ALLSCRIPTS HEALTHCARE SOLUTIONS, INC. : Completion of Acquisition or Disposition of Assets, Unregistered Sale of Equity Securities, Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K)

Item 2.01Completion of Acquisition or Disposition of Assets.

On December 31, 2020, Allscripts Healthcare, LLC, a North Carolina limited liability company ("Allscripts Healthcare") and subsidiary of Allscripts Healthcare Solutions, Inc., a Delaware corporation (the "Company"), completed the previously-announced divestiture of substantially all of the assets of Allscripts Healthcare's business commonly referred to as its CarePort Health business ("CarePort Business") to Carbonite Buyer, Inc., a Delaware corporation ("Carbonite"), pursuant to a Purchase Agreement dated October 12, 2020, for a purchase price of $1.35 billion (the "CarePort Divestiture"). The CarePort Divestiture was structured as a sale of assets primarily related to the CarePort Business (and the transfer of certain liabilities in connection therewith) by Allscripts Healthcare to Carbonite.

The CarePort Purchase Agreement was filed as Exhibit 2.1 to the Current Report on Form 8-K filed by the Company on October 15, 2020 and is incorporated herein by reference.

Item 3.02Unregistered Sales of Equity Securities.

The Company completed the issuance of a warrant to a commercial partner on December 31, 2020, as part of a new and expanded commercial relationship, pursuant to which the warrant holder has the right to purchase 1.5 million shares of the Company's common stock at an exercise price of $9.82 per share (the closing price of the Company's common stock on the date definitive agreements with respect to the new and expanded commercial relationship were executed), subject to customary anti-dilution adjustments. The warrant vests in four equal annual installments of 375,000 shares beginning on December 31, 2020 with each additional installment vesting annually thereafter. The warrant expires on December 31, 2026 and becomes void if certain specified changes to the parties' commercial relationship occur. The warrant was issued and sold in reliance upon an exemption from registration under the Securities Act of 1933, as amended (the "Securities Act"), afforded by Section 4(a)(2) of the Securities Act and rules promulgated thereunder and corresponding provisions of state securities laws. The commercial partner is an "accredited investor" as defined in Rule 501(a) under the Securities Act.

Item 7.01Regulation FD Disclosure.

On January 4, 2021, the Company issued a press release announcing the completion of the CarePort Divestiture. A copy of the Company's press release is furnished as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01Financial Statements and Exhibits.

(b) Pro Forma Financial Information

The unaudited pro forma consolidated financial information of the Company giving effect to the CarePort Divestiture is filed as Exhibit 99.2 hereto and is incorporated herein by reference.

(d) Exhibits.


Exhibit Number                          Exhibit Description

99.1                 Press release issued by Allscripts Healthcare Solutions,
                   Inc. on January 4, 2021

99.2                 Unaudited Pro Forma Consolidated Financial Information of
                   the Company

104                Cover Page Interactive Data File (embedded within the Inline
                   XBRL document)

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