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): September 29, 2014
AUTHENTIDATE HOLDING CORP.
(Exact name of registrant as specified in its charter)
COMMISSION FILE NUMBER: 0-20190
DELAWARE | 14-1673067 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
Connell Corporate Center
300 Connell Drive, 5th Floor
Berkeley Heights, New Jersey 07922
(Address and zip code of principal executive offices)
(908) 787-1700
(Registrants telephone number, including area code)
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:
¨ | 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)) |
Item 2.02 | RESULTS OF OPERATIONS AND FINANCIAL CONDITION |
On September 29, 2014, Authentidate Holding Corp. announced by press release its financial results for the fiscal 2014 fourth quarter and fiscal year ended June 30, 2014. A copy of the press release is attached hereto as Exhibit 99.1.
The information in this Current Report shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 | FINCANCIAL STATEMENTS AND EXHIBITS |
(d) | Exhibits |
The following exhibit is attached to this Form 8-K:
Exhibit 99.1 | Press Release of Authentidate Holding Corp. |
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SIGNATURE
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.
AUTHENTIDATE HOLDING CORP. | ||
By: | /s/ OConnell Benjamin | |
Name: | OConnell Benjamin | |
Title: | Chief Executive Officer |
Date: September 29, 2014
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EXHIBIT INDEX
Exhibit |
Description | |
99.1 | Press Release of Authentidate Holding Corp. |
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Exhibit 99.1
FOR RELEASE: Monday, September 29, 2014
Berkeley Heights, NJ
September 29, 2014
AUTHENTIDATE HOLDING CORP. REPORTS FISCAL 2014 FOURTH QUARTER AND FULL YEAR RESULTS
Healthcare Reform and Increasing Demand for Information Technology Solutions Driving Addressable Market Expansion, Pipeline Growth
Full-Year Operating and Net Losses Narrow, Demonstrating Operating Leverage
Authentidate Holding Corp. (Nasdaq: ADAT), a provider of secure web-based software applications and telehealth products and services for healthcare organizations, today announced financial results for the three-month and 12-month periods ended June 30, 2014.
Business Highlights for the Fourth Quarter and Fiscal Year include:
| Awarded U.S. General Services Administration (GSA) Information Technology Equipment Schedule 70 Contract for Inscrybe® Hospital Discharge and Referral and Order Management products which significantly increases the addressable market for Authentidates solutions. |
| Awarded contracts for Telehealth and Hospital Discharge solutions by Yankee Alliance, a leading healthcare group purchasing organization, expanding the opportunities for marketing solutions to Alliance members. |
| Extended Department of Veterans Affairs (VA) Telehealth Contract for delivery of Home Telehealth Devices and Services. |
| Increased revenues approximately 15% for the year and improved operating margins and reduced operating and net losses for the year. |
| Rated One of the Top 10 Telehealth Vendors Worldwide in IHS World Market for Telehealth 2014 Edition study. |
| Added a number of new commercial market customers during the year for Authentidates Telehealth and Referral and Order Management products and services. |
Following the end of the quarter, the company announced the completion of a registered direct offering of the companys common stock and warrants for net proceeds of approximately $2.13 million.
Ben Benjamin, Chief Executive Officer of Authentidate, stated, This was a year of progress for Authentidate, including top-line growth, an improvement in operating results and the expansion of our sales channels. Although the pace of our revenue growth for the latter part of fiscal 2014 was below our expectations, we made solid progress with our business in a number of areas, and we believe the size of the addressable market for our products and services has increased significantly as we move into fiscal 2015 and beyond. As previously reported, the VA has continued to expand the size and scope of their telehealth program to cover significantly more patients and we believe that we are well positioned to serve these growing needs with our telehealth solutions. Additionally, the Centers for Medicare and Medicaid Services (CMS) plans to expand reimbursements for telehealth products and services beginning in January 2015 which we believe will further accelerate the commercial market opportunity for these solutions. We are also seeing increasing interest from commercial organizations in all of our products and services and we have a solid pipeline of opportunities. Demand is continuing to build for integrated healthcare technology solutions such as ours as healthcare providers address pressures to reduce costs, improve and streamline processes and shift towards more preventative care. These are all positive developments for our business moving forward and we believe demand for our products and services will continue to increase as regulatory reforms and industry trends take hold.
