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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.
 
(Name of Issuer)
Common Stock, $0.01 Par Value
 
(Title of Class of Securities)
01988P108
 
(CUSIP Number)
Thomas E. Kilroy, Esq.
Misys plc
One Kingdom Street
Paddington
London W2 6BL
United Kingdom
44 (0)20 3320 5000
A. Peter Harwich, Esq.
Allen & Overy LLP
1221 Avenue of the Americas
New York, New York 10020
United States of America
(212) 610-6300
 
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
August 25, 2010
 
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box o.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter dis-closures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 


 

                     
CUSIP No.
 
01988P108 
 

 

           
1   NAME OF REPORTING PERSON

MISYS PLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
n/a
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS)
   
  OO
     
5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United Kingdom
       
  7   SOLE VOTING POWER
     
NUMBER OF  
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   24,319,428 1
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON  
       
WITH 10   SHARED DISPOSITIVE POWER
     
    24,319,428 1
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  24,319,428 1
     
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  12.7 2
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  CO
1 19,005,621 after completion of the Additional Repurchase (as defined in the Fifth Amendment).
2 10.2 after completion of the Additional Repurchase.

2


 

                     
CUSIP No.
 
01988P108 
 

 

           
1   NAME OF REPORTING PERSON

KAPITI LIMITED
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
n/a
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS)
   
  OO
     
5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United Kingdom
       
  7   SOLE VOTING POWER
     
NUMBER OF  
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   243,194 3
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON  
       
WITH 10   SHARED DISPOSITIVE POWER
     
    243,194 3
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  243,194 3
     
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  0.1 4
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  OO
3 190,056 after completion of the Additional Repurchase.
4 0.1 after completion of the Additional Repurchase.

3


 

                     
CUSIP No.
 
01988P108 
 

 

           
1   NAME OF REPORTING PERSON

ACT SIGMEX LIMITED
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
n/a
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

  (a)   o 
  (b)   o 
     
3   SEC USE ONLY
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS)
   
  OO
     
5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  United Kingdom
       
  7   SOLE VOTING POWER
     
NUMBER OF  
       
SHARES 8   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   24,076,234 5
       
EACH 9   SOLE DISPOSITIVE POWER
REPORTING    
PERSON  
       
WITH 10   SHARED DISPOSITIVE POWER
     
    24,076,234 5
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  24,076,234 5
     
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
   
  12.6 6
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  OO
5 18,815,565 after completion of the Additional Repurchase.
6 10.1 after completion of the Additional Repurchase.

4


 

INTRODUCTORY STATEMENT
     This Amendment No. 6 (this “Amendment”) amends the Schedule 13D initially filed on October 20, 2008 (the “Original Filing”), as amended by Amendment No. 1 filed on February 11, 2009 (the “First Amendment”), Amendment No. 2 filed on February 26, 2010 (the “Second Amendment”), Amendment No. 3 filed on June 10, 2010 (the “Third Amendment”), Amendment No. 4 filed on July 27, 2010 (the “Fourth Amendment”) and Amendment No. 5 filed on August 20, 2010 (the “Fifth Amendment”), each relating to the common stock, par value $0.01, of Allscripts Healthcare Solutions, Inc. (formerly known as Allscripts-Misys Healthcare Solutions, Inc.) (the “Company”). Information reported in the Original Filing, as amended or superseded by information contained in the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment or the Fifth Amendment remains in effect except to the extent that it is amended or superseded by information contained in this Amendment.
ITEM 4. PURPOSE OF TRANSACTION
     The disclosure in Item 4 of this Schedule 13D is hereby amended and supplemented by adding the following statement after the final paragraph thereof:
     On August 25, 2010, the Underwriters purchased 4,050,000 shares of Company common stock from Kapiti Limited (“Kapiti”) and ACT Sigmex Limited (“ACTS”) pursuant to the overallotment option provisions of the Underwriting Agreement described in the Fifth Amendment and attached as Exhibit 99.19 thereto.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
     The disclosure in Item 5 of this Schedule 13D is hereby amended and supplemented by adding the following statement after the final paragraph thereof:
     On August 25, 2010, the Underwriters purchased 4,050,000 shares of Company common stock from Kapiti and ACTS pursuant to the overallotment option provisions of the Underwriting Agreement described in the Fifth Amendment and attached as Exhibit 99.19 thereto.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
     The disclosure in Item 6 of this Schedule 13D is hereby amended and supplemented as follows:
     Following the closing of the transaction described in Item 5 above, subsidiaries of Misys plc (“Misys”) hold an aggregate of 24,319,428 shares of Company common stock. As permitted under the Underwriting Agreement, following completion of the Merger on August 24, 2010, Misys exercised its right under the Framework Agreement to require the Company to effect the Additional Repurchase (as defined in the Fifth Amendment). The closing of the Additional Repurchase is expected to occur within five business days. After completion of the Additional Repurchase, subsidiaries of Misys will hold an aggregate of 19,005,621 shares of Company common stock.

5


 

SIGNATURES
     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: August 25, 2010
         
  MISYS PLC
 
 
  By:   /s/ Sarah E.H. Brain    
  Name:   Sarah E.H. Brain   
  Title:   Deputy Company Secretary   
 
  KAPITI LIMITED
 
 
  By:   /s/ Nicholas Farrimond    
  Name:   Nicholas Farrimond   
  Title:   Authorized signatory   
 
  ACT SIGMEX LIMITED
 
 
  By:   /s/ Nicholas Farrimond    
  Name:   Nicholas Farrimond   
  Title:   Authorized signatory