SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: May 27, 2003 LanVision Systems, Inc. (Exact name of registrant as specified in its charter) Delaware 0-28132 31-1455414 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 5481 Creek Road, Cincinnati, OH 45242-4001 - -------------------------------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code (513) 794-7100 ------------------------------ Item 9 REGULATION FD DISCLOSURE On May 27, 2003, LanVision Systems, Inc. ("LanVision") issued the press release attached hereto as Exhibit 99.1, which press release contains financial information about LanVision's first completed fiscal quarter of 2003. The issuance of the press release is required to be reported, and such public disclosures furnished, on Form 8-K pursuant to Item 12. Disclosure of Results of Operations and Financial Condition. LanVision is furnishing the required information on this Form 8-K pursuant to Item 9 in accordance with the interim filing guidance provided by the Securities and Exchange Commission in SEC Release No. 33-8216. SIGNATURES Pursuant to the requirements of the Securities Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. LanVision Systems, Inc. Date: May 27, 2003 By: /s/ Paul W. Bridge, Jr. ----------------------- Paul W. Bridge, Jr. Chief Financial Officer 1 INDEX TO EXHIBITS 2
Exhibit No. Description of Exhibit 99.1 News Release of LanVision Systems, Inc. Dated May 27, 2003 First Quarter Earnings News Release
Exhibit 99.1 LANVISION SYSTEMS, INC. News Release of LanVision Systems, Inc. Dated May 27, 2003 NEWS RELEASE Visit our web site at: www.lanvision.com COMPANY CONTACT: J. BRIAN PATSY PRESIDENT (513) 794-7100 INVESTOR RELATIONS: KIRSTEN CHAPMAN LIPPERT/HEILSHORN & ASSOCIATES (415) 433-3777 FOR IMMEDIATE RELEASE LANVISION SYSTEMS REPORTS FIRST QUARTER 2003 RESULTS Cincinnati, Ohio, May 27, 2003 --- LanVision Systems, Inc. (Nasdaq: LANV) today announced the operating results for the first quarter ended April 30, 2003. Revenues for the first quarter ended April 30, 2003 were $2.6 million compared with $3.0 million in the first quarter of last year, which had uncharacteristically high first quarter 2002 revenues. The decline in systems sales were partially offset by increases in ASPeN(SM) and services maintenance and support revenues of $233,000 and $168,000, respectively. The operating loss for the first quarter was $248,000, compared with an operating profit of $531,000 in the first quarter of last year. The net loss for the first quarter was $675,800, or $0.07 per basic and diluted share, compared with net income of $98,000, or $0.01 per basic and diluted share in the first quarter of last year. J. Brian Patsy, president and chief executive officer, stated, "Traditionally, our annual revenue is back-end loaded and our first quarter is the most challenging of the year. We believe fiscal 2003 will follow the same pattern. Although first quarter's revenues were affected by delays in signing anticipated new perpetual license contracts, we continue to anticipate approximately 20% annual revenue growth with increased contribution from our ASPeN(SM) application-hosting services. In addition, demand for Medical Record Workflow (MRW) technologies and healthcare information access systems is growing and the frequency of requests for proposals received is increasing. In order to respond to these new opportunities we expanded our direct sales efforts to enable us to compete more effectively. We also increased our investment in research and development to complete the development, testing and delivery of significant new functionality to our existing MRW product line, as well as our newest modules of Revenue Cycle Workflow technologies." 3 Mr. Patsy concluded, "During the quarter and the past twelve months, we have executed on our strategy. This quarter we deepened an important customer relationship by upgrading the Memorial Sloan-Kettering Cancer Center MRW systems to the latest generation of LanVision solutions and executed a perpetual site license agreement for the cancer center network and its affiliates. In addition, we announced the General Availability of codingANYwareTM, the complete coding solution, which strengthens our product suite and complements our strategic initiatives to positively impact the Revenue Cycle through deployment of our comprehensive workflow technologies. Finally, over the trailing 12 months, we reduced our long-term debt by $2 million and anticipate retiring the debt on schedule in July 2004." CONFERENCE CALL INFORMATION The first quarter conference presentation and call will be held at 4:30 p.m. Eastern Time, on Tuesday May 27, 2003. The call will feature remarks from J. Brian Patsy, President and Chief Executive Officer, Eric S. Lombardo, Executive Vice President, and Paul W. Bridge, Jr., Chief Financial Officer. To access the call, please dial 888-803-7481 approximately ten minutes prior to the start of the conference. To access the presentation and webcast please go to www.lanvision.com approximately fifteen minutes before the conference call is scheduled to begin. You will need to register, and potentially download audio software. The presentation and webcast will be available until June 28, 2003. If you are unable to participate, a replay will be available from 7:30 p.m., ET May 27, 2003 through 11:59 p.m. ET May 29, 2003. For callers within the U.S. or Canada, the replay number is 1-888-642-1687. The replay pass code for all callers is 571284. As soon as practicable, the transcript of the conference call will be posted to the LanVision Systems, Inc. web site at www.lanvision.com. ABOUT LANVISION SYSTEMS LanVision is an application service provider (ASP) and leading supplier of Medical Record Workflow technologies and healthcare information access systems that provide hospitals, physicians, patients and payers simultaneous