Mr. Benjamin continued, As we move into fiscal 2015, we are focused primarily on growing sales of our telehealth products and services to the VA and commercial market customers, increasing the use of our referral and order management services by our existing customers, growing our customer base for our hospital discharge and referral and order management solutions, diversifying our revenue base and achieving long-term growth and profitability. We believe that recent business developments with government and commercial market customers validates that we are on the right track and that we have the right products and services to meet emerging healthcare market needs for innovative technology solutions for many years to come. The operating leverage inherent in our business model, which benefits from a relatively fixed cost base, will allow us to scale quickly, deliver on new contracts to increase revenues and continue to improve operating margins and results. We are encouraged by the opportunities that lie before us and confident in our ability to design and deliver solutions to meet customer and market needs.
Fourth Quarter Financial Results
Revenues for the quarter ended June 30, 2014 decreased approximately 26% to $1.1 million compared to $1.4 million for the prior year period. The decrease in revenues for the quarter is due primarily to lower revenues from sales of telehealth products and lower transaction volumes for our hosted software services. Revenues for the fourth quarter decreased approximately 12% compared to the third quarter of fiscal 2014 due primarily to lower revenues from sales of telehealth products.
Operating loss for the quarter ended June 30, 2014 was $2.1 million compared to $1.6 million for the prior year period. This increase is due primarily to lower revenues and higher stock compensation, selling, consulting and product development expenses. Net loss for the quarter was $2.1 million, or $0.06 per share, compared to $3.4 million, or $0.12 per share, for the prior year period. The decrease in net loss for the quarter is due to the decrease in the non-cash amortization of debt discount.
Full Year Financial Results
Revenues for the year ended June 30, 2014 increased approximately 15% to $5.6 million compared to $4.8 million for the prior year period. The increase in revenues for the period reflects an increase in revenues from our telehealth products and services which offset lower revenues from our hosted software services due primarily to lower transaction volumes.
Operating loss for the year ended June 30, 2014 was $7.1 million compared to $7.4 million for the prior year period. This decrease is due primarily to the increase in revenues, an improvement in gross margin for the period, lower legal and investor relations expenses and state payroll tax credits that were partially offset by higher stock compensation, selling and consulting expenses. Net loss for the year was $7.1 million, or $0.26 per share, compared to $11.3 million, or $0.45 per share, for the prior year period. The decrease in net loss for the period is due primarily to the improvement in operating results discussed above and the decrease in the non-cash amortization of debt discount.
Balance Sheet
As of June 30, 2014 cash, cash equivalents and marketable securities were approximately $1.3 million and the company had working capital of approximately $2.4 million.
Conference Call Details
Management will host a conference call on Monday, September 29, 2014, at 4:30 p.m. ET, to discuss the latest corporate developments and results. The dial-in number for callers in the U.S. is (877) 407-8293 and the dial in number for international callers is (201) 689-8349. Or, participants may access a live webcast of the conference call by clicking the link listed on Authentidates Investor Events Page at URL: http://www.authentidate.com/investors/investor-events
A dial-in replay of the call will be available through October 6, 2014. To access the replay, please dial (877) 660-6853 in the U.S. and (201) 612-7415 internationally, and then enter the conference ID # 13590165. A link to replay the webcast of the conference call will be listed on Authentidates Investor Events & Presentations page at http://www.authentidate.com/investors/investor-events
About Authentidate Holding Corp.
Authentidate Holding Corp. is a provider of secure web-based software applications and telehealth products and services that enable healthcare organizations to coordinate care for patients and enhance related administrative and clinical workflows. Authentidates products and services enable healthcare organizations to increase revenues, reduce costs and enhance patient care by eliminating paper and manual work steps from clinical and administrative processes. Authentidates telehealth solutions combine patient vital signs monitoring with a web application that streamlines patient care management. Delivered as Software as a Service (SaaS), customers only require an Internet connection and web browser to access our web-based applications thereby utilizing previous investments in systems and technology. The companys healthcare customers and users include leading homecare companies, health systems, physician groups and governmental entities. These organizations utilize the companys products and services to coordinate care for patients outside of acute-care.
For more information, visit the companys website at www.authentidate.com
This press release contains forward-looking statements within the meaning of section 27A of the Securities Act of 1933 and section 21E of the Securities Act of 1934. When used in this release, the words believe, anticipate, think, intend, plan, will be, expect, and similar expressions identify such forward-looking statements. Such statements regarding future events and/or the future financial performance of the company are subject to certain risks and uncertainties, which could cause actual events or the actual future results of the company to differ materially from any forward-looking statement. Such risks and uncertainties include, among other things, the availability of any needed financing, the companys ability to implement its business plan for various applications of its technologies, the impact of competition, the management of growth, and the other risks and uncertainties that may be detailed from time to time in the companys reports filed with the Securities and Exchange Commission. In light of the significant risks and uncertainties inherent in the forward-looking statements included herein, the inclusion of such statements should not be regarded as a representation by the company or any other person that the objectives and plans of the company will be achieved.
