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 6, 2018

 

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         o

 

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. o

 

 

 



 

Item 2.02.                                        Results of Operations and Financial Condition.

 

On June 6, 2018, Streamline Health Solutions, Inc. (the “Company”) issued a press release announcing first quarter 2018 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 5.02.                                        Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On June 6, 2018, the Company announced that Nicholas A. Meeks, Senior Vice President and Chief Financial Officer, will be leaving the Company effective June 15, 2018 to pursue another opportunity.

 

Item 9.01.                                        Financial Statements and Exhibits.

 

(d)  Exhibits.

 

EXHIBIT

 

 

NUMBER

 

DESCRIPTION

 

 

 

99.1

 

Press release, dated June 6, 2018, regarding First Quarter 2018 Financial Results.

 

2



 

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 6, 2018

By:

/s/ David Sides

 

Name:

David Sides

 

Title:

President and Chief Executive Officer

 

3


Exhibit 99.1

 

News Release

 

STREAMLINE HEALTH® REPORTS FIRST QUARTER 2018
FINANCIAL PERFORMANCE

 

First Quarter Revenues $6.3 Million; ($0.6 Million Net Loss);
$0.6 Million Adjusted EBITDA

 

Atlanta, GA — June 6, 2018Streamline Health Solutions, Inc. (NASDAQ: STRM), provider of integrated solutions, technology-enabled services and analytics supporting revenue cycle optimization for healthcare enterprises in the new value-based world, today announced financial results for the first quarter of fiscal year 2018, which ended April 30, 2018.

 

Revenues for the three-month period ended April 30, 2018 were $6.3 million, an increase of approximately 6% as compared to the three-months ended April 30, 2017. Adjusted EBITDA for the first quarter of fiscal 2018 was approximately $0.6 million, a substantial improvement over the $400,000 loss in the first quarter a year ago.  Net loss for the first quarter of fiscal 2018 was approximately $567,000, a substantial improvement over the $2.0 million net loss in the same period a year ago.

 

Our first quarter performance was very solid as we began to realize the benefits of focusing our selling efforts on solutions in the middle of the revenue cycle to help our clients capture the financial reimbursement they deserve for the patient care they provided. Bookings in the quarter improved significantly to $3.4 million as we sold Abstracting, Clinical Documentation Integrity and eValuator solutions to current and new clients,” stated David Sides, President and Chief Executive Officer, Streamline Health. “Our continued focus on tighter cost controls delivered improved bottom line results as well. Total operating expenses decreased by approximately 15 percent as compared to first quarter a year ago reducing operating loss in the quarter to approximately $363,000, down from last year’s first quarter operating loss of $1,874,000. And net loss for the first quarter was approximately $567,000, a marked improvement over a $2 million loss in the first quarter of last year.”

 

We remain committed to leading an industry movement to improve hospitals’ financial performance by moving mid-cycle billing interventions upstream - to improve coding accuracy before billing, enabling our clients to reduce lost revenue, mitigate overbill risk, and reduce denials and days in accounts receivable.”

 

Highlights for the first quarter ended April 30, 2018 included:

 

·                  Revenues for the first quarter of 2018 were $6.3 million;

·                  Adjusted EBITDA for the first quarter of 2018 was $0.6 million;

·                  Net loss for the first quarter of 2018 was $567,000;

·                  New sales bookings for the first quarter of 2018 were $3.4 million; and

·                  Backlog at the end of the first quarter was $26.1 million.

 

The Company is planning to file its Form 10-Q for the first fiscal quarter during the week of June 11th.

 



 

The Company also announced the impending departure of its Chief Financial Officer, Nicholas Meeks, who will remain with the Company through June 15, 2018.  Mr. Meeks is leaving the Company to pursue another opportunity with another company based in the Atlanta market.  The Company is actively seeking his replacement and has begun interviewing potential candidates to fill this position.

 

Conference Call Information

 

The Company will conduct a conference call to review the results on Thursday, June 7, 2018 at 9:00 AM ET. Interested parties can access the call by joining the live webcast: click here to register. You can also join by phone by dialing 800-263-0877 and then entering passcode 7132733.

 

A replay of the conference call will be available from Thursday, June 7, 2018 at 12:00 PM ET to Tuesday, June 12, 2018 at 12:00 PM ET by dialing 888-203-1112 and entering passcode 7132733.

