UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
November 1, 2005
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
0-51149
(Commission File Number)
Emageon Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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63-1240138 |
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(I.R.S. Employer |
| incorporation or organization)
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Identification Number) |
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1200 Corporate Drive, Suite 200
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35242 |
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Birmingham, Alabama |
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(Zip Code) |
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(Address of principal executive offices)
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(205) 980-9222
(Registrant’s telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Emageon Inc. hereby amends its Current Report on Form 8-K dated November 1, 2005 in order to
correct mistaken references in the forward-looking statements disclaimers.
Item 7.01. Regulation FD Disclosure
On November 1, 2005, Emageon Inc., a Delaware corporation (the “Company”) issued a press
release related to the acquisition of Camtronics Medical Systems, Ltd., a Wisconsin corporation.
Exhibit 99.1 is a copy of that press release. The information contained therein shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to
the liabilities under that Section. Furthermore, the information furnished in Exhibit 99.1 shall
not be deemed to be incorporated by reference into any filing with the Securities and Exchange
Commission under the Securities Act of 1933.
The information contained in this report and on exhibits thereto contain forward-looking
statements about Emageon which represent the Company’s current views with respect to, among other
things, future events and financial performance. Any forward-looking statements contained in this
report and on such exhibits are based on Emageon’s historical performance and on current plans,
beliefs and expectations. Actual results may differ materially from those expressed or implied by
such forward-looking statements as a result of various risks, uncertainties and other factors
beyond its control. These risks, uncertainties and other factors include, among others, the risk
that Emageon may not compete successfully against larger competitors, risks associated with its
history of operating losses, the risk that it may not manage its growth effectively, risks related
to acquisitions (including integration difficulties, dilution, or other adverse financial
consequences), risks associated with its reliance on continuing relationships with large customers,
the risk of significant product errors or product failures, its reliance on reseller arrangements
for important components of its solution, the risk that it may not respond effectively to changes
in its industry, its customers’ reliance on third party reimbursements, and the potential impact on
its business of FDA regulations and other applicable health care regulations. Additional
information concerning these and other factors that could affect Emageon’s financial and operating
results may be found under the heading “Risk Factors” and elsewhere in the Company’s Form 10-K for
the year ended December 31, 2004, which was filed with the Securities and Exchange Commission on
March 31, 2005. Emageon undertakes no obligation to update these forward-looking statements or any
other information provided in this report and on such exhibits except as may be required by law.
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