Authentidate, Inscrybe and InscrybeMD are registered trademarks of Authentidate Holding Corp. All other trade names are the property of their respective owners.
- Financial Tables Follow -
Media Contacts:
James Carbonara, Hayden IR,
james@haydenir.com or (646) 755-7412
Brett Maas, Hayden IR,
Brett@haydenir.com or (646) 536-7331
Source: Authentidate Holding Corp.
Authentidate Holding Corp. and Subsidiaries
Condensed Consolidated Balance Sheet Data
June 30, | ||||||||
(in thousands, except per share data) |
2014 | 2013 | ||||||
Assets |
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Current assets |
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Cash and cash equivalents |
$ | 1,084 | $ | 3,505 | ||||
Restricted cash |
256 | 256 | ||||||
Marketable securities |
210 | 210 | ||||||
Accounts receivable, net |
508 | 566 | ||||||
Inventory |
2,937 | 3,959 | ||||||
Prepaid expenses and other current assets |
259 | 688 | ||||||
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Total current assets |
5,254 | 9,184 | ||||||
Property and equipment, net |
448 | 733 | ||||||
Other assets |
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Licenses, net |
1,933 | 2,082 | ||||||
Other assets |
593 | 1,194 | ||||||
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Total assets |
$ | 8,228 | $ | 13,193 | ||||
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Liabilities and Shareholders Equity |
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Current liabilities |
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Accounts payable, accrued expenses and other liabilities |
$ | 2,806 | $ | 3,459 | ||||
Senior secured notes, net of unamortized discount |
| 724 | ||||||
Deferred revenue |
78 | 150 | ||||||
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Total current liabilities |
2,884 | 4,333 | ||||||
Long-term deferred revenue |
126 | 184 | ||||||
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Total liabilities |
3,010 | 4,517 | ||||||
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Commitments and contingencies |
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Shareholders equity |
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Preferred stock, $.10 par value; 5,000 shares authorized, Series B, 28 shares and Series D, 665 shares issued and outstanding on June 30, 2014 and 2013, respectively |
69 | 69 | ||||||
Common stock, $.001 par value; 100,000 shares authorized, 38,511 and 35,339 shares issued and outstanding on June 30, 2014 and 2013, respectively |
39 | 35 | ||||||
Additional paid-in capital |
201,492 | 197,409 | ||||||
Accumulated deficit |
(196,382 | ) | (188,837 | ) | ||||
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Total shareholders equity |
5,218 | 8,676 | ||||||
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Total liabilities and shareholders equity |
$ | 8,228 | $ | 13,193 | ||||
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- More -
Authentidate Holding Corp. and Subsidiaries
Condensed Consolidated Statement of Operations and Comprehensive Operations Data
(Quarterly Information is Unaudited)
Three Months Ended | Year Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
(in thousands, except per share data) |
2014 | 2013 | 2014 | 2013 | ||||||||||||
Revenues |
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Hosted software services |
$ | 519 | $ | 656 | $ | 2,239 | $ | 2,706 | ||||||||
Telehealth products and services |
551 | 789 | 3,317 | 2,121 | ||||||||||||
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Total revenues |
1,070 | 1,445 | 5,556 | 4,827 | ||||||||||||
Operating expenses |
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Cost of revenues |
687 | 933 | 3,759 | 3,454 | ||||||||||||
Selling, general and administrative |
1,969 | 1,676 | 7,040 | 6,816 | ||||||||||||
Product development |
328 | 251 | 1,108 | 1,085 | ||||||||||||
Depreciation and amortization |
197 | 222 | 766 | 843 | ||||||||||||
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Total operating expenses |
3,181 | 3,082 | 12,673 | 12,198 | ||||||||||||
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Operating loss |
(2,111 | ) | (1,637 | ) | (7,117 | ) | (7,371 | ) | ||||||||
Other expense, net |
| (1,794 | ) | (26 | ) | (3,978 | ) | |||||||||
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Net loss |
$ | (2,111 | ) | $ | (3,431 | ) | $ | (7,143 | ) | $ | (11,349 | ) | ||||
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Basic and diluted loss per common share |
$ | (0.06 | ) | $ | (0.12 | ) | $ | (0.26 | ) | $ | (0.45 | ) | ||||
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Comprehensive operations |
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Net loss |
$ | (2,111 | ) | $ | (3,431 | ) | $ | (7,143 | ) | $ | (11,349 | ) | ||||
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Comprehensive loss |
$ | (2,111 | ) | $ | (3,431 | ) | $ | (7,143 | ) | $ | (11,349 | ) | ||||
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