 

*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 reconciling this measure to net income 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 — producing actionable insights that support revenue cycle optimization for healthcare enterprises.  We deliver integrated solutions, technology-enabled services and analytics that empower providers to drive revenue integrity 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.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

 

Three Months Ended
April 30,

 

 

 

2018

 

2017

 

Revenues:

 

 

 

 

 

Systems sales

 

$

1,131,674

 

$

378,723

 

Professional services

 

238,314

 

420,035

 

Audit Services

 

359,713

 

345,019

 

Maintenance and support

 

3,309,104

 

3,354,772

 

Software as a service

 

1,224,368

 

1,425,132

 

Total revenues

 

6,263,173

 

5,923,681

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

Cost of systems sales

 

249,984

 

566,051

 

Cost of professional services

 

706,230

 

715,215

 

Cost of audit services

 

393,979

 

440,639

 

Cost of maintenance and support

 

648,339

 

806,522

 

Cost of software as a service

 

316,387

 

339,376

 

Selling, general and administrative

 

3,249,057

 

3,373,528

 

Research and development

 

1,062,319

 

1,556,938

 

 

 

 

 

 

 

Total operating expenses

 

6,626,295

 

7,798,259

 

Operating loss

 

(363,122

)

(1,874,588

)

Other income (expense):

 

 

 

 

 

Interest expense

 

(116,218

)

(127,268

)

Miscellaneous income (expenses)

 

(87,645

)

(38,044

)

Loss before income taxes

 

(566,985

)

(2,039,900

)

Income tax benefit (expense)

 

(1,714

)

(2,608

)

Net Income (Loss)

 

$

(568,699

)

$

(2,042,508

)

Net loss per common share — basic and diluted

 

$

(0.03

)

$

(0.10

)

Weighted average number of common shares — basic and diluted

 

19,986,425

 

19,695,390

 

 



 

STREAMLINE HEALTH SOLUTIONS, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

Assets

 

 

 

April 30,

 

January 31,

 

 

 

2018

 

2018

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

3,745,532

 

$

4,619,834

 

Accounts receivable, net of allowance for doubtful accounts of $323,524 and $349,058, respectively

 

2,819,849

 

3,001,170

 

Contract receivables

 

923,274

 

223,791

 

Prepaid hardware and third-party software for future delivery

 

 

5,858

 

Prepaid client maintenance contracts

 

555,689

 

506,911

 

Other prepaid assets

 

608,363

 

742,232

 

Other current assets

 

545,431

 

546,885

 

Total current assets

 

9,198,138

 

9,646,681

 

 

 

 

 

 

 

Non-current assets:

 

 

 

 

 

Property and equipment:

 

 

 

 

 

Computer equipment

 

2,831,024

 

2,852,776

 

Computer software

 

730,950

 

730,950

 

Office furniture, fixtures and equipment

 

683,443

 

683,443

 

Leasehold improvements

 

729,348

 

729,348

 

 

 

4,974,765

 

4,996,517

 

Accumulated depreciation and amortization

 

(3,981,311

)

(3,834,153

)

Property and equipment, net

 

993,454

 

1,162,364

 

 

 

 

 

 

 

Contract Receivables, less current portion

 

686,658

 

 

Capitalized software development costs, net of accumulated amortization of $18,973,594 and $18,658,183, respectively

 

4,717,986

 

4,307,351

 

Intangible assets, net

 

5,600,204

 

5,835,151

 

Goodwill

 

15,537,281

 

15,537,281

 

Other non-current assets

 

577,570

 

642,226

 

Total non-current assets

 

28,113,153

 

27,484,373

 

 

 

$

37,311,291

 

$

37,131,054

 

 



 

STREAMLINE HEALTH SOLUTIONS, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

Liabilities and Stockholders’ Equity

 

 

 

April 30,

 

January 31,

 

 

 

2018

 

2018

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

1,344,377

 

$

421,425

 

Accrued compensation

 

829,062

 

342,351

 

Accrued other expenses

 

766,353

 

609,582

 

Current portion of long-term debt

 

596,984

 

596,984

 

Deferred revenues

 

7,301,408

 

9,481,807

 

Total current liabilities

 

10,838,184

 

11,452,149

 

 

 

 

 

 

 

Non-current liabilities:

 

 

 

 

 

Term loan, net of deferred financing cost of $110,541 and $128,275, respectively

 

3,769,840

 

3,901,353

 

Royalty liability

 

2,518,068

 

2,469,193

 

Lease incentive liability, less current portion

 

254,933

 

274,128

 

Deferred revenues, less current portion

 

181,877

 

332,645

 

Total non-current liabilities

 

6,724,718

 

6,977,319

 

Total liabilities

 

17,562,902

 

18,429,468

 

 

 

 

 

 

 

Series A 0% Convertible Redeemable Preferred Stock, $.01 par value per share, $8,849,985 redemption and liquidation value, 4,000,000 shares authorized, 2,895,464 and 2,949,995 issued and outstanding, respectively, net of unamortized preferred stock discount of $0

 

8,686,392

 

8,849,985

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock, $.01 par value per share, 45,000,000 shares authorized; 20,034,446 and 20,005,977 shares issued and outstanding, respectively

 

200,344

 

200,060

 

Additional paid in capital

 

82,115,469

 

81,776,606

 

Accumulated deficit

 

(71,253,816

)

(72,125,065

)

Total stockholders’ equity

 

11,061,997

 

9,851,601

 

 

 

$

37,311,291

 

$

37,131,054

 

 



 

STREAMLINE HEALTH SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

 

