RAYTEL MEDICAL CORP
8-K, 1999-08-24
MISC HEALTH & ALLIED SERVICES, NEC
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<PAGE>   1

                       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 20, 1999
                -------------------------------------------------
                (Date of Report; Date of Earliest Event Reported)


                           Raytel Medical Corporation
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                                    Delaware
                 ----------------------------------------------
                 (State or other jurisdiction of incorporation)


<TABLE>
<S>                                            <C>
                   0-27186                                94-2787342
- --------------------------------------------   ---------------------------------
          (Commission File Number)             (IRS Employer Identification No.)


2755 Campus Drive, Suite 200, San Mateo, CA                 94403
- --------------------------------------------   ---------------------------------
 (address of principal executive offices)                 (Zip Code)
</TABLE>


                                 (650) 349-0800
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


<PAGE>   2

ITEM 5. Other Events.

     On August 20, 1999, Raytel Medical Corporation (the "Company") announced
the retirement of Allan Zinberg, who had served as the Company's President and
Chief Operating Officer. The retirement is effective December 31, 1999. Richard
F. Bader, Chairman and Chief Executive Officer, will assume the duties of Mr.
Zinberg over the course of the next four and one-half months. A copy of the
press release announcing the retirement of Mr. Zinberg is attached as Exhibit
99.1 and is incorporated herein by reference.


ITEM 7. Financial Statements and Exhibits.

     (a)  Financial statements of business acquired:

          Not applicable.

     (b)  Pro forma financial information:

          Not applicable.

     (c)  Exhibits:

<TABLE>
<CAPTION>
          Exhibit No.               Description
          -----------               -----------
<S>                                 <C>
             99.1                Press Release dated August 20, 1999
</TABLE>


                                      -2-

<PAGE>   3

                                   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 hereunto duly authorized.


                                         RAYTEL MEDICAL CORPORATION




Dated: August 20, 1999                   By: /s/ Richard F. Bader
                                            ------------------------------------
                                            Richard F. Bader
                                            Chairman and Chief Executive Officer


                                      -3-

<PAGE>   4

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit No.               Description
- -----------               -----------
<S>                       <C>
   99.1                   Press Release dated August 20, 1999
</TABLE>


                                      -4-

<PAGE>   1

                           APPROVED BY:     Richard F. Bader, Chairman & CEO

                           CONTACTS:        Larry Weisgal
                                            Director, Investor Relations
                                            (650) 349-0800
                                            Morgen-Walke
                                            Alex Wellins, Jill Fatzinger
                                            (415) 296-7383
                                            Patricia Walsh
                                            (212) 850-5600



               RAYTEL MEDICAL CORPORATION ANNOUNCES RETIREMENT OF
                      PRESIDENT AND CHIEF OPERATING OFFICER


SAN MATEO, CA/August 20, 1999 --- Raytel Medical Corporation (Nasdaq:RTEL)
announced today that its President and Chief Operating Officer, Allan Zinberg,
has given notice of his intent to retire effective December 31, 1999. Over the
next several months Mr. Bader will assume Mr. Zinberg's responsibilities.

Mr. Bader, Chairman and Chief Executive Officer, commented, "Raytel does not
plan to fill the position at this time." Mr. Bader further stated, "Allan has
provided invaluable management and leadership to the Company over the last
twenty-five years. His departure will be genuinely felt, particularly on a
personal level."

"It is very difficult to leave Raytel and the business that I have been
associated with for most of my working career. But there comes a time when one's
priorities begin to change, and I have decided it is time for my retirement,"
added Allan Zinberg. "I am leaving Raytel in strong and capable hands, and am
confident in the future direction of the Company."

<PAGE>   2

Mr. Bader went on to say, "I am confident that our strong executive team will
manage the transition smoothly. In addition, we will have the advantage of
Allan's knowledge and experience on the Board after his retirement. I thank
Allan for his years of service to the Company and wish him and his family well."

     Raytel (www.raytel.com), headquartered in San Mateo, California, is a
leading provider of services and efficient dissemination of technical
information to physicians and patients with cardiovascular disease. These
services include remote cardiac monitoring and testing services utilizing
transtelephonic technology and various Internet initiatives, as well as
cardiovascular centers of excellence and ambulatory diagnostic cardiovascular
facilities. The Internet initiatives include test results, patient records,
medical books, physician office supplies, and information on pharmaceuticals,
implantable devices, and other medical technology. The information Raytel
supplies includes a combination of patient data, test results, and diagnostic
quality imaging including ECGs and cardiac angiograms. Raytel has a database of
more than 500 different pacemaker models, which it relies upon in the
preparation of this information. Last year Raytel provided services to more than
200,000 patients throughout the United States. The cardiovascular centers
integrate the diagnostic, therapeutic and patient management services associated
with cardiovascular disease. In addition, the cardiovascular centers combine an
acute care hospital with cardiologists, cardiac surgeons, and other physicians
to provide high-quality, cost-effective cardiac disease management through a set
of diagnostic and therapeutic protocols. Cardiovascular centers represent an
innovative method of delivering a high level of patient care at a competitive
price.


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