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 (Date of earliest event reported) November 16, 1998
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HEALTHSTAR CORP.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-19499 91-1934592
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
8745 West Higgins, Suite 300, Chicago, Illinois 60631
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (602) 451-8575
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Champion Financial Corporation (a Utah Corporation)
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(Former name or former address, if changed since last report.)
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
N/A
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
N/A
ITEM 3. BANKRUPTCY OR RECEIVERSHIP.
N/A
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS.
N/A
ITEM 5. OTHER EVENTS.
In October, 1998, Champion Financial Corporation, a Utah corporation
(the "Company") announced that (i) the Company's name was being changed to
HealthStar Corp., (ii) it was effecting a 2-for-1 reverse stock split of the
Company's common stock (the "Reverse Stock Split"), and (iii) the Company was
changing its state of incorporation from Utah to Delaware. These actions
occurred simultaneously on November 16, 1998, each having been previously
approved by the Company's Board of Directors and its shareholders.
Pursuant to the Reverse Stock Split, on November 16, 1998 every two
shares of the Company's common stock owned by each shareholder became one share
of the Company's common stock. No fractional shares will be issued in connection
with the Reverse Stock Split, and holders of any fractional shares resulting
from the Reverse Stock Split will be paid cash based upon the closing price of
the Company's common stock on the Nasdaq Stock Market on November 20, 1998.
Effective at the opening of the Nasdaq Stock Market on November 16, 1998, the
date of the Reverse Stock Split, the Company had approximately 3,385,089 shares
of its common stock outstanding as a result of the Reverse Stock Split.
Effective November 16, 1998, the Company's common stock symbol on the OTC
Bulletin Board is "PPOS" (the prior trading symbol was "CPFC").
Appropriate adjustments to reflect the Reverse Stock Split have been
made to all of the Company's outstanding options and warrants, including options
granted pursuant to the terms of the Company's stock option plans.
ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS.
N/A
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
N/A
(c) Exhibits.
N/A
ITEM 8. CHANGE IN FISCAL YEAR.
N/A
ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S.
N/A
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.
HEALTHSTAR CORP.
(f/k/a Champion Financial Corporation)
Date December 2, 1998 By /s/ Stephen J. Carder
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Its President and Chief Executive Officer
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