-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Fpo/vgnxBk1mryY/PX2m1o7uVLhD+4YYemwdYZaTR7lFqJWRtEI9TqB1x7jabMYf n4l19xM3gXIxfNesG/BvSg== 0000950116-99-000674.txt : 19990406 0000950116-99-000674.hdr.sgml : 19990406 ACCESSION NUMBER: 0000950116-99-000674 CONFORMED SUBMISSION TYPE: NT 10-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990405 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEALTHDESK CORP CENTRAL INDEX KEY: 0001023767 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943165144 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: NT 10-K/A SEC ACT: SEC FILE NUMBER: 000-21819 FILM NUMBER: 99587564 BUSINESS ADDRESS: STREET 1: 2116 FINANCIAL CENTER CITY: DES MOINES STATE: IA ZIP: 50309 BUSINESS PHONE: 5152445746 NT 10-K/A 1 U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 to FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): [X] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: December 31, 1998 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form N-SAR For the Transition Period Ended: Read Attached Instruction Sheet Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: Part I - Registrant Information Full Name of Registrant: MC Informatics, Inc. Former Name if Applicable: HealthDesk Corporation Address of Principal Executive Office: 18881 Von Karmen Ave., Suite 100 Irvine, CA 92612 Part II - Rules 12b-25(b) and (c) If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate) [X] (a) The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; [X] (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q, or portion thereof will be filed on or before the fifth calendar day following the prescribed due date; and [ ] (c) The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. Part III - Narrative State below in reasonable detail the reasons why Form 10-K and Form 10-KSB, 20-F, 11-K, 10-Q and Form 10-QSB, N-SAR or the transition report or portion thereof could not be filed within the prescribed time period. (Attach extra sheets if needed) During 1998, HealthDesk Corporation entered into definitive agreements to sell substantially all of its assets to Patient InfoSystems, Inc. and thereafter merge with MC Informatics, Inc. On February 26, 1999, HealthDesk Corporation shareholders approved the sale of assets to Patient InfoSystems and the merger with MC Informatics, Inc. In connection with the foregoing transactions, substantially all of the employees, including the entire accounting staff, are no longer employed by the Company. In addition, the Company relocated its corporate offices from Berkeley, California to Irvine, California. Accordingly, new management and accounting staff are in the process of reconstructing certain financial information to complete the required annual audit and Form 10-KSB filing. Because of the above, the annual audit and 10-KSB cannot be filed by March 31, 1999 without unreasonable effort and/or expense. Part IV - Other Information (1) Name and telephone number of person to contact in regard to this notification: Jeffrey Pollard, Chief Financial Officer (949) 261-7100 (2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If the answer is no, identify report(s). [ ] Yes [X] No (3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? [ ] Yes [X] No If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made. Signature MC INFORMATICS, INC. (Name of Registrant as specified in charter) has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized. Date: April 1, 1999 By: /s/ Jeffrey Pollard --------------------------- Jeffrey Pollard Chief Financial Officer BDO Seidman, LLP 3200 Bristol Street, Suite 400 Accountants and Consultants Cossa Mesa, California 92626 Telephone: (714) 957-3200 Fax: (714) 957-1080 March 31, 1999 Securities and Exchange Commission 450 Fifth Street N.W. Washington, D.C. 20549 Gentlemen: This letter is written in response to the requirement of Rule 12b-25(c) under the Securities Exchange Act of 1934 and in satisfaction of item (c) of Part II of Form 12b-25. We are the independent auditors of MC Informatics, Inc. (the "Registrant"). The Registrant has stated in Part III of its filing on Form 12b-25 that it is unable to timely file, without unreasonable effort or expense, its Annual Report on Form 10-KSB for the year ended December 31, 1998 because our Firm has not yet completed our audit of the financial statements of the Registrant for the year ended December 31, 1998 and is therefore unable to furnish the required opinion on such financial statements. We hereby advise you that we have read the statements made by the Registrant in Part III of its filing on Form 12b-25 and agree with the statements made therein. We are unable to complete our audit of the Registrant's financial statements and furnish the required opinion for a timely filing because the Registrant's current personnel are in the process of reconstructing certain financial information required for the audit and, as a result, we have not yet had sufficient time to complete the auditing procedures which we consider necessary in the circumstances. Very truly yours, BDO Seidman, LLP -----END PRIVACY-ENHANCED MESSAGE-----