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):  June 12, 2017

 

Streamline Health Solutions, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

0-28132

 

31-1455414

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

1230 Peachtree Street, NE, Suite 600

Atlanta, GA 30309

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (404) 446-2052

 

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:

 

o                                    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o                                    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o                                    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o                                    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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 June 12, 2017, Streamline Health Solutions, Inc. (the “Company”) issued a press release announcing first quarter 2017 financial results.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The information contained in this Item 2.02, as well as Exhibit 99.1 referenced herein, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor incorporated by reference in any filing under the Securities Act of 1933, as amended, unless the Company expressly so incorporates such information by reference.

 

Item 9.01.                                        Financial Statements and Exhibits.

 

(d)  Exhibits.

 

EXHIBIT
NUMBER

 

DESCRIPTION

 

 

 

99.1

 

Press release, dated June 12, 2017, regarding First Quarter 2017 Financial Results.

 

1



 

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.

 

 

 

Streamline Health Solutions, Inc.

 

 

 

 

 

 

Date:     June 12, 2017

By:

/s/ Nicholas A. Meeks

 

Name:

Nicholas A. Meeks

 

Title:

Senior Vice President and Chief Financial Officer

 

2



 

INDEX TO EXHIBITS

 

EXHIBIT
NUMBER

 

DESCRIPTION

 

 

 

99.1

 

Press release, dated June 12, 2017, regarding First Quarter 2017 Financial Results.

 

3


Exhibit 99.1

 

 

News Release

 

STREAMLINE HEALTH® REPORTS FIRST QUARTER 2017 REVENUES OF $5.9 MILLION; $(2.0) MILLION NET LOSS; ADJUSTED EBITDA OF $(0.4) MILLION

 

Atlanta, GA — June 12, 2017 — Streamline Health Solutions, Inc. (NASDAQ: STRM), provider of the Looking Glass® platform of integrated solutions, technology-enabled services and analytics supporting revenue cycle optimization for healthcare enterprises, today announced financial results for the first quarter of 2017, which ended April 30, 2017.

 

Revenues for the three-month period ended April 30, 2017 decreased approximately 11% to $5.9 million over the April 30, 2016 quarter revenue of $6.7 million.  Recurring revenue comprised 83% of total revenue in the quarter.  Net loss for the first quarter was $(2.0) million as compared to a $(1.5) million net loss in the same period a year ago. Adjusted EBITDA for the first quarter 2017 was a negative $(0.4) million, down from $0.6M in first quarter of 2016.

 

“Our first quarter financial performance was as previously communicated, with a decline in revenue from Q4 of 2016 based primarily upon the anticipated revenue attrition of approximately $0.5 million combined with the negative net effect of selling our Scheduling solution suite while adding code auditing services,” stated David Sides, President and Chief Executive Officer, Streamline Health.  “However, as we look at the remainder of the year, we are encouraged by the sales activity we are experiencing primarily with our new cloud-based pre-bill audit solution we call eValuator™.  We acquired the initial concept for this new solution in September, invested development resources into it in the second half of last year and formally launched it at the HIMSS conference in February.  In just four months, the top of our sales pipeline has expanded substantially with more than 50 current clients and new prospects interested in eValuator. We anticipate closing our first of several new contracts in this quarter, and ramping up our bookings and recurring revenue performance in subsequent quarters this year and next.

 

“Our balance sheet was also as expected, with heavier uses of cash in the first quarter as usual.  Bookings were below our expectations as some software contracts were pushed out, and the contract size for new auditing services clients was smaller by nature, but the acquisition of new clients we believe will lead to greater growth opportunities with each one.”

 

Highlights for the first quarter ended April 30, 2017 included:

 

·                  Revenue for the first quarter 2017 was $5.9 million;

·                  Net loss for the first quarter 2017 was $(2.0) million;

·                  Adjusted EBITDA for the first quarter 2017 was $(0.4) million;

·                  New sales bookings for the quarter were $0.5 million; and

·                  Backlog at the end of the quarter was $47.9 million.