Three Months Ended,

 

 

 

April 30,
2018

 

April 30,
2017

 

Operating activities:

 

 

 

 

 

Net loss

 

$

(568,699

)

$

(2,042,508

)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities, net of acquisitions:

 

 

 

 

 

Depreciation

 

171,215

 

202,782

 

Amortization of capitalized software development costs

 

315,412

 

571,428

 

Amortization of intangible assets

 

234,947

 

333,057

 

Amortization of other deferred costs

 

119,910

 

100,815

 

Valuation adjustment for warrants liability

 

 

(31,210

)

Share-based compensation expense

 

222,458

 

267,174

 

Other valuation adjustments

 

51,142

 

48,467

 

Loss (Gain) on disposal of fixed assets

 

(1,555

)

(720

)

Provision for accounts receivable

 

(7,851

)

187,134

 

Changes in assets and liabilities, net of assets acquired:

 

 

 

 

 

Accounts and contract receivables

 

(446,246

)

618,647

 

Other assets

 

43,207

 

(97,889

)

Accounts payable

 

922,952

 

(240,403

)

Accrued expenses

 

622,020

 

382,530

 

Deferred revenues

 

(1,641,942

)

(1,754,243

 

Net cash provided by (used in) operating activities

 

36,970

 

(1,454,942

)

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

Purchases of property and equipment

 

(3,300

)

(8,719

)

Proceeds from sales of property and equipment

 

14,225

 

 

Capitalization of software development costs

 

(726,047

)

(386,498

)

Net cash used in investing activities

 

(715,122

)

(395,217

)

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

Principal repayments on term loan

 

(149,246

)

(163,951

)

Principal payments on capital lease obligations

 

 

(33,811

)

Payments related to settlement of employee share-based awards

 

(46,904

)

(28,927

)

Net cash used in financing activities

 

(196,150

)

(226,689

)

Increase (decrease) in cash and cash equivalents

 

(874,302

)

(2,076,848

)

Cash and cash equivalents at beginning of year

 

4,619,834

 

5,654,093

 

Cash and cash equivalents at end of year

 

$

3,745,532

 

$

3,577,245

 

 



 

STREAMLINE HEALTH SOLUTIONS, INC.

Backlog

(Unaudited)

 

Table A

 

 

 

April 30,
2018

 

January 31,
2018

 

April 30,
2017

 

Streamline Health Software Licenses

 

$

115,000

 

$

984, 000

 

$

11,234,000

 

Hardware and Third Party Software

 

 

 

100,000

 

Professional Services

 

2,415,000

 

2,048,000

 

3,642,000

 

Audit Services

 

703,000

 

1,293,000

 

1,634,000

 

Maintenance and Support

 

12,978,000

 

15,420,000

 

18,084,000

 

Software as a Service

 

9,903,000

 

13,048,000

 

13,194,000

 

Total

 

$

26,114,000

 

$

32,793,000

 

$

47,888,000

 

 

STREAMLINE HEALTH SOLUTIONS, INC.

New Bookings

(Unaudited)

 

Table B

 

 

 

Three Months Ended

 

 

 

April 30, 2018

 

 

 

Value

 

% of
Total
Bookings

 

Streamline Health Software licenses

 

$

1,147,000

 

33

%

Software as a service

 

398,000

 

12

%

Maintenance and support

 

713,000

 

21

%

Professional services

 

1,118,000

 

33

%

Audit Services

 

58,000

 

2

%

Total bookings

 

$

3,434,000

 

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. Streamline Health’s management in its operating and financial decision-making uses non-GAAP financial measures 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):

 

(Unaudited)

 

 

 

Three Months Ended,

 

Adjusted EBITDA Reconciliation

 

April 30,
2018

 

April 30,
2017

 

Net loss

 

$

(567

)

$

(2,043

)

Interest expense

 

116

 

127

 

Income tax benefit

 

2

 

3

 

Depreciation

 

171

 

203

 

Amortization of capitalized software development costs

 

315

 

571

 

Amortization of intangible assets

 

235

 

333

 

Amortization of other costs

 

102

 

89

 

EBITDA

 

373

 

(722

)

Share-based compensation expense

 

222

 

267

 

Loss on disposal of fixed assets

 

(2

)

(1

)

Non-cash valuation adjustments to assets and liabilities

 

51

 

17

 

Adjusted EBITDA

 

$

645

 

$

(439

)

Adjusted EBITDA per diluted share

 

 

 

 

 

Loss per share — diluted

 

$

(0.03

)

$

(0.10

)

Adjusted EBITDA per adjusted diluted share (1)

 

$

0.03

 

$

(0.02

)

 

 

 

 

 

 

Diluted weighted average shares

 

19,986,425

 

19,695,390

 

Includable incremental shares — Adjusted EBITDA (2)

 

3,075,198

 

 

Adjusted diluted shares

 

23,061,622

 

19,695,390

 

 


(1)                   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.

(2)                   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.