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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment No. 1
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 14, 2000
REVCARE, INC.
(Exact name of registrant as specified in its charter)
Nevada 0-17192 84-1061382
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
5400 Orange Avenue, Suite 200, Cypress, CA 90630
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (714) 995-0627
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired.
The financial statements of Orange County Professional Services, Inc. (dba
California Professional Services) and Affiliated Companies ("OCPS") required by
this item are attached as Exhibits 99.1(a) and 99.1(b).
(b) Pro Forma Financial Information (Unaudited).
The unaudited pro forma combined condensed financial statements are
attached as Exhibit 99.1 (c) and reflect the acquisition of (i) all of the
outstanding stock of Orange County Professional Services, Inc. and its
subsidiary, Impact Seminars and Consulting, Inc., and (ii) substantially all of
the assets of Insource Medical Solutions, LLC, RBA Rem-Care, Inc. and Hospital
Employee Labor Pool by RevCare, Inc. ("Registrant"). The unaudited pro forma
combined condensed financial statements are provided for informational purposes
only and are not necessarily indicative of the results that actually would have
occurred had the acquisition been in effect for the period presented.
The unaudited pro forma combined condensed balance sheet is based on the
historical balance sheet as of June 30, 2000 and is presented as if the
acquisition had been consummated at that date. The unaudited pro forma combined
condensed consolidated statements of income are based on the historical
statements of income of each of Registrant and OCPS for the nine months ended
June 30, 2000, and reflect certain adjustments to give effect to the acquisition
as if it had occurred on October 1, 1999, and for the year ended September 30,
1999, and reflect certain adjustments to give effect to the acquisition as if it
had occurred on October 1, 1998.
Pro forma adjustments are based on the purchase method of accounting and a
preliminary allocation of the purchase price. However, changes to the
adjustments included in the unaudited pro forma combined condensed financial
statements are expected as evaluations of assets and liabilities are completed
and additional information becomes available. Accordingly, the final allocated
values will differ from the amounts used to calculate the adjustments in the
unaudited pro forma combined condensed consolidated statements of income.
(c) Exhibits.
Exhibit Name of Exhibit
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99.1 (a) Audited Financial Statements of Orange County Professional Services,
Inc. (dba California Professional Services) and Affiliated Companies
(filed herewith).
99.1 (b) Unaudited Financial Statements of Orange County Professional
Services, Inc. (dba California Professional Services) and Affiliated
Companies (filed herewith).
99.1 (c) Unaudited Pro Forma Combined Condensed Financial Statements of
RevCare, Inc. (filed herewith).
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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.
REVCARE, INC.
Date: October 27, 2000 By: /s/ Manuel Occiano
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Manuel Occiano
Chief Executive Officer
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EXHIBIT INDEX
Exhibit Name of Exhibit
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99.1 (a) Audited Financial Statements of Orange County Professional Services,
Inc. (dba California Professional Services) and Affiliated Companies
(filed herewith).
99.1 (b) Unaudited Financial Statements of Orange County Professional
Services, Inc. (dba California Professional Services) and Affiliated
Companies (filed herewith).
99.1 (c) Unaudited Pro Forma Combined Condensed Financial Statements of
RevCare, Inc. (filed herewith).
