8-K 1 e10700k1e8vk.htm FORM 8-K 8-K
 

 
 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) July 20, 2005

IMS HEALTH INCORPORATED

 
(Exact Name of Registrant as Specified in Its Charter)

Delaware

 
(State or Other Jurisdiction of Incorporation)
     
001-14049   06-1506026
 
(Commission File Number)   (IRS Employer Identification No.)
     
1499 Post Road, Fairfield, Connecticut   06824
 
(Address of Principal Executive Offices)   (Zip Code)

(203) 319-4700

 
(Registrant’s Telephone Number, Including Area Code)

N/A

 
(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 (see General Instruction A.2. below):

þ   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
þ   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))

 
 

 


 

Item 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

     On July 20, 2005, IMS Health Incorporated (“IMS”) issued a press release regarding financial results for the second quarter ended June 30, 2005. A copy of this press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

     Also on July 20, 2005, IMS held a conference call regarding financial results for the second quarter ended June 30, 2005. A copy of the transcript of this conference call is being furnished as Exhibit 99.2 to this Current Report on Form 8-K. Additionally, a copy of the presentation materials used during this conference call is being furnished as Exhibit 99.3 to this Current Report on Form 8-K.

     In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibits 99.1, 99.2 and 99.3, shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section other than for purposes of Rule 14a-12 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 other than for purposes of Rule 425 of the Securities Act of 1933.

Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(a) Financial Statements of Businesses Acquired.

None

(b) Pro Forma Financial Information.

None

(c) Exhibits.

     The following exhibit is furnished as part of this report:

         
Exhibit Number   Description
  99.1    
Press Release dated July 20, 2005
  99.2    
Transcript dated July 20, 2005
  99.3    
Presentation Materials dated July 20, 2005

 


 

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 thereunto duly authorized.
         
  IMS HEALTH INCORPORATED
 
 
  By:   /s/ Robert H. Steinfeld    
    Name:   Robert H. Steinfeld   
    Title:   Senior Vice President, General Counsel and Corporate Secretary   
 

Date: July 20, 2005

 


 

EXHIBIT INDEX

         
Exhibit Number   Description
  99.1    
Press Release dated July 20, 2005
  99.2    
Transcript dated July 20, 2005
  99.3    
Presentation Materials dated July 20, 2005