UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported):
August 25, 1998
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LIFERATE SYSTEMS, INC.
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(Exact name of registrant as specified in its charter)
Minnesota 0-25530 41-1682994
(State of incorporation) (Commission (I.R.S. Employer
File Number) Identification No.)
7210 Metro Boulevard, Edina, Minnesota 55439
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: 612/844-0599
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Item 5. Other Events.
Filed herewith as Exhibit 99.1 and incorporated herein by reference is a
press release dated August 25, 1998 issued by LifeRate Systems, Inc. (the
"Company") announcing that it has exited its existing business, retained an
investment banking firm to explore strategic options for the Company, and that
its president and chief executive officer has resigned.
Item 7. Financial Statements and Exhibits.
C. Exhibits
99.1 Press Release, dated August 25, 1998
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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.
LIFERATE SYSTEMS, INC.
/s/ Mark W. Sheffert
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Mark W. Sheffert
Chairman of the Board
Dated: September 8, 1998
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INDEX TO EXHIBITS
Exhibit No. Item Method of filing
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99.1 Press Release, dated August 25, 1998 Filed herewith electronically.
EXHIBIT 99.1
LIFFERATE SYSTEMS EXITS EXISTING BUSINESS,
RETAINS INVESTMENT BANKER TO EXPLORE STRATEGIC OPTIONS,
AND ANNOUNCES CEO RESIGNATION
MINNEAPOLIS, MINN., AUGUST 25, 1998 -- LifeRate Systems, Inc. (OTC
Bulletin Board: LRSI) today announced it has exited its existing business,
retained an investment banking firm to explore strategic options for the
company, and that its president and chief executive officer has resigned,
LifeRate Systems, Inc. is a development-stage company that has been
developing and marketing software-based solutions and clinical tools to allow
healthcare providers to demonstrate the quality and cost-effectiveness of the
medical care they deliver. After careful analysis of the market for the
company's existing products and the costs associated with developing future
products, the board of directors decided to cease marketing of its existing
product and development of new products. However, the company plans to continue
support of its service/maintenance contracts with existing customers for the
foreseeable future.
David J. Chinsky, president, chief executive officer and board member, has
resigned. In addition, all other senior managers have left the company. The
company has retained a small number of employees necessary to fulfill its
obligations under existing contracts.
LifeRate's board of directors has retained the services of Manchester
Financial Group, Inc., a Minneapolis-based investment banking firm specializing
in small and middle-market company transactions, to explore multiple strategic
opportunities for the company, including the sale of the company or a strategic
merger with another company.
Mark W. Sheffert, chairman, said, "After our analysis, it became obvious
that modifying our existing technology to meet market challenges would require a
substantial investment of time and money, neither of which the board felt would
be recovered in an acceptable period of time. Consequently, we decided to exit
our existing business, wind down expenses as far as possible, and explore
strategic options that will leverage our existing assets. We want to thank
David, the management team, and employees for their efforts and wish them well
in their future endeavors."
Except for historical financial information, the information contained in
this news release is forward-looking and subject to certain risks as described
in the company's filings with the Securities and Exchange Commission, including
the company's Form 10-KSB for fiscal year ended December 31, 1997, and the
Company's Form 10-QSB for the quarters ended March 31 and June 30, 1998.
