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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB/A
AMENDMENT NO. 1
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: March 31, 2000
Commission file number: 0-26567
e-MedSoft.com
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(Name of small business issuer in its Charter)
Nevada 84-1037630
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1300 Marsh Landing Parkway, Suite 106, Jacksonville, Florida 32250
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(Address of principal executive offices, including zip code)
(904) 543-1001
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(Issuer's telephone number)
Securities Registered Pursuant to Section 12(b) of the Act: None.
Securities Registered Pursuant to Section 12(g) of the Act:
Common Stock, $.001 Par Value
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the Registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Check if disclosure of delinquent filers pursuant to Item 405 of Regulation S-B
is not contained in this form, and no disclosure will be contained, to the best
of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. [ ]
The Issuer's revenues for its fiscal year ended March 31, 2000 were $45,982,416.
As of June 22, 2000, 77,043,039 shares of the Registrant's common stock were
outstanding, and the aggregate market value of the shares held by non-affiliates
was approximately $260,331,500.
DOCUMENTS INCORPORATED BY REFERENCE: None.
[Transitional] Small Business Disclosure Format (check one): Yes __ No X
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ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K.
(a) 3. EXHIBITS.
EXHIBIT
NUMBER DESCRIPTION LOCATION
3.1 Articles of Incorporation, Incorporated by reference to
as Amended the Registrant's Form S-18
Registration Statement
(No. 33-8420-D)
3.2 Bylaws Incorporated by reference to
Registrant's Form S-18
Registration Statement
(No. 33-8420-D)
3.3 Restated Articles of Incorporated by reference to
Incorporation Exhibit 3.3 to the Registrant's
Form 10-KSB for the year ended
March 31, 1999
10.0 Stock Acquisition and Incorporated by reference to
Technology Transfer Agree- Exhibit 10 to the Registrant's
ment dated December 22, Form 8-K dated January 7, 1999
1998, between MedTech,
Inc. (formerly "High
Hopes, Inc.") and Sanga
e-Health LLC
10.1 Loan and Security Agreement Incorporated by reference to
dated March 19, 1999, among Exhibit 10.1 to the Registrant's
the Company, Trammel In- Form 8-K dated March 19, 1999
vestors LLC and Donald H.
Ayers
10.2 Registration Rights Agree- Incorporated by reference to
ment among the Company, Exhibit 10.2 to the Registrant's
Trammel Investors LLC Form 8-K dated March 19, 1999
and Donald H. Ayers
10.3 Waiver, Rescission and Incorporated by reference to
Termination of Software Exhibit 10.1 to Amendment No. 1
License Agreement between to the Registrant's Form 8-K
Sanga e-Health LLC and dated January 7, 1999
Sanga Corporation dated
December 2, 1998
10.4 Assignment of Rights Under Incorporated by reference to
Financing Agreements Exhibit 10.4 to the Registrant's
Form 10-KSB for the year ended
March 31, 1999
10.5 Agreement with Donald H. Incorporated by reference to
Ayers dated June 14, 1999 Exhibit 10.5 to the Registrant's
Form 10-KSB for the year ended
March 31, 1999
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10.6 Agreement with Trammel Incorporated by reference to
Investors LLC dated Exhibit 10.6 to the Registrant's
May 15, 1999 Form 10-KSB for the year ended
March 31, 1999
10.7 Asset Purchase Agreement Incorporated by reference to
dated September 1, 1999 Exhibit 10.7 to the Registrant's
among Sanga e-Health LLC, Form 8-K dated September 1, 1999
e-MedSoft.com, and
University Affiliates IPA,
Inc.
10.8 Software License and Incorporated by reference to
Services Agreement dated Exhibit 10.8 to the Registrant's
September 1, 1999 between Form 8-K dated September 1, 1999
University Affiliates IPA,
Inc. and e-MedSoft.com
10.9 Registration Rights Incorporated by reference to
Agreement dated September Exhibit 10.9 to the Registrant's
1, 1999 between University Form 8-K dated September 1, 1999
Affiliates IPA, Inc. and
e-MedSoft.com
10.10 Corrected Agreement and Incorporated by reference to
Plan of Merger and Reorgani- Exhibit 10.1 to the Registrant's
zation dated February 21, Form 8-K dated February 29, 2000
2000, among e-MedSoft.com, and amended on May 12, 2000
VirTx Acquisition Corporation
and VirTx, Inc.
10.11 Acquisition and Joint Incorporated by reference to
Venture Agreement dated Exhibit 10.11 to the Registrant's
March 18, 2000, between Form 8-K dated March 18, 2000
CypherComm, Inc. and
the Company
10.12 Management Services and Incorporated by reference to
Joint Venture Agreement Exhibit 10.12 to the Registrant's
dated April 6, 2000, Form 8-K/A filed on May 2, 2000
between Prime RX.com, Inc.
and e-MedSoft.com, as
modified
10.13 Master Preferred Provider Incorporated by reference to
Agreement between Exhibit 10.13 to the Registrant's
e-MedSoft.com and Prime Form 8-K/A filed on May 2, 2000
RX.com, Inc.
10.14 Agreement dated April 7, Incorporated by reference to
2000, between e-MedSoft.com Exhibit 10.14 to the Registrant's
and the shareholders of Form 8-K/A filed on May 2, 2000
Prime RX.com, Inc.
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10.15 Agreement and Plan of Merger Incorporated by reference to
and Reorganization dated Exhibit 10.10 to Registrant's
April 18, 2000, among Form 8-K dated May 5, 2000
e-MedSoft.com, Illumea
Acquisition Corporation
and Illumea Corporation
21 Subsidiaries of the Previously filed
Registrant
23 Consent of Arthur Andersen Filed herewith electronically
LLP
27 Financial Data Schedule Previously filed
(b) REPORTS ON FORM 8-K. The Company filed a Form 8-K dated February 29,
2000, reporting under Item 2 the acquisition of VirTx, Inc. The financial
statements required under Item 7 were filed by amendment on April 26, 2000. The
Company filed a Form 8-K dated March 18, 2000, reporting under Item 5 the joint
venture agreement with CypherComm, Inc.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Amendment to be signed
on its behalf by the undersigned, thereunto duly authorized.
Date: July 7, 2000 e-MedSoft.com
By:/s/ Margaret A. Harris
Margaret A. Harris, Chief Financial
Officer
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EXHIBIT INDEX
EXHIBIT
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23 Consent of Arthur Andersen LLP
