-----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, TkgegMhAxrA9PujLJ54MtOvrgRXYcez3epB1dxM95IEKyyasaRU1zSphfSOXDUKT fXmZHP53lvvaMuJwWgTM0A== 0000950147-98-001012.txt : 19981208 0000950147-98-001012.hdr.sgml : 19981208 ACCESSION NUMBER: 0000950147-98-001012 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981116 ITEM INFORMATION: FILED AS OF DATE: 19981207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEALTHSTAR CORP /UT/ CENTRAL INDEX KEY: 0000877050 STANDARD INDUSTRIAL CLASSIFICATION: PERIODICALS: PUBLISHING OR PUBLISHING AND PRINTING [2721] IRS NUMBER: 911934592 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-19499 FILM NUMBER: 98764729 BUSINESS ADDRESS: STREET 1: 8745 WEST HIGGINS STREET 2: SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60631 BUSINESS PHONE: 602-451-8575 MAIL ADDRESS: STREET 1: 8745 WEST HIGGINS STREET 2: SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60631 FORMER COMPANY: FORMER CONFORMED NAME: CHAMPION FINANCIAL CORP /MD/ DATE OF NAME CHANGE: 19970213 8-K 1 CURRENT REPORT DATED 11/16/98 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 ----------------- HEALTHSTAR CORP. ------------------------------------------------------ (Exact name of registrant as specified in its charter) DELAWARE 0-19499 91-1934592 - ---------------------------- ----------- ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 8745 West Higgins, Suite 300, Chicago, Illinois 60631 ----------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (602) 451-8575 ----------------- Champion Financial Corporation (a Utah Corporation) -------------------------------------------------------------- (Former name or former address, if changed since last report.) 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 2 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 --------------------------------------- Its President and Chief Executive Officer 3 -----END PRIVACY-ENHANCED MESSAGE-----