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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): OCTOBER 18, 2000
HEALTH SYSTEMS DESIGN CORPORATION
(Exact Name Of Registrant As Specified In Its Charter)
DELAWARE 0-27502 94-3235734
(State Or Other Jurisdiction (Commission File Number) (IRS Employer
Of Incorporation) Identification No.)
1111 BROADWAY, OAKLAND, CALIFORNIA 94607
(Address Of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (510) 251-1330
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ITEM 5. OTHER EVENTS.
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On October 19, 2000, Health Systems Design Corporation (the
"Company") issued a press release announcing a merger agreement entered into
with Perot Systems Corporation ("Perot Systems") dated October 18, 2000.
Perot Systems will acquire the Company for $2.00 per share in an all cash
transaction, pursuant to which a subsidiary of Perot Systems will merge with
and into the Company. Consummation of the merger is subject to a number of
conditions, including Company stockholder approval.
Copies of the press release dated October 19, 2000 announcing the
merger and the Agreement and Plan of Merger are attached to this Current
Report on Form 8-K as Exhibits 99.1 and 99.2, respectively, and are
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA AND EXHIBITS.
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(c) Exhibits
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EXHIBIT NO. DESCRIPTION
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99.1 Press Release issued October 19, 2000
99.2 Agreement and Plan of Merger, dated as of October
18, 2000, among Company, Perot Systems, and PSC
Health Care, Inc.
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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.
Dated as of October 20, 2000
HEALTH SYSTEMS DESIGN CORPORATION
By: /s/ CHRISTOPHER C. OHMAN
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Christopher C. Ohman,
Executive Vice President and Chief
Financial Officer
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EXHIBIT INDEX
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Exhibit No. Description
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99.1 Press Release issued October 19, 2000
99.2 Agreement and Plan of Merger, dated as of October 18,
2000, among Company, Perot Systems and PSC Health Care,
Inc.
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