proceedings that have been or may be instituted against Allscripts, Misys or MHS and others following announcement of entering into the merger agreement; (3) the inability to complete the proposed transaction due to the failure to obtain stockholder or shareholder approval or the failure of any party to satisfy other conditions to completion of the proposed transaction, including the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and the receipt of other required regulatory approvals; (4) risks that the proposed transaction disrupts current plans and operations and potential difficulties in employee retention as a result of the merger; (5) the ability to recognize the benefits of the merger; (6) legislative, regulatory and economic developments; and (7) other factors described in filings with the SEC. Many of the factors that will determine the outcome of the subject matter of this communication are beyond Allscripts’, Misys’ and MHS’ ability to control or predict. Allscripts can give no assurance that any of the transactions related to the merger will be completed or that the conditions to the merger will be satisfied. Allscripts undertakes no obligation to revise or update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise. Allscripts is not responsible for updating the information contained in this communication beyond the published date, or for changes made to this communication by wire services or Internet service providers. |
![]() A Clear Leader in Physician Solutions 3 Additional Information and Where to Find It This communication is being made in respect of the proposed business combination involving Allscripts, Inc. (“Allscripts”) and Misys Healthcare Systems LLC (“MHS”), a wholly owned subsidiary of Misys plc (“Misys”). In connection with this proposed transaction, Allscripts intends to file with the Securities and Exchange Commission (the “SEC”) a preliminary proxy statement, a definitive proxy statement and other related materials, and Misys intends to file a shareholder circular with the Financial Services Authority in the United Kingdom. The definitive proxy statement will be mailed to the stockholders of Allscripts, and the shareholder circular will be mailed to the shareholders of Misys. BEFORE MAKING ANY DECISION WITH RESPECT TO THE PROPOSED TRANSACTION, INVESTORS AND SECURITY HOLDERS AR E URGED TO READ THESE DOCUMENTS AND OTHER RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY AND THE PROPOSED TRANSACTION. Investors and security holders can obtain copies of Allscripts’ materials (and all other offer documents filed with the SEC) when available, at no charge on the SEC’s website: www.sec.gov. Copies can also be obtained at no charge by directing a request for such materials to Allscripts at 222 Merchandise Mart Plaza, Suite 2024, Chicago, Illinois 60654, Attention: Lee Shapiro, Secretary, or to Misys at 125 Kensington High Street, London W8 5SF, United Kingdom, Attention: Group General Counsel & Company Secretary. Investors and security holders may also read and copy any reports, statements and other information filed by Allscripts with the SEC, at the SEC public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC’s website for further information on its public reference room. Allscripts’ directors, executive officers and other members of management and employees may, under the rules of the SEC, be deemed to be participants in the solicitation of proxies from the stockholders of Allscripts in favor of th e proposed transaction. Information about Allscripts, its directors and its executive officers, and their ownership of Allscripts’ securities, is set forth in its proxy statement for the 2007 Annual Meeting of Stockholders of the Company, which was filed with the SEC on April 30, 2007. Additional information regarding the interests of those persons may be obtained by reading the proxy statement and other relevant materials to be filed with the SEC when they become available. |
![]() A Clear Leader in Physician Solutions 4 Agenda Jim Malone, CFO of Misys plc Misys Financials Bill Davis, CFO of Allscripts CFO designate of Allscripts-Misys Synergies and Allscripts-Misys Financials Glen Tullman, CEO of Allscripts CEO designate of Allscripts-Misys Allscripts-Misys: A Clear Leader Mike Lawrie, CEO of Misys plc Executive Chairman designate of Allscripts-Misys Strategy Overview : A Transformational Deal |
