8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report

(Date of earliest event reported):

October 22, 2020

NEXTGEN HEALTHCARE, INC.

(Exact name of Registrant as Specified in Its Charter)

California	001-12537	95-2888568
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
18111 Von Karman Avenue, Suite 800 Irvine, California		92612
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (949) 255-2600

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock (Par Value $0.01)	NXGN	NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

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. ☐

Item 2.02   Results of Operations and Financial Condition.

On October 22, 2020, NextGen Healthcare, Inc. (the “Company”) issued a press release announcing its financial performance for the period ended September 30, 2020. A copy of the press release is attached to this Form 8-K as Exhibit 99.1, and is incorporated herein by reference.

The information in this Item 2.02 of this Form 8-K, as well as Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01   Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1 104	Press Release dated October 22, 2020. Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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 hereunto duly authorized.

Date: October 22, 2020	NEXTGEN HEALTHCARE, INC.
	By:	/s/ James R. Arnold, Jr.
		James R. Arnold, Jr.
		Chief Financial Officer

EX-99.1

Exhibit 99.1

NextGen Healthcare, Inc. Reports Fiscal 2021 Second Quarter Results

IRVINE, Calif.— Oct. 22, 2020 -- NextGen Healthcare, Inc. (Nasdaq: NXGN), a leading provider of ambulatory-focused healthcare technology solutions, today announced its fiscal 2021 second quarter ended September 30, 2020 operating results.

Fiscal 2021 Second Quarter Highlights

Revenue for the fiscal 2021 second quarter was $140.0 million compared to $134.3 million a year-ago. On a GAAP basis, net income for the fiscal 2021 second quarter was $10.5 million compared to $6.1 million in the fiscal 2020 second quarter. On a GAAP basis, fully diluted net income per share was $0.16 in the fiscal 2021 second quarter compared to $0.09 per share for the same period a year ago. On a non-GAAP basis, fully diluted earnings per share for the fiscal 2021 second quarter was $0.30 versus $0.24 reported in the second quarter a year ago.

Cash flow from operations was $30.4 million in the fiscal 2021 second quarter compared to $23.8 million for the same period a year ago. Free cash flow was $23.7 million compared to $17.1 million in the same period a year ago. The ending cash balance was $103.4 million with $64.0 million outstanding against the revolving credit facility.  

“We delivered strong Q2 performance across almost every operational metric and showed solid growth in subscription services,” said Rusty Frantz, president and chief executive officer of NextGen Healthcare. “NextGen Healthcare offers a premium client experience in the independent ambulatory market and this differentiator is showing up in our commercial wins both inside and outside the base. We intend to further capitalize on the success of our integrated solution by migrating our client base onto our Spring ‘21 release which leverages our new patient experience platform – opening up additional long-term market opportunities. With better visibility and confidence in the back half of the year, we are resuming annual guidance.”

Fiscal 2021 Financial Outlook

Based on improved market conditions, the Company is reinstating annual guidance. For fiscal 2021, the Company now expects revenue of between $535 and $551 million and non-GAAP earnings per share between $0.83 and $0.93.

Conference Call Information

NextGen Healthcare will host a conference call to discuss its fiscal 2021 second quarter operating results on Thursday, Oct. 22, 2020 at 5:00 p.m. Eastern time (2:00 p.m. Pacific time). Shareholders and interested participants may listen to a live broadcast of the conference call by dialing 866-750-8947 or 720-405-1352 for international callers and referencing participant code 1092337 approximately 15 minutes prior to the call. A recording of the live webcast will be available on investor.nextgen.com after the call. It will be archived for 90 days until January 20, 2021.

About NextGen Healthcare, Inc.

We empower the transformation of ambulatory care—partnering with medical, behavioral and oral health providers in their journey to value-based care to make healthcare better for everyone. We go beyond EHR and PM. Our integrated solutions help increase clinical productivity, enrich the patient experience, and ensure healthy financial outcomes. We believe in better. Learn more at nextgen.com, and follow us on Facebook, Twitter, LinkedIn, YouTube and Instagram.

