-----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, NDWGUdyCX4EqJqCaO/MIB3c9oMk99YKhCs+CWpIYrfd2TmvkBc1IMStqCxe9z2RV 0+XMvYB5XdH+ry9aWUmAgQ== 0001047469-98-033257.txt : 19980901 0001047469-98-033257.hdr.sgml : 19980901 ACCESSION NUMBER: 0001047469-98-033257 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980831 ITEM INFORMATION: FILED AS OF DATE: 19980831 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACCESS HEALTH INC CENTRAL INDEX KEY: 0000882304 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 680163589 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-19758 FILM NUMBER: 98701716 BUSINESS ADDRESS: STREET 1: 335 INTERLOCKEN PARKWAY CITY: BROOMFIELD STATE: CO ZIP: 80021 BUSINESS PHONE: 3034669500 MAIL ADDRESS: STREET 1: 11020 WHITE ROCK RD CITY: RANCHO CORDOVA STATE: CA ZIP: 95670 FORMER COMPANY: FORMER CONFORMED NAME: ACCESS HEALTH MARKETING INC DATE OF NAME CHANGE: 19930328 8-K 1 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 August 31, 1998 --------------- Date of Report (Date of earliest event reported) ---------------------- ACCESS HEALTH, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 0-19758 68-0163589 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification Number)
335 INTERLOCKEN PARKWAY BROOMFIELD, COLORADO 80021 (address of principal executive offices) (Zip Code) (303) 466-9500 -------------- Registrant's telephone number, including area code ---------------------- ITEM 5. OTHER EVENTS On June 30, 1998, pursuant to an Amended and Restated Agreement and Plan of Reorganization dated as of June 4, 1998 (the "Merger Agreement") by and among Access Health, Inc. ("Access Health" or the "Company"), Access Acquisition Corp. 98A ("Merger Sub"), a wholly-owned subsidiary of Access Health, Inc. and InterQual, Inc. ("InterQual"), Access Health consummated a merger with InterQual by means of a merger of Merger Sub into InterQual (the "Merger"), with InterQual remaining as the surviving corporation in the Merger. As a result of the Merger, InterQual became a wholly-owned subsidiary of Access Health. The Merger Qualifies as a pooling of interests for financial reporting purposes, in accordance with generally accepted accounting principles. In order to satisfy requirements under the Merger Agreement, the Company is filing herewith combined results for a 31-day period from July 1 to July 31, 1998 of Access Health, Inc. and InterQual, Inc. The financial results filed herewith are for one month only and are not indicative of results for the Quarter ended September 30, 1998, or for any other period. Access Health, Inc. Consolidated Results of Operations (In thousands, except per share amounts) (Unaudited) 31 Days Ended July 31, 1998 ------------- Revenue $11,780 Costs & Expenses 9,084 -------- Income from Operations 2,696 Non-operating income (net) 296 -------- Income before taxes 2,992 Provision for income taxes 1,137 -------- Net Income $ 1,855 Net Income per Share Basic $ 0.08 Diluted $ 0.08 Shares used in per share calculations Basic 23,578 Diluted 24,573 2 SIGNATURES 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. ACCESS HEALTH, INC. DATED, this 31st day of August 1998. By: /s/ Timothy H. Connor --------------------------------- Name: Timothy H. Connor Title: Senior Vice President and Chief Financial Officer 3 -----END PRIVACY-ENHANCED MESSAGE-----