 



 

Conference Call Information

 

Date:                  June 13, 2017, 9:00 AM ET

 

Webcast Registration:                   Click Here

 

Conference Dial-In:                                877-397-0286

 

International Dial-In:                      719-325-4821

 

Conference Passcode:                     2544566

 

Conference Call Name:            Streamline Health Solutions First Quarter 2017 Results Call

 

Following the call, a replay will be available on the Company’s website, www.streamlinehealth.net, in the Investor Relations section.

 

*Non-GAAP Financial Measures

 

Streamline Health reports its financial results in accordance with U.S. generally accepted accounting principles (“GAAP”). Streamline Health’s management also evaluates and makes operating decisions using various other measures. One such measure is adjusted EBITDA, which is a non-GAAP financial measure. Streamline Health’s management believes that this measure provides useful supplemental information regarding the performance of Streamline Health’s business operations.

 

Streamline Health defines “adjusted EBITDA” as net earnings (loss) plus interest expense, tax expense, depreciation and amortization expense of tangible and intangible assets, stock-based compensation expense, significant non-recurring operating expenses, and transactional related expenses including: gains and losses on debt and equity conversions, associate severances and related restructuring expenses, associate inducements, and professional and advisory fees. A table illustrating this measure is included in this press release.

 

About Streamline Health

 

Streamline Health Solutions, Inc. (NASDAQ: STRM) is a healthcare industry leader in capturing, aggregating, and translating enterprise data into knowledge — actionable insights that support revenue cycle optimization for healthcare enterprises.   Our Looking Glass® platform delivers integrated solutions and analytics that enable providers to drive reimbursement in a value-based world. We share a common calling and commitment to advance the quality of life and the quality of healthcare — for society, our clients, the communities they serve, and the individual patient. For more information, please visit our website at www.streamlinehealth.net.

 

Safe Harbor statement under the Private Securities Litigation Reform Act of 1995

 

Statements made by Streamline Health Solutions, Inc. that are not historical facts are forward-looking statements that are subject to certain risks, uncertainties and important factors that could cause actual results to differ materially from those reflected in the forward-looking statements included herein. Forward-looking statements contained in this press release include, without limitation, statements regarding the Company’s estimates of future revenue, backlog, results of investments in sales and marketing, success of future products and related expectations and assumptions.  These risks and uncertainties include, but are not limited to, the timing of contract negotiations and execution of contracts and the related timing of the revenue recognition related thereto, the potential cancellation of existing contracts or clients not completing projects included in the backlog, the impact of competitive solutions and pricing, solution demand and market acceptance, new solution development and enhancement of current solutions, key strategic alliances with vendors and channel partners that resell the Company’s solutions, the ability of the Company to control costs, availability of solutions from third party vendors, the healthcare regulatory environment, potential changes in legislation, regulation and government funding affecting the healthcare industry, healthcare information systems budgets, availability of healthcare information systems trained personnel for implementation of new systems, as

 



 

well as maintenance of legacy systems, fluctuations in operating results, effects of critical accounting policies and judgments, changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or other similar entities, changes in economic, business and market conditions impacting the healthcare industry generally and the markets in which the Company operates and nationally, and the Company’s ability to maintain compliance with the terms of its credit facilities, and other risks detailed from time to time in the Streamline Health Solutions, Inc. filings with the U. S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. The Company undertakes no obligation to publicly release the results of any revision to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as required by law.

 

Company Contact:

Randy Salisbury

SVP, Chief Marketing Officer

(404) 229-4242

randy.salisbury@streamlinehealth.net

 



 

STREAMLINE HEALTH SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

 

Three Months Ended
April 30,

 

 

 

2017

 

2016

 

Revenues:

 

 

 

 

 

Systems sales

 

$

378,723

 

$

511,267

 

Professional services

 

420,035

 

690,615

 

Audit Services

 

345,019

 

 

Maintenance and support

 

3,354,772

 

3,755,553

 

Software as a service

 

1,425,132

 

1,709,786

 

Total revenues

 