![]() A Clear Leader in Physician Solutions 5 5 About Misys • 4,500 Employees Serving 120 Countries • £470m ($902m) in Revenue (Fiscal 2007) – Misys plc • LSE: MSY • Market Leader in Banking and Treasury and Capital markets worldwide with over 1,200 banks and financial institutions • Significant Market Presence in Healthcare – Practice Management – Claims Management – Electronic Health Records – 110,000 Physicians – £196m ($376m) in Revenue (Fiscal 2007) – Misys Healthcare |
![]() A Clear Leader in Physician Solutions 6 Transforming Misys: The Turnaround • Restructured the business – Rebalanced portfolio and aligned the asset base to the strategy and higher growth market segments – Costs taken out to drive reinvestment and margin improvement • Focused on building a platform for growth – Building Global service business – Focusing on emerging markets: China, India, Middle East and Africa – Created Go to Market alliances with world-class partners; Digital China, HCL, Wipro and SAP • Change driven by new and deeply experienced management team • Progress being made on the turnaround; operational improvements, positive revenue growth, profit growth and development milestones |
![]() A Clear Leader in Physician Solutions 7 A Transformational Deal • Misys and Allscripts will each combine their respective healthcare businesses into Allscripts-Misys • Misys will also transfer £165m ($330m) in cash to Allscripts- Misys resulting in a 54.5% ownership interest (on a fully diluted basis) for Misys in Allscripts-Misys • Allscripts shareholders will receive a special dividend of $330m • Cash will be financed by new banking facilities and a placing underwritten by ValueAct Capital Management LLC • Allscripts-Misys Healthcare will be quoted on the NASDAQ • Misys plc will remain quoted on the LSE |
![]() A Clear Leader in Physician Solutions 8 A Clear Leader in Physician IT Solutions • “The perfect match in the perfect market”: Top rated EHR + market share leader for PM in the growing small/mid-sized physician group market • Highly rated, innovative products in every market segment in which we compete (small/mid/large) • Experienced and proven management team • Creates revenue/cost synergies and near-term value accretion for Allscripts-Misys • High recurring revenue visibility and strong potential profit growth • Strong growth potential in a growing market A clear leader in clinical software, information and connectivity solutions |
![]() A Clear Leader in Physician Solutions 9 Positioned to Capture the Healthcare Opportunity • Convergence of healthcare and technology in U.S. • Allscripts-Misys positioned to monetize $5 billion EHR market opportunity • Allscripts-Misys will: – Focus on presenting its enlarged customer base with a leading-edge portfolio of products and services – Help streamline healthcare delivery through the innovative deployment of IT and integrated solutions – Continue to support all the existing products from both companies, while offering customers access to an enhanced portfolio including the new innovative MyWay EHR solution Allscripts-Misys will be positioned to capitalize on the transformation of U.S. Healthcare |
![]() A Clear Leader in Physician Solutions 10 Allscripts-Misys: A Clear Leader Glen Tullman, CEO of Allscripts CEO designate of Allscripts-Misys |
![]() A Clear Leader in Physician Solutions 11 11 A Vision… Every day in the U.S. approximately 150,000 physicians * will log on to a screen that says “Allscripts-Misys” * Allscripts and Misys Estimates |
![]() A Clear Leader in Physician Solutions 12 12 About Allscripts • 1,150+ Employees • $280m in Revenue (2007) • Nasdaq: MDRX • 40,000+ Physicians and 700+ Hospitals • Established Leader in Healthcare IT Market – Electronic Health Records – Practice Management – e-Prescribing – Document Imaging – Personal Health Records – Connectivity Solutions – Emergency Department Information System – Case Management |
![]() A Clear Leader in Physician Solutions 13 Why the Physician Market? Traditional View Healthcare Revolves Around the Hospital Our View Healthcare Revolves Around the Physician |
![]() A Clear Leader in Physician Solutions 14 Today’s Physician IT Market – An Opportunity Clinical / Electronic Health Records • The Market… – Highly fragmented market with over 300 participants – Historically divided between core practice management and clinical vendors – Paradigm shift to complex clinical system driving IT decisions and consolidation in the ambulatory markets • Allscripts-Misys… – A footprint of approximately 150,000 physicians – A complete portfolio of integrated solutions, products and services Core Practice Management Epic GE NextGen Sage eCw |
