8-K

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): March 4, 2019

BioTelemetry, Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-55039	46-2568498
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

1000 Cedar Hollow Road Malvern, Pennsylvania	19355
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (610) 729-7000

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 7.01 Regulation FD Disclosure.

On March 4, 2019, BioTelemetry, Inc. issued a press release announcing the closing of the previously announced acquisition of Geneva Healthcare, Inc. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Exhibit Title
99.1	Press release dated March 4, 2019

SIGNATURE

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.

	BioTelemetry, Inc.
Dated: March 4, 2019	By:	/s/ Peter Ferola
		Name:	Peter Ferola
		Title:	Senior Vice President and General Counsel

EX-99.1

Exhibit 99.1

BioTelemetry, Inc. Completes Acquisition of

Geneva Healthcare, Inc.

Malvern, PA - March 4, 2019 - BioTelemetry, Inc. (NASDAQ:BEAT), the leading remote medical technology company focused on the delivery of health information to improve quality of life and reduce cost of care, announced today that the Company has completed its acquisition of Geneva Healthcare, Inc., the leading provider of remote monitoring for implantable cardiac devices.

Joseph H. Capper, President and Chief Executive Officer of BioTelemetry, Inc., commented: “We are excited to welcome the Geneva team to BioTelemetry. This talented group of individuals has significantly transformed the way physician offices consolidate and manage data from implantable cardiac devices, giving precious time back to the staff to focus on patient care. Geneva’s market-leading platform and service, along with our scale and resources, make a formidable combination that will provide substantial benefits to the thousands of practices we serve. We look forward to working with the Geneva team to further solidify our leadership position in remote cardiac monitoring.

“Looking forward, for 2019 we expect Geneva to contribute at least $10 million of revenue with gross margin in excess of 60%. In the near term, our focus for Geneva will be on customer acquisition and top-line growth. As an early stage company, we will need to make investments in the business to support this goal. As such, we do not anticipate Geneva to be accretive to earnings in the first year post-acquisition.”

About BioTelemetry

BioTelemetry, Inc. is the leading remote medical technology company focused on delivery of health information to improve quality of life and reduce cost of care.  We provide remote cardiac monitoring, remote blood glucose monitoring, centralized core lab services for clinical trials and original equipment manufacturing that serves both healthcare and clinical research customers.  More information can be found at www.gobio.com.

Cautionary Statement Regarding Forward-Looking Statements

This document includes certain forward-looking statements within the meaning of the “Safe Harbor” provisions of the Private Securities Litigation Reform Act of 1995 regarding, among other things, statements about both our beliefs and expectations regarding Geneva’s actual and expected annualized revenue and profitability and the growth and success of the combined entity. These statements may be identified by words such as “expect,” “anticipate,” “estimate,” “intend,” “plan,” “believe,” “promises,” and other words and terms of similar meaning. Such forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including important factors that could delay, divert or change any of these expectations, and could cause actual outcomes and results to differ materially from current expectations. For further details and a discussion of risks and uncertainties, please see our public filings with the Securities and Exchange Commission, including the company’s latest periodic reports on Forms 10-K and 10-Q. Readers are cautioned not to put undue reliance on forward-looking statements, which reflect only opinions as of the date of this press release. 

We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise, except as required by law.

Contact: BioTelemetry, Inc.

Heather C. Getz

Investor Relations

Executive Vice President, Chief Financial Officer

800-908-7103

investorrelations@biotelinc.com