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): May
9, 2016
OptimizeRx Corporation
(Exact name of registrant as specified in its charter)
| Nevada | 000-53605 | 26-1265381 | ||
| (State
or other jurisdiction of incorporation) |
(Commission File Number) | (I.R.S.
Employer Identification No.) |
| 400 Water Street, Suite 200, Rochester, MI | 48307 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: 248.651.6568
| (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 (17CFR 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)) |
SECTION 2 – Financial Information
| Item 2.02 | Results of Operations and Financial Condition. |
On May 9, 2016, we issued a press release announcing the results of operations for the quarter ended March 31, 2016.
The press release is furnished with this Current Report on Form 8-K as Exhibit 99.1. The information furnished under this Item 2.02 and Item 9.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any registration statement or other filing under the Securities Act of 1933, as amended, regardless of any general incorporation by reference language in such filing, except as shall be expressly set forth by specific reference in any such filing.
SECTION 9 – Financial Statements and Exhibits
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit No. | Description | |
| 99.1 | Press release, dated May 9, 2016 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
OptimizeRx Corporation
| /s/ Douglas Baker | |
| Douglas Baker | |
| Chief Financial Officer |
Date: May 10, 2016
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Exhibit 99.1
OptimizeRx Corporation Reports First Quarter 2016 Results
Core Promotional Transactions Up 16%, Driving Q1 Net Revenue up 18% to $1.8 Million
ROCHESTER, MI – May 9, 2016 – OptimizeRx Corp. (OTCQB: OPRX), a health technology software company whose premier content-delivery platform enables pharmaceutical companies to provide on-demand patient-care services, reported results for the first quarter ended March 31, 2016.
Q1 2016 Highlights
| ● | Promotional transactions, including eCoupons and eVouchers, up 16% in the quarter. |
| ● | Net revenue up 18% to $1.8 million in the quarter. |
| ● | eCoupons distributed for 73 different brands in the quarter, up from 57 brands in the first quarter of 2015. |
| ● | Partnered with TrialCard to integrate its coupon and co-pay offerings with OptimizeRx electronic health record (EHR) technology. |
| ● | Sponsored the ePrescribe/EHR conference held in Philadelphia in March, which generated significant leads for the company’s sales force. |
| ● | Appointed William J. Febbo as CEO. Febbo brings to OptimizeRx more than 18 years of experience in building and managing health services and financial businesses. |
| ● | Appointed James Brooks as SVP of business development. Brooks brings more than 20 years of experience in sales and marketing. |
| ● | Added sales rep on the East Coast. |
Q1 2016 Financial Summary
Net revenue in the first quarter of 2016 was $1.8 million versus $1.5 million in the same year-ago quarter. The increase was due to both increased promotion of pharmaceutical brands and expanded distribution channels.
Operating expenses in the first quarter of 2016 were $1.2 million, as compared to $0.8 million in the same year-ago quarter. The increase was primarily due to an increase in expenses related to growth initiatives, including investments in the company’s executive and sales team and related marketing and travel. Since the first quarter of 2015, the company has appointed a vice president of client services, a senior vice president of business development, an additional vice president of sales, and a CEO.
Net loss was $352,000 or $(0.01) per share, as compared to net loss of $111,000 or $(0.00) per share in the same year-ago quarter.
Cash and cash equivalents totaled $7.5 million at March 31, 2016, as compared to $8.2 million at December 31, 2015. The decrease in cash and equivalents was due to the payout to the company’s former CEO for shares owed to him from prior years, in lieu of actually issuing those shares. Without that payout, the company’s cash would have increased slightly during the quarter. The company continued to operate debt-free.
Management Commentary
“OptimizeRx has generated 16 consecutive quarters of year-over-year sales growth, driven by acquiring, integrating and expanding into new promotional EHR and eRx platforms,” said William Febbo, OptimizeRx’s CEO. “Currently, our focus is on building out our internal team to expand our reach within EHR providers, pharmacies and consumers. This team will leverage our existing client engagements to drive continued top-line growth. As a first mover and developer of the eCoupon market, we are aggressively expanding our suite of products and services designed to efficiently maximize the marketing channel for our clients.”
“Looking ahead, we will continue to invest in expanding our team to scale our business. We will also invest in technology and marketing while delivering a consistent message to potential customers that we connect fragmented EHR channels with our ‘single point of access’ promotional network.”
Conference Call
OptimizeRx will host a conference call today to discuss the first quarter 2016, followed by a question and answer period.
Date: Monday, May 9, 2016
Time: 4:30 p.m. Eastern time (1:30 p.m. Pacific time)
Toll-free dial-in number: 1-877-397-0272
International dial-in number: 1-719-325-4749
Conference ID: 2574067
A replay of the call will be available through May 30, 2016.
Toll-free replay number: 1-877-870-5176
International replay number: 1-858-384-5517
Replay ID: 2574067
The company expects to file its quarterly report on Form 10-Q today.
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About
OptimizeRx Corp
OptimizeRx Corporation (OTCQB: OPRX) provides unique
consumer and physician platforms to help patients better afford and comply with their medicines and healthcare products, while
offering pharmaceutical and healthcare companies effective ways to expand awareness, access and adherence to their medications.