Media Contact:
NextGen Healthcare
Tami Stegmaier
O: (949) 237-6083

tstegmaier@nextgen.com

Or

Investor Contact:

Westwicke Partners

Bob East or Asher Dewhurst

Westwicke Partners

(443)213-0500

SAFE HARBOR PROVISIONS FOR FORWARD-LOOKING STATEMENTS

This news release may contain forward-looking statements within the meaning of the federal securities laws, including but not limited to, statements regarding future events including but not limited to the COVID-19 pandemic, developments in the healthcare sector and regulatory framework, the Company's future performance, as well as management's expectations, beliefs, intentions, plans, estimates or projections relating to the future (including, without limitation, statements concerning revenue, net income, and earnings per share). Risks and uncertainties exist that may cause the results to differ materially from those set forth in these forward-looking statements. Factors that could cause the anticipated results to differ from those described in the forward-looking statements and additional risks and uncertainties are set forth in Part I, Item A of our most recent Annual Report on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q, including but not limited to: volatility and uncertainty in the global economy and financial markets in light of the evolving COVID-19 pandemic; the volume and timing of systems sales and installations; length of sales cycles and the installation process; the possibility that products will not achieve or sustain market acceptance; seasonal patterns of sales and customer buying behavior; impact of incentive payments under The American Recovery and Reinvestment Act on sales and the ability of the Company to meet continued certification requirements; uncertainties related to the future impact of U.S. tax reform; the impact of governmental and regulatory agency investigations; the development by competitors of new or superior technologies; the timing, cost and success or failure of new product and service introductions, development and product upgrade releases; undetected errors or bugs in software; product liability; changing economic, political or regulatory influences in the health-care industry; changes in product-pricing policies; availability of third-party products and components; competitive pressures including product offerings, pricing and promotional activities; the Company's ability or inability to attract and retain qualified personnel; possible regulation of the Company's software by the U.S. Food and Drug Administration; changes of accounting estimates and assumptions used to prepare the prior periods' financial statements; disruptions caused by acquisitions of companies, products, or technologies; the extent to which the COVID-19 pandemic and measures taken in response thereto could adversely affect our financial condition and results of operations; and general economic conditions. A significant portion of the Company's quarterly sales of software product licenses and computer hardware is concluded in the last month of a fiscal quarter, generally with a concentration of such revenues earned in the final ten business days of that month. Due to these and other factors, the Company's revenues and operating results are

very difficult to forecast. A major portion of the Company's costs and expenses, such as personnel and facilities, are of a fixed nature and, accordingly, a shortfall or decline in quarterly and/or annual revenues typically results in lower profitability or losses. As a result, comparison of the Company's period-to-period financial performance is not necessarily meaningful and should not be relied upon as an indicator of future performance. These forward-looking statements speak only as of the date hereof. The Company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

USE OF NON-GAAP FINANCIAL MEASURES

This news release contains certain non-GAAP (Generally Accepted Accounting Principles) financial measures, which are provided only as supplemental information. Investors should consider these non-GAAP financial measures only in conjunction with the comparable GAAP financial measures. These non-GAAP measures are not in accordance with or a substitute for U.S. GAAP. Pursuant to the requirements of Regulation G, the Company has provided a reconciliation of non-GAAP financial measures to the most directly comparable financial measure in the accompanying financial tables. Other companies may calculate non-GAAP measures differently than NextGen Healthcare, Inc., which limits comparability between companies. The Company believes that its presentation of non-GAAP diluted earnings per share provides useful supplemental information to investors and management regarding the Company's financial condition and results. The presentation of non-GAAP financial information is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. The Company calculates free cash flow by as total net cash provided by operating activities, net of cash used for the additions of capitalized software costs and equipment and improvements. The Company calculates non-GAAP diluted earnings per share by excluding net acquisition costs, amortization of acquired intangible assets, amortization of deferred debt issuance costs, impairment of assets, restructuring costs, net securities litigation defense costs and settlement, share-based compensation, impairment of assets, and other non-run-rate expenses from GAAP income before provision for income taxes.

