425 1 d8k.htm 425 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): November 9, 2010

 

 

A.D.A.M., Inc.

(Exact name of registrant as specified in its charter)

 

 

Commission File Number: 001-34401

 

Georgia     58-1878070

(State or other jurisdiction of

incorporation)

   

(IRS Employer

Identification No.)

10 10th Street NE, Suite 525

Atlanta, Georgia 30309-3848

(Address of principal executive offices, including zip code)

404-604-2757

(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:

 

x 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))

 

 

 

 

 


 

Information to be included in the report

Item 2.02. Results of Operations and Financial Condition

On November 9, 2010, A.D.A.M., Inc. issued a press release announcing its financial results for the third quarter ended September 30, 2010. The press release is attached as Exhibit 99.1 to this Form 8-K. The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934 and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

Item 8.01. Other Events.

Please see Item 2.02 above.

Item 9.01. Financial Statements and Exhibits

(d) The following exhibit is being furnished with this report pursuant to Item 2.02 of this Form 8-K:

 

Exhibit No.

  

Description

99.1    Press Release Regarding Financial Results for the Third Quarter Ended September 30, 2010.

 

Signature(s)

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.

 

    

 A.D.A.M., Inc.

 

Date: November 9, 2010

     By:       /S/    MARK B. ADAMS
       
     

Mark B. Adams

President, Secretary and Chief Executive Officer


 

Exhibit Index

 

Exhibit No.

  

Description

EX-99.1    Press Release Regarding Financial Results for the Third Quarter Ended September 30, 2010.