-----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, GtX0LuxYe/Nk4D6Slgv6PUbaQALZPOn8I7AAq50pjFH3OarDeJ4GuO0HvGFkpVAK SWGxzO4Y9do2nj9UO5Y9vA== 0000950134-02-011660.txt : 20020924 0000950134-02-011660.hdr.sgml : 20020924 20020924162745 ACCESSION NUMBER: 0000950134-02-011660 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020924 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20020924 FILER: COMPANY DATA: COMPANY CONFORMED NAME: D & K HEALTHCARE RESOURCES INC CENTRAL INDEX KEY: 0000888914 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DRUGS PROPRIETARIES & DRUGGISTS' SUNDRIES [5122] IRS NUMBER: 431465483 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20348 FILM NUMBER: 02771211 BUSINESS ADDRESS: STREET 1: 8000 MARYLAND AVENUE STREET 2: SUITE 920 CITY: ST. LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3147273485 MAIL ADDRESS: STREET 1: 8000 MARYLAND AVENUE STREET 2: SUITE 920 CITY: ST. LOUIS STATE: MO ZIP: 63105 FORMER COMPANY: FORMER CONFORMED NAME: D & K WHOLESALE DRUG INC/DE/ DATE OF NAME CHANGE: 19930328 8-K 1 c71929e8vk.txt FORM 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) September 24, 2002 ------------------------------- D & K HEALTHCARE RESOURCES, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Delaware - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 000-20348 43-1465483 - ------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) 8000 Maryland Avenue, Suite 920, St. Louis, MO 63105 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (314) 727-3485 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) N/A - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) D & K HEALTHCARE RESOURCES, INC. FORM 8-K ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits See the Exhibit Index attached to this report and incorporated herein by reference. ITEM 9. REGULATION FD DISCLOSURE. D & K Healthcare Resources, Inc. is furnishing under Item 9 of this Current Report on Form 8-K: (i) the information included as Exhibit 99.1 to this report. Exhibit 99.1 consists of copies of the certifications required by Securities and Exchange Commission Order 4-460, which were filed on September 24, 2002. (ii) the information included as Exhibit 99.2 to this report. Exhibit 99.2 consists of copies of the certifications required by Section 906 of the Sarbanes-Oxley Act of 2002, which accompanied the Annual Report on Form 10-K filed by the registrant on September 24, 2002. The information in this Current Report on Form 8-K, including the exhibits, is furnished pursuant to Item 9 and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. 2 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. Date: September 24, 2002 D & K HEALTHCARE RESOURCES, INC. By: /s/ Thomas S. Hilton --------------------------------- Thomas S. Hilton Senior Vice President and Chief Financial Officer 3 EXHIBIT INDEX Exhibit Number Description 99.1 Certifications by Chief Executive Officer and Chief Financial Officer of D & K Healthcare Resources, Inc. pursuant to SEC Order 4-460. 99.2 Certifications by Chief Executive Officer and Chief Financial Officer of D & K Healthcare Resources, Inc. pursuant to Section 906 of Sarbanes-Oxley Act of 2002. 4 EX-99.1 3 c71929exv99w1.txt CERTIFICATIONS BY CEO & CFO PURSUANT TO SEC 4-460 EXHIBIT 99.1 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, J. Hord Armstrong, III, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of D & K Healthcare Resources, Inc., and, except as corrected or supplemented in a subsequent covered report: - no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and - no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": - the Annual Report on Form 10-K filed for the fiscal year ended June 30, 2002 of D & K Healthcare Resources, Inc.; - all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of D & K Healthcare Resources, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and - any amendments to any of the foregoing. /s/ J. Hord Armstrong, III Subscribed and sworn to - -------------------------- before me this 24th J. Hord Armstrong, III day of September, 2002 Chairman of the Board and Chief Executive Officer /s/ Elizabeth J. Byrne ------------------------ September 24, 2002 Notary Public 5 STATEMENT UNDER OATH OF PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Thomas S. Hilton, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of D & K Healthcare Resources, Inc., and, except as corrected or supplemented in a subsequent covered report: - no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and - no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": - the Annual Report on Form 10-K filed for the fiscal year ended June 30, 2002 of D & K Healthcare Resources, Inc.; - all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of D & K Healthcare Resources, Inc. filed with the Commission subsequent to the filing of the Form 10-K identified above; and - any amendments to any of the foregoing. /s/ Thomas S. Hilton Subscribed and sworn to - -------------------- before me this 24th Thomas S. Hilton day of September, 2002 Senior Vice President and Chief Financial Officer /s/ Elizabeth J. Byrne ------------------------ September 24, 2002 Notary Public 6 EX-99.2 4 c71929exv99w2.txt CERTIFICATIONS BY CEO & CFO PUSUANT TO SECTION 906 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of D & K Healthcare Resources, Inc. ("Company") on Form 10-K for the period ended June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, J. Hord Armstrong, III, Chairman of the Board and Chief Executive Officer of the Company, certify, to the best of my knowledge, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that: 1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Company. Dated September 24, 2002 /s/ J. Hord Armstrong, III -------------------------- J. Hord Armstrong, III Chairman of the Board and Chief Executive Officer 7 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of D & K Healthcare Resources, Inc. ("Company") on Form 10-K for the period ended June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Thomas S. Hilton, Senior Vice President and Chief Financial Officer of Company, certify, to the best of my knowledge, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that: 1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Company. Dated September 24, 2002 /s/ Thomas S. Hilton -------------------- Thomas S. Hilton Senior Vice President and Chief Financial Officer 8 -----END PRIVACY-ENHANCED MESSAGE-----