access to patient data from virtually any location using the Internet. The company sells its product suite either directly or through remarketing partners, such as IDX Information Systems Corporation, and Siemens Medical Solutions Health Services Corporation. LanVision's Medical Record Workflow applications are complementary to existing clinical and financial systems, and ensure that authenticated end users can electronically access all the various forms of healthcare information including clinician's handwritten notes, lab reports, photographs, insurance cards, et al. Web access improves physician productivity and reduces administrative costs. LanVision provides its ASPeN(SM), ASP-based application-hosting services to several integrated delivery networks. In addition, LanVision has installed its products at leading healthcare providers including Stanford Hospital and Clinics, the Albert Einstein and Beth Israel Medical Centers, the Medical College of Georgia, Medical University of South Carolina, and Memorial Sloan-Kettering Cancer Center. For more information on LanVision and its products, visit the LanVision web site at www.lanvision.com. SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 STATEMENTS MADE BY LANVISION THAT ARE NOT HISTORICAL FACTS ARE FORWARD-LOOKING STATEMENTS THAT ARE SUBJECT TO RISKS AND UNCERTAINTIES. THE FORWARD-LOOKING STATEMENTS CONTAINED HEREIN ARE SUBJECT TO 4 CERTAIN RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE REFLECTED IN THE FORWARD-LOOKING STATEMENTS, INCLUDED HEREIN. THESE RISKS AND UNCERTAINTIES INCLUDE, BUT ARE NOT LIMITED TO, THE IMPACT OF COMPETITIVE PRODUCTS AND PRICING, PRODUCT DEMAND AND MARKET ACCEPTANCE, NEW PRODUCT DEVELOPMENT, KEY STRATEGIC ALLIANCES WITH VENDORS THAT RESELL LANVISION PRODUCTS, THE ABILITY OF THE COMPANY TO CONTROL COSTS, AVAILABILITY OF PRODUCTS PRODUCED FROM THIRD PARTY VENDORS, THE HEALTHCARE REGULATORY ENVIRONMENT, 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 AND OTHER RISKS DETAILED FROM TIME TO TIME IN THE LANVISION SYSTEMS, 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. (C)2003 LanVision Systems, Inc., Cincinnati, OH 45242. All rights reserved. TABLES FOLLOW 5 LANVISION SYSTEMS, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS 6
UNAUDITED Three Months Ended April 30, ----------------------------- 2003 2002 ---- ---- Revenues: Systems sales $ 622,496 $ 1,437,354 Services, maintenance and support 1,569,244 1,400,869 Application-hosting services 428,242 194,996 ------------ ------------ Total revenues 2,619,982 3,033,219 Operating expenses: Cost of systems sales 462,463 366,201 Cost of services, maintenance and 662,877 718,410 support Cost of application-hosting 215,368 66,649 services Selling, general and administrative 944,198 843,527 Product research and development 583,093 507,080 ------------ ------------ Total operating expenses 2,867,999 2,501,867 ------------ ------------ Operating profit ( loss ) (248,017) 531,352 Other income (expense): Interest income 19,034 29,923 Interest (expense) (446,809) (476,006) ------------ ------------ Earnings (loss) before income taxes (675,792) 85,269 Income tax provision (benefit) - (13,000) ============ ============ Net income ( loss ) $ (675,792) $ 98,269 ============ ============ Basic net income (loss) per common share $ (0.07) $ 0.01 ============ ============ Diluted net income (loss) per common share $ (0.07) $ 0.01 ============ ============ Number of shares used in basic per common share computation 8,964,449 8,913,947 ============ ============ Number of shares used in diluted per common share computation 8,964,449 9,232,807 ============ ============ LANVISION SYSTEMS, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED BALANCE SHEETS # # # 7
UNAUDITED April 30, ------------------------------- Assets 2003 2002 ---- ---- Current assets: Cash and cash equivalents (restricted by long-term debt $ 5,121,274 $ 6,899,878 agreement) Accounts receivable, net of allowance for doubtful accounts of $400,000, respectively 1,562,504 1,867,070 Unbilled receivables 3,408,451 1,709,062 Other 330,689 356,163 ------------- ------------- Total current assets 10,422,918 10,832,173 Property and equipment: Computer equipment 2,371,688 1,952,417 Computer software 760,827 475,282 Office furniture, fixtures and equipment 1,154,795 1,139,457 Leasehold improvements 157,227 117,795 ------------- ------------- 4,444,537 3,684,951 Accumulated depreciation and amortization (3,280,316) (3,122,881) ------------- ------------- 1,164,221 562,070 Capitalized software development costs, net of accumulated amortization of $2,225,228 and $1,800,288, respectively 1,464,701 1,239,701 Installment receivables 433,339 267,969 Other 48,598 158,042 ------------- ------------- $ 13,533,777 $ 13,059,955 ============= ============= Liabilities, convertible redeemable preferred stock and stockholders' equity Current liabilities: Accounts payable $ 550,475 $ 437,830 Accrued compensation 239,936 381,657 Accrued other expenses 1,274,691 1,322,722 Deferred revenues 1,646,928 1,356,678 Current portion of capitalized leases 209,498 - Current portion of long-term debt 2,000,000 2,000,000 ------------- ------------- Total current liabilities 5,921,528 5,498,887 Non-current portion of capitalized leases 334,634 - Long-term debt 500,000 2,500,000 Long-term accrued interest 3,470,290 2,056,317 Convertible redeemable preferred stock, $0.01 par value per share, 5,000,000 shares authorized --- --- Stockholders' equity: Common stock, $0.01 par value per share, 25,000,000 shares authorized, 8,977,670 and 8,913,947 shares issued, respectively 89,777 89,139 Capital in excess of par value 34,851,833 34,787,849 Accumulated (deficit) (31,634,285) (31,872,237) ------------- ------------- Total stockholders' equity 3,307,325 3,004,751 ------------- ------------- $ 13,533,777 $ 13,059,955 ============= =============