![]() A Clear Leader in Physician Solutions 15 A Proven Approach… Practice Management System Electronic Health Record Installed Base (2008) = 113,000 MDs Primarily in Small-Mid Sized Practices 2001: Allscripts Gained Exclusive Partnership to Market Allscripts EHR to IDX PM Base 2008: Allscripts Gains Exclusive Opportunity to Market Allscripts EHR to Misys PM Base Installed Base (2001) = 138,000 MDs Primarily in Larger Practices |
![]() A Clear Leader in Physician Solutions 16 Market Opportunity – ~ 500,000 U.S. Practicing Physicians – x 80% EHR Market Opportunity – x ~$12,000 Initial Investment/Physician – = ~$5 Billion Opportunity Electronic Health Record (EHR) Market = ~ $5 Billion Practice Management (PM) Market = ~ $1 Billion/Yr. ~10% to 20% of PM Systems Replaced/Yr. Software Maintenance Agreement (SMA) = ~ $1 Billion/Yr. Transactions = ~ $1 to 2 Billion/Yr. American Presidential candidates see technology as the answer to a better healthcare delivery system |
![]() A Clear Leader in Physician Solutions 17 The Market Segments in Which We Compete Large Practices/ AMCs/Hospitals 25< 200 MDs Mid-Sized Practices 10< 24 MDs Small Practices 1<10 MDs Key: Limited Presence Leader EHR Practice Mgmt. e-Prescribing Connectivity Solutions Allscripts Misys Allscripts- Misys Source: Allscripts and Misys Assessment |
![]() A Clear Leader in Physician Solutions 18 The Largest Client Footprint in the U.S. Misys 110,000 Physicians, 18,000 Medical Practices, 600 Homecare Agencies Allscripts |
![]() A Clear Leader in Physician Solutions 19 The Largest Client Footprint in the U.S. Allscripts-Misys Approximately 150,000 Physicians and 700+ Hospitals Across the U.S. |
![]() A Clear Leader in Physician Solutions 20 Compelling Strategic Rationale • Covers approximately 1 out of 3 of all physicians in America* • Brings together leaders in PM and EHR • Ability to network across healthcare from the emergency department to the ambulatory settings • Large installed base to sell leading EHR and other products into • Ability to help drive industry and technical standards for functionality and interoperability • Creates a “hub” from which we can sell into an existing Misys PM base, similar to the successful IDX strategy Leader in EHR and PM Highly Complementary Businesses • Significant opportunity for revenue and cost synergies through cross-selling and rationalisation of overlapping functions • Drives long-term top and bottom line growth • Stability through a high percentage of recurring revenue Powerful Strategic Financial Rationale * Allscripts and Misys Estimates |
![]() A Clear Leader in Physician Solutions 21 Creates a Clear Leader: Allscripts-Misys A clear leader in clinical software, information and connectivity solutions that empower physicians to deliver healthcare safely, efficiently and effectively + |
![]() A Clear Leader in Physician Solutions 22 Allscripts-Misys financials Bill Davis, CFO of Allscripts CFO designate of Allscripts-Misys |
![]() A Clear Leader in Physician Solutions 23 Transaction Summary Allscripts-Misys Healthcare Company Name Four to Six Months Expected Closing $330m Cash (approximately $4.90 per share) Retain their Shares in MDRX NASDAQ listing maintained Allscripts Shareholders Receive Misys plc: 54.5% Allscripts: 45.5% Pro Forma Ownership Glen Tullman - CEO designate Bill Davis - CFO designate Mike Lawrie - Executive Chairman designate Management Allscripts to Merge with Misys Healthcare Misys to pay $330m Structure Fully diluted shares |
![]() A Clear Leader in Physician Solutions 24 Allscripts shareholders receive approximately $4.90 per share in cash and 45.5% ownership position in Allscripts-Misys Annual cost synergies $15-$20m expected in first year following transaction close Allscripts-Misys Long-Term Growth Profile Low double digit top line growth Better visibility and higher percentage of stable, recurring revenue Up to $25m to $30m in annual cost savings within three years Revenue synergies from cross-selling to respective install bases Increased operating leverage expected to result in mid-teens EPS growth Value Creation |
![]() A Clear Leader in Physician Solutions 25 Significant and Realizable Synergy Opportunity Cost synergies of $15m to $20m expected in first year following transaction close Up to $25m to $30m in annual cost savings within the next few years Main drivers of cost synergies include: Overhead, R&D, Marketing, Administrative Functions Revenue synergies expected from cross- selling into respective client bases Increased operating leverage expected to result in mid teens EPS growth Projected Cost Synergies 0 5 10 15 20 25 30 First Year Run Rate $15 - $20 million $25 - $30 million |
