<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
-----------------
NOTIFICATION OF LATE FILING SEC FILE NUMBER
1-13252
-----------------
(Check One): x Form 10-K Form 20-F Form 11-K
Form 10-Q Form N-SAR -----------------
CUSIP NUMBER
58155Q103
-----------------
For Period Ended: March 31, 1999
[ ] 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 Instruction (on back page) 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: McKesson HBOC, Inc.
Former Name if Applicable: McKesson Corporation
Address of Principal Executive Office (Street and Number): McKesson Plaza, One
Post Street
City, State and Zip Code: San Francisco, CA 94104
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)
x (a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
1
<PAGE>
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
x (c) The accountant's statement or other exhibit required by Rule 12b-25(c)
has been attached if applicable (with respect to the Form 10-K).
PART III - NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed
within the prescribed time period. (Attach Extra Sheets if Needed)
The Registrant will be unable to file its Annual Report on Form 10-K for the
fiscal year ended March 31, 1999, by June 29, 1999, the due date for the filing
with the Securities and Exchange Commission. This is because an ongoing Audit
Committee review process, which was initiated following the discovery in late
April 1999, of financial reporting issues at its recently acquired Information
Technology Business unit, formerly HBO & Co., has not been completed. This
prevented the Company from finalizing its consolidated financial statements as
of and for the three years ended March 31, 1999, by June 29, 1999. Consequently,
the audit of the Company's consolidated financial statements for such periods
was also not completed prior to June 29, 1999. Therefore, the filing of the
Annual Report on Form 10-K for the fiscal year ended March 31, 1999, cannot be
timely filed without unreasonable effort and expense in the absence of an
extension.
As a result of the issues described above, the Company is also unable to timely
file its Annual Report on Form 11-K for the HBO & Company Profit Sharing and
Savings Plan for the fiscal year ended December 31, 1998.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Ivan D. Meyerson (415) 983-8319
(Name) (Area Code) (Telephone Number)
(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 answer is no,
identify report(s). x Yes 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? x Yes (with respect to the Form 10-K) 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.
2
<PAGE>
See Attachment 1
McKesson HBOC, Inc.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: June 30, 1999 By: /s/ Ivan D. Meyerson
3
<PAGE>
ATTACHMENT 1
Registrant anticipates that it will report significant changes in results of
operations from the corresponding period for the last fiscal year, as well as
restatement of prior years results of operations. As has been publicly reported,
registrant is in the process of investigating and quantifying the accounting
adjustments required to restate previously reported interim results of
operations in the fiscal year ended March 31, 1999, and to restate the results
of operations for fiscal years ended March 31, 1997 and 1998. Because of the
ongoing investigation and related accounting analysis, registrant is not yet
able to quantify the anticipated adjustments and their effect on these
respective periods results of operations. However, registrant anticipates that
such changes in results of operations principally will involve only adjustments
to results of operations of its Information Technology Business unit (formerly
HBO & Co.) and which are due to the following:
* Corrections of accounting errors and irregularities relating to software
revenue recognition, primarily in the fiscal year March 31, 1999, but also,
to a lesser extent, in fiscal years ended March 31, 1997 and 1998.
* Corrections of certain other accounting errors and irregularities primarily
relating to: allowance for doubtful accounts; certain acquisition-related
reserves; and certain accrued liabilities. Such items primarily relate to
periods in the fiscal year ended March 31, 1999, but also contain, to a
lesser extent, adjustments to be made in the fiscal years ended March 31,
1997 and 1998.
4
<PAGE>
EXHIBIT INDEX
Exhibit Description
------- -----------
1 Accountant's Statement
<PAGE>
EXHIBIT 1
June 30, 1999
Ms. Heidi Yodowitz
Senior Vice President and Controller
and Acting Chief Financial Officer
McKesson HBOC, Inc.
One Post Street
San Francisco CA 94104
Dear Ms. Yodowitz,
This is to confirm that, because McKesson HBOC, Inc. (the "Company") has not yet
finalized its consolidated financial statements as of and for the three years
ended March 31, 1999, Deloitte & Touche LLP was unable to complete the audits of
the Company's consolidated financial statements for such periods by June 29,
1999.
Yours truly,
/s/ Deloitte & Touche LLP
