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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Amendment No. 1 to
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One):
[X] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: December 31, 1998
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
Read Attached Instruction Sheet Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission
has verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
Part I - Registrant Information
Full Name of Registrant: MC Informatics, Inc.
Former Name if Applicable: HealthDesk Corporation
Address of Principal Executive Office:
18881 Von Karmen Ave., Suite 100
Irvine, CA 92612
Part II - Rules 12b-25(b) and (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate)
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[X] (a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
[X] (b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof will be
filed on or before the fifteenth calendar day following the prescribed
due date; or the subject quarterly report or transition report on Form
10-Q, or portion thereof will be filed on or before the fifth calendar
day following the prescribed due date; and
[ ] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
Part III - Narrative
State below in reasonable detail the reasons why Form 10-K and Form
10-KSB, 20-F, 11-K, 10-Q and Form 10-QSB, N-SAR or the transition report or
portion thereof could not be filed within the prescribed time period. (Attach
extra sheets if needed)
During 1998, HealthDesk Corporation entered into definitive agreements
to sell substantially all of its assets to Patient InfoSystems, Inc. and
thereafter merge with MC Informatics, Inc. On February 26, 1999, HealthDesk
Corporation shareholders approved the sale of assets to Patient InfoSystems and
the merger with MC Informatics, Inc. In connection with the foregoing
transactions, substantially all of the employees, including the entire
accounting staff, are no longer employed by the Company. In addition, the
Company relocated its corporate offices from Berkeley, California to Irvine,
California. Accordingly, new management and accounting staff are in the process
of reconstructing certain financial information to complete the required annual
audit and Form 10-KSB filing. Because of the above, the annual audit and 10-KSB
cannot be filed by March 31, 1999 without unreasonable effort and/or expense.
Part IV - Other Information
(1) Name and telephone number of person to contact in regard to this
notification:
Jeffrey Pollard, Chief Financial Officer (949) 261-7100
(2) Have all other periodic reports required under Section 13 or 15(d)
of the Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s).
[ ] Yes [X] No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report or
portion thereof?
[ ] Yes [X] No
If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons why a
reasonable estimate of the results cannot be made.
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Signature
MC INFORMATICS, INC.
(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: April 1, 1999 By: /s/ Jeffrey Pollard
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Jeffrey Pollard
Chief Financial Officer
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BDO Seidman, LLP 3200 Bristol Street, Suite 400
Accountants and Consultants Cossa Mesa, California 92626
Telephone: (714) 957-3200
Fax: (714) 957-1080
March 31, 1999
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C. 20549
Gentlemen:
This letter is written in response to the requirement of Rule 12b-25(c) under
the Securities Exchange Act of 1934 and in satisfaction of item (c) of Part II
of Form 12b-25.
We are the independent auditors of MC Informatics, Inc. (the "Registrant"). The
Registrant has stated in Part III of its filing on Form 12b-25 that it is unable
to timely file, without unreasonable effort or expense, its Annual Report on
Form 10-KSB for the year ended December 31, 1998 because our Firm has not yet
completed our audit of the financial statements of the Registrant for the year
ended December 31, 1998 and is therefore unable to furnish the required opinion
on such financial statements.
We hereby advise you that we have read the statements made by the Registrant in
Part III of its filing on Form 12b-25 and agree with the statements made
therein. We are unable to complete our audit of the Registrant's financial
statements and furnish the required opinion for a timely filing because the
Registrant's current personnel are in the process of reconstructing certain
financial information required for the audit and, as a result, we have not yet
had sufficient time to complete the auditing procedures which we consider
necessary in the circumstances.
Very truly yours,
BDO Seidman, LLP
