8-K 1 d8k.htm FORM 8-K Form 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): August 10, 2005

 

Commission File No. 001-12392

 


 

NDCHealth Corporation

(Exact name of registrant as specified in its charter)

 

DELAWARE   58-0977458

(State or other jurisdiction of

incorporation)

 

(IRS Employer

Identification Number)

 

NDC Plaza, Atlanta, Georgia   30329-2010
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code (404) 728-2000

 

None

(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):

 

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

 



ITEM 2.02 Results of Operations and Financial Condition.

 

On August 10, 2005, NDCHealth Corporation (“NDCHealth” or the “Company”) announced financial and operating results for its fourth fiscal quarter and fiscal year ended May 27, 2005. The full text of the press release is attached as exhibit 99.1.

 

The information in this Current Report on Form 8-K, including exhibits 99.2 through 99.5 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, unless expressly set forth in such future filing that such information is to be considered “filed” or incorporated by reference therein.

 

ITEM 9.01 Financial Statements and Exhibits.

 

(c) Exhibits.

 

Exhibit
Number


  

Exhibit Title


99.1    Press Release dated August 10, 2005.
99.2    Adjusted EBITDA Reconciliation.
99.3    Adjusted EPS Reconciliation.
99.4    Free Cash Flow Reconciliation.
99.5    Segment Financial Summary.


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.

 

NDCHealth Corporation

            (Registrant)

By:  

/s/ James W. FitzGibbons

   

James W. FitzGibbons

Vice President and Chief Accounting Officer

 

Date: August 10, 2005