<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): July 5, 2000
ADVANCE PARADIGM, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-21447 75-2493381
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
5215 N. O'Connor Suite #1600, Irving, Tx 75039
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (972) 830-6199
<PAGE> 2
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
This Form 8-K/A is being filed to amend the Form 8-K filed on July 19,
2000 by Advance Paradigm, Inc. (the "Company") to include the financial
statements and pro forma financial information referred to in Item 7 below
relating to the acquisition of First Florida International Holdings, Inc.,
Phoenix Communications International, Inc., Innovative Pharmaceutical
Strategies, Inc., HMN Health Services, Inc. and Mature Rx Plus of Nevada, Inc.
(the "Acquired Companies") pursuant to an Agreement and Plan of Merger and
Reorganization, dated July 5, 2000 (the "Merger Agreement").
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
The following financial statements and unaudited pro forma condensed
combined financial information are being provided in accordance with the
instructions to this item.
(a) Financial Statements of Businesses Acquired.
The financial statements of FFI are submitted herewith as Exhibit
99.1
(b) Unaudited Interim Financial Statements of Businesses Acquired
The Unaudited Interim Financial statements are submitted herewith
as Exhibit 99.1
(c) Pro Forma Financial Information.
The Unaudited Pro Forma Condensed Combined Financial Statements are
submitted herewith as Exhibit 99.1
(d) Exhibits.
Exhibits required by Item 601 of Regulation S-K:
<TABLE>
<CAPTION>
Exhibit No. Exhibit
----------- -------
<S> <C>
2.1* Agreement and Plan of Merger and Reorganization, dated
July 5, 2000
23.1 Consent of Independent Public Accountants
99.1 Audited financial statements of FFI Health Services as
of March 31, 2000, and for the year then ended, and as
of June 30, 2000, and for the three months ended June
30, 2000, and certain unaudited Pro Forma financial
data.
</TABLE>
----------
* Incorporated by reference to the Company's Form 8-K filed with the
Securities and Exchange Commission on July 19, 2000.
<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.
ADVANCE PARADIGM, INC.
Date: September 18, 2000 By: /s/ DAVID D. HALBERT
-------------------------------------
Name: David D. Halbert
-----------------------------------
Title: Chief Executive Officer/Chairman
----------------------------------
of the Board
----------------------------------
<PAGE> 4
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<S> <C>
2.1* Agreement and Plan of Merger and Reorganization, dated
July 5, 2000
23.1 Consent of Independent Public Accountants
99.1 Audited financial statements of FFI Health Services as
of March 31, 2000, and for the year then ended, and as
of June 30, 2000, and for the three months ended June
30, 2000, and certain unaudited Pro Forma financial
data.
</TABLE>
----------
* Incorporated by reference to the Company's Form 8-K filed with the
Securities and Exchange Commission on July 19, 2000.