- Additional Proxy Soliciting Materials (definitive) (DEFA14A)
January 07 2013 - 5:13PM
Edgar (US Regulatory)
UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 14A
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(Rule 14a -101)
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INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
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Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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Filed by the Registrant
x
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Filed by a Party other than the Registrant
o
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Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material under §240.14a-12
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EPOCRATES, INC.
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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Payment of Filing Fee (Check the appropriate box):
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x
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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o
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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The following materials were first used by Epocrates, Inc. on January 7, 2012, (Pacific Time) in discussing the proposed transaction referred to in the material below with its employees, customers, investors and/or vendors and Epocrates may use these materials in the future for similar purposes:
2
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[LOGO]
athenahealth &
Epocrates Two trusted brands joining forces to build the nations health
information backbone
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Regulation M-A
Disclosure In connection with the acquisition of Epocrates, Inc.(Epocrates)
by athenahealth, Inc.(athenahealth) pursuant to an Agreement and Plan of
Merger (the Merger), Epocrates will file with the U.S. Securities and
Exchange Commission (the SEC) a proxy statement and other relevant
materials in connection with the proposed transaction. Epocrates will also mail
the proxy statement to Epocrates stockholders. athenahealth and Epocrates
urge investors and security holders to read the proxy statement and the other
relevant material when they become available because these materials will
contain important information about athenahealth, Epocrates, and the proposed
transaction. The proxy statement and other relevant materials (when they
become available), and any and all documents filed with the SEC, may be
obtained free of charge at the SECs web site at www.sec.gov. In addition,
free copies of the documents filed with the SEC by athenahealth will be
available on the Investors portion of athenahealths website at
www.athenahealth.com. Free copies of the documents filed with the SEC by
Epocrates will be available on the Investor Relations portion of
Epocratess website at www.epocrates.com. INVESTORS AND SECURITY HOLDERS ARE
URGED TO READ THE PROXY STATEMENT AND THE OTHER RELEVANT MATERIALS WHEN THEY
BECOME AVAILABLE BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT
TO THE PROPOSED TRANSACTION. athenahealth, Epocrates Merger Sub, Inc.
(MergerSub), Epocrates, and their respective executive officers and
directors may be deemed to be participants in the solicitation of proxies
from the security holders of Epocrates in connection with the Merger.
Information about those executive officers and directors of athenahealth is
set forth in athenahealths proxy statement for its 2012 annual meeting of
stockholders, which was filed with the SEC on April 26, 2012, and is
supplemented by other public filings made, and to be made, with the SEC.
Information about those executive officers and directors of Epocrates and
their ownership of Epocrates common stock is set forth in Epocrates proxy
statement for its 2012 annual meeting of stockholders, which was filed with
the SEC on August 30, 2012, and is supplemented by other public filings made,
and to be made, with the SEC. Investors and security holders may obtain
additional information regarding the direct and indirect interests of
athenahealth, MergerSub, Epocrates, and their respective executive officers
and directors in the Merger by reading the proxy statement and the other
filings and documents referred to above. This presentation does not
constitute an offer of any securities for sale. 2
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3 Jonathan Bush
President, Chairman & CEO Rob Cosinuke Senior Vice President, Chief
Marketing Officer Andy Hurd President, Chairman & CEO
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Jonathan Bush
Chairman, President, CEO & Co-Founder
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We began as an
OB practice in 1997 delivering better health care to women 5 Co-founded by
Jonathan Bush and Todd Park (Todd is now the U.S. Chief Technology Officer)
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That business
model led us to the pursuit of a more profound vision 6
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7 We have a
track record of strong growth and positive industry recognition
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Were building
a health information backbone via cloud-based services 8 35% average
improvement in client DAR 12% average improvement in collections Reduced
administrative work 16% average decline in no-show rates 121 patient
interactions via portal per PPM Improved collection of patient payments 3.8%
average increase in patient throughput 1,329 clinical documents processed on
average per physician per month (PPM) Improved P4P revenue capture Increased
volume and revenue capture from patients and insurance companies Reduced
administrative work for both sender and receiver The data you need to grow
and expand your network, such as production metrics, reimbursement rates,
billing performance, and referral patterns 2000 2006 2011 2009 2010
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Rob Cosinuke
Senior Vice President, Chief Marketing Officer
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Its been hard for caregivers to
find athenahealth, unless they are looking
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Meanwhile, Epocrates has managed
to be just about everywhere
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You have12x
more physicians than we do! 12 27,000 physicians 330,000 physicians
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While athena
has struggled to break away from the traditional HIT pack...
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... Epocrates
has soared ahead!
AWARENESS
FAVORABILITY (Scored 8+ out of 10) FAVORABILITY (Scored 8+ out of 10)
Base: All Respondents 2011(1060); Q8: Which of these companies are you aware
of? Base: Those aware of each company, n-sizes vary Q10: What is your overall
impression of each company, based on either your experiences or anything you
have seen or heard? Note: Only brands with an awareness of 20% or greater are
reported. AWARENES athenahealth athenahealth 0% 10% 20% 30% 40% 50% 60% 70%
80% 90% 100% 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%0% 10% 20% 30% 40%
50% 60% 0% 10% 20% 30% 40% 50%
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So how would we
approach a partnership? Invest in and accentuate what you already do Do no
harm! Enhance your reference tools Apply our network intelligence Add tools
for other order types Integrate our services Make Epocrates tools available
within athenaClinicals Make athenaClinicals data available to Epocrates users
15
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What can you
expect? Over the next ~90 days Learn more about each other Explore
integration potential and long-term business strategies Deal completion
during Q2 2013 LAUNCH! 16
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[LOGO]
athenahealth &
Epocrates Two trusted brands joining forces to build the nations health
information backbone
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18
Thank You
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