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 30, 2008
athenahealth, Inc.
(Exact name of registrant as specified in its charter)
Delaware 001-33689 04-3387530
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
311 Arsenal Street, Watertown, MA 02472
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 617-402-1000
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(Former name or former address, if changed since last report)
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 1.01 Entry into a Material Definitive Agreement.
On June 30, 2008, athenahealth, Inc. (the "Company") entered into a
Master Agreement (the "Master Agreement") with Vision Business Process Solutions
Inc. ("Perot Systems"). Effective January 1, 2009, the Master Agreement will
renew the Company's relationship with Perot Systems. Perot Systems currently
provides the Company with data entry, data matching, data characterization and
outbound telephone services from facilities located in India and the Philippines
to support the Company's client service operations pursuant to the Services
Agreement (the "Services Agreement") by and among Vision Healthsource, Inc.,
Vision Healthsource India Private Ltd., and the Company, dated December 9, 2002.
There are no material relationships among the Company, Perot Systems or their
respective affiliates or any of the parties to the Master Agreement, the
Services Agreement and related agreements, other than in respect of such
agreements themselves.
Under the Master Agreement, Perot Systems will continue to provide the
services described above for a period of five (5) years from January 1, 2009
(the "Initial Term"). Following the Initial Term, unless either the Company or
Perot Systems has given at least fifteen (15) months notice of its intent to
terminate, the Master Agreement shall automatically renew for additional
two-year periods and shall continue until terminated pursuant to the terms of
the Master Agreement. Perot Systems may also terminate the Master Agreement
before the expiration date of the Initial Term for a material breach by the
Company.
The foregoing is a summary description of certain terms of the Master
Agreement. The Company intends to file the Master Agreement as an exhibit to its
quarterly report on Form 10-Q for the quarter ending June 30, 2008.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
athenahealth, Inc.
(Registrant)
July 7, 2008 /s/ CARL B. BYERS
(Date) -----------------
Carl B. Byers
CFO