5,923,681

 

6,667,221

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

Cost of systems sales

 

566,051

 

745,484

 

Cost of professional services

 

715,215

 

638,764

 

Cost of audit services

 

440,639

 

 

Cost of maintenance and support

 

806,522

 

857,818

 

Cost of software as a service

 

339,376

 

484,243

 

Selling, general and administrative

 

3,373,528

 

3,598,841

 

Research and development

 

1,556,938

 

1,722,187

 

Total operating expenses

 

7,798,269

 

8,047,337

 

Operating loss

 

(1,874,588

)

(1,380,116

)

Other income (expense):

 

 

 

 

 

Interest expense

 

(127,268

)

(162,012

)

Miscellaneous income

 

(38,044

)

66,222

 

Loss before income taxes

 

(2,039,900

)

(1,475,906

)

Income tax expense

 

(2,608

)

(1,701

)

Net loss

 

$

(2,042,508

)

$

(1,477,607

)

Less: deemed dividends on Series A Preferred Shares

 

 

(384,719

)

Net loss attributable to common shareholders

 

$

(2,042,508

)

$

(1,862,326

)

Basic net loss per common share

 

$

(0.10

)

$

(0.10

)

Number of shares used in basic per common share computation

 

19,695,390

 

18,995,289

 

Diluted net loss per common share

 

$

(0.10

)

$

(0.10

)

Number of shares used in diluted per common share computation

 

19,695,390

 

18,995,289

 

 



 

STREAMLINE HEALTH SOLUTIONS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

Assets

 

 

 

April 30,

 

January 31,

 

 

 

2017

 

2017

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

3,577,245

 

$

5,654,093

 

Accounts receivable, net of allowance for doubtful accounts of $385,583 and $198,449, respectively

 

3,720,665

 

4,489,789

 

Contract receivables

 

429,766

 

466,423

 

Prepaid hardware and third party software for future delivery

 

5,858

 

5,858

 

Prepaid client maintenance contracts

 

768,443

 

595,633

 

Other prepaid assets

 

541,280

 

732,496

 

Other current assets

 

110,899

 

439

 

Total current assets

 

9,154,156

 

11,944,731

 

 

 

 

 

 

 

Non-current assets:

 

 

 

 

 

Property and equipment:

 

 

 

 

 

Computer equipment

 

3,087,261

 

3,110,274

 

Computer software

 

831,242

 

827,642

 

Office furniture, fixtures and equipment

 

683,443

 

683,443

 

Leasehold improvements

 

729,348

 

729,348

 

 

 

5,331,294

 

5,350,707

 

Accumulated depreciation and amortization

 

(3,621,128

)

(3,447,198

)

Property and equipment, net

 

1,710,166

 

1,903,509

 

 

 

 

 

 

 

Capitalized software development costs, net of accumulated amortization of $17,116,225 and $16,544,797 respectively

 

4,399,315

 

4,584,245

 

Intangible assets, net of accumulated amortization of $6,140,395 and $5,807,338, respectively

 

6,663,542

 

6,996,599

 

Goodwill

 

15,537,281

 

15,537,281

 

Other

 

594,887

 

672,133

 

Total non-current assets

 

28,905,191

 

29,693,767

 

 

 

$

38,059,347

 

$

41,638,498

 

 



 

STREAMLINE HEALTH SOLUTIONS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

Liabilities and Stockholders’ Equity

 

 

 

April 30,

 

January 31,

 

 

 

2017

 

2017

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

876,122

 

$

1,116,525

 

Accrued compensation

 

394,466

 

496,706

 

Accrued other expenses

 

989,689

 

484,391

 

Current portion of term loan

 

655,804

 

655,804

 

Deferred revenues

 

8,306,413

 

9,916,454

 

Current portion of capital lease obligations

 

57,526

 

91,337

 

Total current liabilities

 

11,280,020

 

12,761,217

 

 

 

 

 

 

 

Non-current liabilities:

 

 

 

 

 

Term loan, net of deferred financing cost of $181,477 and $199,211, respectively

 