The company’s core product, SampleMD, replaces drug samples with electronic trial vouchers and copay coupon savings that are electronically added to an e-Prescription and sent electronically to the pharmacy and is integrated within leading electronic health record (EHR) platforms in the country, including Allscripts, Quest Diagnostics, Practice Fusion and over 350 other EHRs to reach over 250,000 healthcare providers. In turn, OptimizeRx promotes patient savings and support from the world’s largest pharmaceutical companies, including Pfizer, Lilly, Novartis, AstraZeneca and many others. For more information, please go to www.optimizerxcorp.com.
Important
Cautions Regarding Forward Looking Statements
This press release contains forward-looking statements
within the definition of Section 27A of the Securities Act of 1933, as amended and such section 21E of the Securities Act of 1934,
amended. These forward-looking statements should not be used to make an investment decision. The words 'estimate,' 'possible'
and 'seeking' and similar expressions identify forward-looking statements, which speak only as to the date the statement was made.
The company undertakes no obligation to publicly update or revise any forward-looking statements, whether because of new information,
future events, or otherwise. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot
be predicted, or quantified. Future events and actual results could differ materially from those set forth in, contemplated by,
or underlying the forward-looking statements. The risks and uncertainties to which forward-looking statements are subject include,
but are not limited to, the effect of government regulation, competition and other material risks.
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OPTIMIZERx CORPORATION
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
AS OF MARCH 31, 2016 AND DECEMBER 31, 2015
| March 31, 2016 | December 31, 2015 | |||||||
| ASSETS | ||||||||
| Current Assets | ||||||||
| Cash and cash equivalents | $ | 7,548,261 | $ | 8,207,565 | ||||
| Accounts receivable | 2,340,765 | 2,847,450 | ||||||
| Prepaid expenses | 54,555 | 70,623 | ||||||
| Total Current Assets | 9,943,581 | 11,125,638 | ||||||
| Property and equipment, net | 23,076 | 10,239 | ||||||
| Other Assets | ||||||||
| Patent rights, net | 817,239 | 832,884 | ||||||
| Web development costs, net | 308,812 | 340,470 | ||||||
| Security deposit | 5,049 | 5,049 | ||||||
| Total Other Assets | 1,131,100 | 1,178,403 | ||||||
| TOTAL ASSETS | $ | 11,097,757 | $ | 12,314,280 | ||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
| Current Liabilities | ||||||||
| Accounts payable - trade | $ | 195,076 | $ | 212,191 | ||||
| Accounts payable - related party | - | 570,000 | ||||||
| Accrued expenses | 8,090 | 6,983 | ||||||
| Revenue share payable | 1,502,816 | 2,355,608 | ||||||
| Deferred revenue | 845,226 | 227,002 | ||||||
| Total Liabilities | 2,551,208 | 3,371,784 | ||||||
| Stockholders' Equity | ||||||||
| Common stock, $.001 par value, 500,000,000 shares authorized, 29,043,425 and 29,030,925 shares issued and outstanding, respectively | 29,043 | 29,031 | ||||||
| Preferred stock, $.001 par value, 10,000,000 shares authorized, 0 and 65 shares issued and outstanding, respectively | - | - | ||||||
| Stock warrants | 2,294,416 | 2,329,508 | ||||||
| Additional paid-in-capital | 32,631,226 | 32,185,499 | ||||||
| Stock payable | 663,670 | 1,132,148 | ||||||
| Deferred stock compensation | - | (13,800 | ) | |||||
| Accumulated deficit | (27,071,806 | ) | (26,719,890 | ) | ||||
| Total Stockholders' Equity | 8,546,549 | 8,942,496 | ||||||
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 11,097,757 | $ | 12,314,280 | ||||
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CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 2016 AND 2015
| For the Three Months Ended | ||||||||
| March 31 | ||||||||
| 2016 | 2015 | |||||||
| NET REVENUE | $ | 1,759,528 | $ | 1,487,553 | ||||
| COST OF SALES | 892,793 | 756,440 | ||||||
| GROSS MARGIN | 866,735 | 731,113 | ||||||
| OPERATING EXPENSES | 1,228,564 | 842,610 | ||||||
| LOSS FROM OPERATIONS | (361,829 | ) | (111,497 | ) | ||||
| OTHER INCOME (EXPENSE) | ||||||||
| Interest income | 10,076 | 296 | ||||||
| Interest Expense | (163 | ) | - | |||||
| TOTAL OTHER INCOME (EXPENSE) | 9,913 | 296 | ||||||
| LOSS BEFORE PROVISION FOR INCOME TAXES | (351,916 | ) | (111,201 | ) | ||||
| PROVISION FOR INCOME TAXES | - | - | ||||||
| NET LOSS | $ | (351,916 | ) | $ | (111,201 | ) | ||
| WEIGHTED AVERAGE SHARES OUTSTANDING | ||||||||
| BASIC AND DILUTED | 29,030,925 | 22,897,819 | ||||||
| NET LOSS PER SHARE | ||||||||
| BASIC AND DILUTED | $ | (0.01 | ) | $ | (0.00 | ) | ||
Company Contact:
OptimizeRx
Doug Baker
dbaker@samplemd.com
248-651-6568 x807
Investor Relations Contact:
Liolios Group
Ron Both, Senior Managing Director
oprx@liolios.com
949-574-3860
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