The Company utilizes a normalized non-GAAP tax rate to provide better consistency across the interim reporting periods within a given fiscal year by eliminating the effects of non-recurring and period-specific items, which can vary in size and frequency, and which are not necessarily reflective of the Company’s longer-term operations. The normalized non-GAAP tax rate applied to each quarter of fiscal year 2020 was 22.0%. The normalized non-GAAP tax rate expected to be applied to each quarter of fiscal year 2021 is 20.0%. The determination of this rate is based on the consideration of both historic and projected financial results. The Company may adjust its non-GAAP tax rate as additional information becomes available and in conjunction with any other significant events occur that may materially affect this rate, such as merger and acquisition activity, changes in business outlook, or other changes in expectations regarding tax regulations.

The Company’s future period guidance in this release includes adjustments for items not indicative of the Company’s core operations. Such adjustments are generally expected to be of a nature similar to those adjustments applied to the Company’s historic GAAP financial results in the determination of the Company’s non-GAAP diluted earnings per share. Such adjustments, however, may be affected by changes in ongoing assumptions and judgments as to the items that are excluded in the calculation of non-GAAP adjusted net income and adjusted diluted earnings per share, as described in this release. The exact amount and probable significance of these adjustments, including net acquisition costs, impairment of assets, restructuring costs, net securities litigation defense costs, and other non-run-rate expenses, are not currently determinable without unreasonable efforts, but may be significant. These items cannot be reliably quantified or forecasted due to the combination of their historic and expected variability. It is therefore not practicable to reconcile this non-GAAP guidance to the most comparable GAAP measures.

NEXTGEN HEALTHCARE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data)

(Unaudited)

	Three Months Ended September 30,						Six Months Ended September 30,
	2020			2019			2020			2019
Revenues:
Recurring	$	125,691		$	120,589		$	245,213		$	240,036
Software, hardware, and other non-recurring		14,311			13,667			25,668			26,081
Total revenues		140,002			134,256			270,881			266,117
Cost of revenue:
Recurring		52,906			50,328			103,335			100,868
Software, hardware, and other non-recurring		6,083			6,563			12,124			12,841
Amortization of capitalized software costs and acquired intangible assets		9,961			8,843			19,860			17,256
Total cost of revenue		68,950			65,734			135,319			130,965
Gross profit		71,052			68,522			135,562			135,152
Operating expenses:
Selling, general and administrative		41,950			39,046			82,687			79,174
Research and development costs, net		17,692			19,789			35,914			41,840
Amortization of acquired intangible assets		1,112			865			2,224			1,730
Impairment of assets		—			1,916			—			2,405
Restructuring costs		—			175			2,562			1,882
Total operating expenses		60,754			61,791			123,387			127,031
Income from operations		10,298			6,731			12,175			8,121
Interest income		12			36			18			115
Interest expense		(1,135	)		(387	)		(2,242	)		(859	)
Other income (expense), net		(18	)		210			(2	)		77
Income before provision for (benefit of) income taxes		9,157			6,590			9,949			7,454
Provision for (benefit of) income taxes		(1,298	)		509			318			129
Net income	$	10,455		$	6,081		$	9,631		$	7,325
Net income per share:
Basic	$	0.16		$	0.09		$	0.14		$	0.11
Diluted	$	0.16		$	0.09		$	0.14		$	0.11
Weighted-average shares outstanding:
Basic		66,688			65,401			66,493			65,209
Diluted		66,689			65,560			66,493			65,445

NEXTGEN HEALTHCARE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)

(Unaudited)

