-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EfPtoFkdbXPDADFGl2nsshcBBA/d/HtGxSSubOjdRwgKIYdbVeVWilXbqseKY2pv 4lZg5f456RZ72tJNd68mlg== 0000912057-01-543062.txt : 20020413 0000912057-01-543062.hdr.sgml : 20020413 ACCESSION NUMBER: 0000912057-01-543062 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20011128 ITEM INFORMATION: Changes in control of registrant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TENDER LOVING CARE HEALTH CARE SERVICES INC/ NY CENTRAL INDEX KEY: 0001082993 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 113476656 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25777 FILM NUMBER: 1812965 BUSINESS ADDRESS: STREET 1: 1983 MARCUS AVE CITY: LAKE SUCCESS STATE: NY ZIP: 11042 BUSINESS PHONE: 5163581000 MAIL ADDRESS: STREET 1: 1983 MARCUS AVE CITY: LAKE SUCCESS STATE: NY ZIP: 11042 8-K 1 a2066002z8-k.txt 8-K 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 28, 2001 TENDER LOVING CARE HEALTH CARE SERVICES, INC. (Exact name of registrant as specified in its charter) DELAWARE 11-3476656 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification number) COMMISSION FILE NUMBER: 0-25777 1983 MARCUS AVENUE LAKE SUCCESS, NEW YORK 11042 (Address of principal executive offices and zip code) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (516) 358-1000 NOT APPLICABLE (Former name or former address, if changed since last report) INCLUDED INFORMATION ITEM 1. CHANGES IN CONTROL OF REGISTRANT On November 28, 2001, e-MedSoft.com, doing business as Med Diversified ("Med Diversified"), completed its tender offer (the "Offer") for all of the shares of Tender Loving Care Health Care Services, Inc. (the "Company"). Based on information provided by The Bank of New York, the depositary for the Offer, as of December 13, 2001, a total of 10,383,077 shares, or approximately 87.8% of the outstanding shares, were validly tendered in the Offer and have been or will be acquired by TLC Acq. Corporation, a wholly owned subsidiary of Med Diversified, for $1.00 per share in cash. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS Exhibit 99.1 Press release, issued on November 28, 2001, by Med Diversified (incorporated by reference to Exhibit 99(a)(2)(d) to Schedule TO/A filed by Med Diversified on November 28, 2001). 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. Tender Loving Care Health Care Services, Inc. Registrant By: /s/ Stephen Savitsky ------------------------------------ Stephen Savitsky Chief Executive Officer Date: December 13, 2001 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION Exhibit 99.1 Press release, issued on November 28, 2001, by Med Diversified (incorporated by reference to Exhibit 99(a)(2)(d) to Schedule TO/A filed by Med Diversified on November 28, 2001). -----END PRIVACY-ENHANCED MESSAGE-----