4,737,069

 

4,883,286

 

Warrants liability

 

14,981

 

46,191

 

Royalty liability

 

2,391,563

 

2,350,754

 

Lease incentive liability

 

326,806

 

339,676

 

Deferred revenues, less current portion

 

424,310

 

568,515

 

Total non-current liabilities

 

7,894,729

 

8,188,422

 

Total liabilities

 

19,174,749

 

20,949,639

 

 

 

 

 

 

 

Series A 0% Convertible Redeemable Preferred stock, $.01 par value per share, $8,849,985 redemption value, 4,000,000 shares authorized, 2,949,995 issued and outstanding, net of unamortized preferred stock discount of $0

 

8,849,985

 

8,849,985

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock, $.01 par value per share, 45,000,000 shares authorized, 19,674,122 and 19,695,391 shares issued and outstanding, respectively

 

196,741

 

196,954

 

Additional paid in capital

 

80,906,231

 

80,667,771

 

Accumulated deficit

 

(71,068,359

)

(69,025,851

)

Total stockholders’ equity

 

10,034,613

 

11,838,874

 

 

 

$

38,059,347

 

$

41,638,498

 

 



 

STREAMLINE HEALTH SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

 

Three Months Ended April 30,

 

 

 

2017

 

2016

 

Operating activities:

 

 

 

 

 

Net loss

 

$

(2,042,508

)

$

(1,477,607

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

Depreciation

 

202,782

 

320,672

 

Amortization of capitalized software development costs

 

571,428

 

715,765

 

Amortization of intangible assets

 

333,057

 

325,446

 

Amortization of other deferred costs

 

100,815

 

61,184

 

Valuation adjustment for warrants liability

 

(31,210

)

(39,403

)

Share-based compensation expense

 

267,174

 

477,212

 

Other valuation adjustments

 

48,467

 

47,417

 

(Gain) loss on disposal of property and equipment

 

(720

)

567

 

Provision for accounts receivable

 

187,134

 

71,907

 

Changes in assets and liabilities, net of effects of acquisitions:

 

 

 

 

 

Accounts and contract receivables

 

618,647

 

108,002

 

Other assets

 

(97,889

)

(39,082

)

Accounts payable

 

(240,403

)

(567,503

)

Accrued expenses

 

382,530

 

(279,881

)

Deferred revenues

 

(1,754,246

)

(2,183,705

)

Net cash used in operating activities

 

(1,454,942

)

(2,459,009

)

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

Purchases of property and equipment

 

(8,719

)

(11,654

)

Capitalization of software development costs

 

(386,498

)

(497,988

)

Net cash used in investing activities

 

(395,217

)

(509,642

)

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

Principal repayments on term loan

 

(163,951

)

(168,451

)

Principal payments on capital lease obligation

 

(33,811

)

(217,110

)

Payments related to settlement of employee share-based awards

 

(28,927

)

(11,702

)

Net cash used in financing activities

 

(226,689

)

(397,263

)

Net decrease in cash and cash equivalents

 

(2,076,848

)

(3,365,914

)

Cash and cash equivalents at beginning of period

 

5,654,093

 

9,882,136

 

Cash and cash equivalents at end of period

 

$

3,577,245

 

$

6,516,222

 

 



 

STREAMLINE HEALTH SOLUTIONS, INC.

Backlog

(Unaudited)

Table A

 

 

 

April 30,
2017

 

January 31,
2017

 

April 30,
2016

 

Company Proprietary Software

 

$

11,234,000

 

$

11,504,000

 

$

21,410,000

 

Third Party Hardware and Software

 

100,000

 

150,000

 

200,000

 

Professional Services

 

3,642,000

 

4,068,000

 

5,480,000

 

Audit Services

 

1,634,000

 

1,847,000

 

 

Maintenance and Support

 

18,084,000

 

19,193,000

 

20,793,000

 

Software as a Service

 

13,194,000

 

13,861,000

 

14,820,000

 

Total

 

$

47,888,000

 

$

50,623,000

 

$

62,703,000

 

 

STREAMLINE HEALTH SOLUTIONS, INC.