	September 30, 2020			March 31, 2020
ASSETS
Current assets:
Cash and cash equivalents	$	103,440		$	138,012
Restricted cash and cash equivalents		5,405			2,307
Accounts receivable, net		75,102			80,006
Contract assets		15,714			12,529
Income taxes receivable		1,900			856
Prepaid expenses and other current assets		23,361			26,305
Total current assets		224,922			260,015
Equipment and improvements, net		16,720			19,836
Capitalized software costs, net		39,234			37,004
Operating lease assets		30,804			31,004
Deferred income taxes, net		10,647			10,620
Contract assets, net of current		2,303			3,007
Intangibles, net		45,577			57,809
Goodwill		267,212			267,165
Other assets		34,993			33,656
Total assets	$	672,412		$	720,116
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	6,822		$	10,521
Contract liabilities		48,442			56,786
Accrued compensation and related benefits		32,140			23,792
Income taxes payable		50			148
Operating lease liabilities		11,061			10,619
Other current liabilities		38,887			41,352
Total current liabilities		137,402			143,218
Deferred compensation		6,140			5,300
Line of credit		64,000			129,000
Operating lease liabilities, net of current		36,380			38,823
Other noncurrent liabilities		8,899			3,281
Total liabilities		252,821			319,622
Commitments and contingencies
Shareholders' equity:
Common stock
$0.01 par value; authorized 100,000 shares; issued and outstanding 66,734 and 66,134 shares at September 30, 2020 and March 31, 2020, respectively		667			661
Additional paid-in capital		292,228			282,857
Accumulated other comprehensive loss		(2,054	)		(2,143	)
Retained earnings		128,750			119,119
Total shareholders' equity		419,591			400,494
Total liabilities and shareholders' equity	$	672,412		$	720,116

NEXTGEN HEALTHCARE, INC.

NON-GAAP FINANCIAL MEASURES

(In thousands, except per share data)

RECONCILIATION OF NON-GAAP DILUTED EARNINGS PER SHARE

	Three Months Ended September 30,				Six Months Ended September 30,
	2020		2019		2020		2019
Income before provision for income taxes - GAAP	$	9,157	$	6,590	$	9,949	$	7,454
Non-GAAP adjustments:
Acquisition costs, net		142		739		262		739
Amortization of acquired intangible assets		5,984		5,152		12,232		10,305
Amortization of deferred debt issuance costs		178		178		355		355
Impairment of assets		—		1,916		—		2,405
Restructuring costs		—		175		2,562		1,882
Securities litigation defense costs and settlement, net of insurance		3,233		339		4,259		376
Share-based compensation		5,437		4,316		10,830		9,207
Other non-run-rate expenses*		1,154		815		2,465		905
Total adjustments to GAAP income before provision for income taxes:		16,128		13,630		32,965		26,174
Income before provision for income taxes - Non-GAAP		25,285		20,220		42,914		33,628
Provision for income taxes		5,057		4,448		8,583		7,398
Net income - Non-GAAP	$	20,228	$	15,772	$	34,331	$	26,230
Diluted net income per share - Non-GAAP	$	0.30	$	0.24	$	0.52	$	0.40
Weighted-average shares outstanding (diluted):		66,689		65,560		66,493		65,445
* Other non-run-rate expenses for the three months ended September 30, 2020 consist primarily of $664 excess lease-related expense for vacated facilities and other costs, including retention bonuses, related to the restructuring plan, $462 of professional services costs not related to core operations, and $28 of incremental costs and penalties primarily due to the cancellation of certain events directly associated with the COVID-19 pandemic.  Other non-run-rate expenses for the six months ended September 30, 2020 consist primarily of $1,427 excess lease-related expense for vacated facilities and other costs, including retention bonuses, related to the restructuring plan, $939 of professional services costs not related to core operations, and $99 of incremental costs and penalties primarily due to the cancellation of certain events directly associated with the COVID-19 pandemic. Other non-run-rate expenses for the three and six months ended September 30, 2019 consist primarily of excess lease-related expense for vacated facilities and other costs, including retention bonuses, related to the restructuring plan.

XML

Document and Entity Information	Oct. 22, 2020
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 22, 2020
Entity Registrant Name	NEXTGEN HEALTHCARE, INC.
Entity Central Index Key	0000708818
Entity Emerging Growth Company	false
Entity File Number	001-12537
Entity Incorporation, State or Country Code	CA
Entity Tax Identification Number	95-2888568
Entity Address, Address Line One	18111 Von Karman Avenue
Entity Address, Address Line Two	Suite 800
Entity Address, City or Town	Irvine
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92612
City Area Code	949
Local Phone Number	255-2600
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of each class	Common Stock (Par Value $0.01)
Trading Symbol	NXGN
Security Exchange Name	NASDAQ