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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: January 23, 1996
(Date of the Earliest Event Reported)
HEALTHSOURCE, INC.
(Exact name of Registrant as specified in its charter)
New Hampshire 1-11538 02-0387748
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification Number)
incorporation)
Two College Park Drive
Hooksett, New Hampshire 03106
(Address of principal executive offices) (Zip Code)
603/268-7000
(Registrant's Telephone Number, including area code)
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Items 1-4. Not applicable.
Item 5. Other Events.
Healthsource, Inc. ("Healthsource") announced on January 23, 1996
that it has signed a definitive agreement with PACC HMO and PACC
Health Plans (together, "PACC"), affiliated Oregon nonprofit
managed care companies, to purchase substantially all of the
operating assets of PACC for an estimated net price of $80 million
in cash, subject to various accounting adjustments. The
agreement provides that PACC will deliver assets with a
consolidated net worth of approximately $41.2 million. The
transaction will take the form of a purchase of the assets
comprising PACC's multiple-product HMO business and other managed
care business and the assumption of PACC's existing policies.
Due to the nonprofit status of PACC, the transaction is subject to
the approval of the Oregon Attorney General's Office. The
transaction is also subject to regulatory approvals and certain
other material closing conditions. Healthsource cannot predict when
such approvals will be obtained or such closing conditions will be
met. There is no assurance that such approvals or conditions will
be satisfied.
The PACC companies are licensed in the states of Oregon and
Washington and primarily provide managed care benefits in the
greater Portland area. PACC has 110,000 members and offers a
variety of managed care products and plans, including commercial
HMO, Medicaid HMO, Medicare cost HMO, point-of-service HMO,
fully-insured PPO and managed indemnity.
Item 6. Not applicable.
Item 7. Financial Statements and Exhibits.
(a) Not applicable
(b) Not applicable
(c) Not applicable
Item 8. Not applicable.
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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.
HEALTHSOURCE, INC.
Dated: January 26, 1996 By: /s/ Thomas M. Congoran
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Thomas M. Congoran
Chief Financial Officer
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