![]() A Clear Leader in Physician Solutions 26 Receive US antitrust clearance Complete the carve-out financial audits File the US proxy Distribute the shareholder circular for Misys plc shareholders Shareholder vote from both Misys plc and Allscripts shareholders Significant transaction costs will be recognized by Allscripts in Q1 Expected to close in four to six months Roadmap to Completion |
![]() A Clear Leader in Physician Solutions 27 Misys Financials Jim Malone, CFO of Misys plc |
![]() A Clear Leader in Physician Solutions 28 Transaction Overview • Misys and Allscripts will each combine their respective healthcare businesses into Allscripts-Misys which will be listed on NASDAQ • Misys will also transfer £165m ($330m) in cash to Allscripts-Misys resulting in a 54.5% ownership interest (on a fully diluted basis) for Misys in Allscripts-Misys • Allscripts shareholders will receive a special dividend of $330m • Mike Lawrie will become Executive Chairman of Allscripts-Misys in addition to his role as CEO of Misys. Glen Tullman, CEO of Allscripts, will become CEO of Allscripts-Misys. • Expected to generate both revenue and cost synergies • Expected to be earnings accretive for Misys in the first full financial year post completion • Completion expected Q3 2008, subject to the approval of shareholders of both Misys and Allscripts and customary regulatory approvals • Misys will continue to own 100% of its Banking division and the enlarged Misys group will continue to be listed on the London Stock Exchange |
![]() A Clear Leader in Physician Solutions 29 Misys Financial Model Mid-point of End of Turnaround Turnaround FY 2009-10 FY 2011-12+ March 2007 – Strategy Presentation Group Revenue (growth) 2-4% 4-6+% Operating Margin, % 15-18% 18-20%+ March 2008 Group Revenue (growth) 7-9% 8-10% Operating Margin, % 18-20% 20-22%+ Misys is now a growth company |
![]() A Clear Leader in Physician Solutions 30 Financing Equity financing at 175p • Full backstop equity commitment by ValueAct • If ValueAct is issued with this entire amount, its shareholding in Misys will increase from 19.4% to 25.8% • Market rates • Unsecured, 5 year maturity • Expected drawdown at completion of $25m • LIBOR market rate • Unsecured, 5 year term • No prepay penalty • Misys issued share capital to increase from 503.5m to 546.4m (excluding treasury shares) Pro forma debt ratios –Leveraged on Banking and TCM –Net Debt/2007 EBITDA of 2x –2007 Interest Cover of 11.7x;;; Debt Facilities - $305M $150M Equity $150M Revolver $155M Term Debt Substantial Headroom |
![]() A Clear Leader in Physician Solutions 31 Dividends • Misys evolves to a growth company • Misys expects to pay its dividend for the year ended May 2008 in September • Future cash flows invested in business to fuel growth • Dividend policy to be kept under regular review Transformation into a Growth Company |
![]() A Clear Leader in Physician Solutions 32 Misys Capital Structure Misys pre-transaction Nov 2007 Capital Structure £m • Shareholders equity 68 • Cash and equivalents 31 • Loans and overdrafts 4 • Net (debt) / funds 27 Misys post transaction – pro forma Nov 2007 Capital Structure £m • Shareholders equity 198 • Cash and equivalents 41 • Loans and overdrafts 148 • Net (debt) / funds (108) • Revolving facility (new) 63 |
![]() A Clear Leader in Physician Solutions 33 Governance Shareholder Rights • Allscripts-Misys continues as a NASDAQ listed company • Misys will enjoy anti-dilution rights that will allow Misys to maintain its majority control • Misys plc continues to be listed on the London Stock Exchange Board • Misys will nominate 6 of 10 directors on the Allscripts-Misys Board • Mike Lawrie will be Executive Chairman Operations • Allscripts-Misys to change financial year end to 31 May |
![]() A Clear Leader in Physician Solutions 34 Current Trading and Conclusions Mike Lawrie, CEO of Misys plc Executive Chairman designate of Allscripts-Misys |
![]() A Clear Leader in Physician Solutions 35 Misys Group financial performance (9 months ended 29 Feb 2008) £22M up 35% (2007: £16M) £70M up 5% (2007: £67M) ILF Revenue £54M up 29% (2007: £41M) £163M up 8% (2007: £150M) Total Order Intake £15M up 166% (2007: £6M) £51M up 52% (2007: £34M) Operating Profit £48M up 3% (2007: £47M) £141M up 1% (2007: £140M) - Healthcare £31M up 15% (2007:£27M) £94M up 9% (2007: £86M) - TCM £35M up 24% (2007: £28m) £110M up 10% (2007:£100M) - Banking £114M up 12% (2007: £102M) £345M up 6% (2007:£326M) Group Revenue Q3 9 Months to 29 Feb ‘08 Revenue, margin and order intake are shown on a like-for-like basis |
![]() A Clear Leader in Physician Solutions 36 Q&A |