New Bookings

(Unaudited)

Table B

 

 

 

Three Months Ended

 

 

 

April 30, 2017

 

 

 

Value

 

% of Total
Bookings

 

Streamline Health Software licenses

 

$

15,000

 

3

%

Software as a service

 

22,000

 

4

%

Maintenance and support

 

3,000

 

1

%

Professional services

 

479,000

 

92

%

Hardware & third party software

 

 

0

%

Total bookings

 

$

519,000

 

100

%

 



 

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

Table C

 

This press release contains a non-GAAP financial measure under the rules of the U.S. Securities and Exchange Commission for adjusted EBITDA. This non-GAAP information supplements and is not intended to represent a measure of performance in accordance with disclosures required by generally accepted accounting principles. Non-GAAP financial measures are used internally to manage the business, such as in establishing an annual operating budget. Non-GAAP financial measures are used by Streamline Health’s management in its operating and financial decision-making because management believes these measures reflect ongoing business in a manner that allows meaningful period-to-period comparisons. Accordingly, the Company believes it is useful for investors and others to review both GAAP and non-GAAP measures in order to (a) understand and evaluate current operating performance and future prospects in the same manner as management does and (b) compare in a consistent manner the Company’s current financial results with past financial results. The primary limitations associated with the use of non-GAAP financial measures are that these measures may not be directly comparable to the amounts reported by other companies and they do not include all items of income and expense that affect operations. The Company’s management compensates for these limitations by considering the company’s financial results and outlook as determined in accordance with GAAP and by providing a detailed reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures in the tables attached to this press release. Streamline Health defines “adjusted EBITDA” as net earnings (loss) plus interest expense, tax expense, depreciation and amortization expense of tangible and intangible assets, stock-based compensation expense, significant non-recurring operating expenses, and transactional related expenses including: gains and losses on debt and equity conversions, associate severances and related restructuring expenses, associate inducements, professional and advisory fees, and internal direct costs incurred to complete transactions.

 

Reconciliation of net earnings (loss) to non-GAAP adjusted EBITDA (in thousands)

 

 

 

Three Months Ended,

 

Adjusted EBITDA Reconciliation

 

April 30,
2017

 

April 30,
2016

 

Net loss

 

$

(2,043

)

$

(1,478

)

Interest expense

 

127

 

162

 

Income tax expense

 

3

 

2

 

Depreciation

 

203

 

321

 

Amortization of capitalized software development costs

 

571

 

716

 

Amortization of intangible assets

 

333

 

325

 

Amortization of other costs

 

84

 

43

 

EBITDA

 

(722

)

91

 

Share-based compensation expense

 

267

 

477

 

(Gain) Loss of disposal of fixed assets

 

(1

)

1

 

Non-cash valuation adjustments to assets and liabilities

 

17

 

8

 

Transaction related professional fees, advisory fees and other internal direct costs

 

 

19

 

Adjusted EBITDA

 

$

(439

)

$

596

 

Adjusted EBITDA Margin(1)

 

(7

)%

9

%

Adjusted EBITDA per diluted share

 

 

 

 

 

Loss per share — diluted

 

$

(0.10

)

$

(0.10

)

Adjusted EBITDA per adjusted diluted share (2)

 

$

(0.02

)

$

0.03

 

Diluted weighted average shares

 

19,695,390

 

18,995,289

 

Includable incremental shares — adjusted EBITDA (3)

 

 

3,251,455

 

Adjusted diluted shares

 

19,695,390

 

22,246,744

 

 


(1)   Adjusted EBITDA as a percentage of GAAP revenues

(2)        Adjusted EBITDA per adjusted diluted share for the Company’s common stock is computed using the more dilutive of the two-class method or the if-converted method.

(3)        The number of incremental shares that would be dilutive under profit assumption, only applicable under a GAAP net loss. If GAAP profit is earned in the current period, no additional incremental shares are assumed.