-----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, SmdKpd6a9fUAbxCsDP8MxspvUKd0kkIc4vW51EhE4bEye3pbhKQcDB4M1hOrzOXZ p++B9aijFDEJ2r3h5cNDZg== /in/edgar/work/20000627/0000910391-00-000023/0000910391-00-000023.txt : 20000920 0000910391-00-000023.hdr.sgml : 20000920 ACCESSION NUMBER: 0000910391-00-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000614 ITEM INFORMATION: FILED AS OF DATE: 20000627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ONHEALTH NETWORK CO CENTRAL INDEX KEY: 0000910391 STANDARD INDUSTRIAL CLASSIFICATION: [7372 ] IRS NUMBER: 411686038 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-22212 FILM NUMBER: 661126 BUSINESS ADDRESS: STREET 1: 808 HOWELL STREET STREET 2: STE 400 CITY: SEATTLE STATE: WA ZIP: 98101 BUSINESS PHONE: 2065830100 MAIL ADDRESS: STREET 1: 808 HOWELL ST STREET 2: STE 400 CITY: SEATTLE STATE: WA ZIP: 98101 FORMER COMPANY: FORMER CONFORMED NAME: IVI PUBLISHING INC DATE OF NAME CHANGE: 19930809 8-K 1 0001.txt CURRENT REPORT ON FORM 8-K ================================================================================ UNITED STATES 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 JUNE 14, 2000 - -------------------------------------------------------------------------------- (Date of earliest event reported) ONHEALTH NETWORK COMPANY - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Commission file number: 0-22212 WASHINGTON 41-1686038 - ------------------------------------------ ------------------------------- (State of incorporation or organization) (IRS Employer Identification No.) 808 HOWELL STREET, SUITE 400 SEATTLE, WASHINGTON 98101 - -------------------------------------------------------------------------------- (Address of principal executive offices) (206) 583-0100 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) ================================================================================ ITEM 5. OTHER EVENTS The purpose of this Current Report on Form 8-K is to file the Company's press release dated June 14, 2000. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits The following exhibits are filed herewith: 99.1 Press release dated June 14, 2000 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. OnHealth Network Company Date: June 26, 2000 By: \S\ RON STEVENS ------------------------------- Ron Stevens President and Chief Financial Officer EX-99 2 0002.txt EX-99.1 - PRESS RELEASE DATED JUNE 14, 2000 EXHIBIT 99.1 CONTACTS: AT ONHEALTH NETWORK COMPANY Bobbi Hoff, CFA or Gary Ball Investor Relations 206/652-0308 BOBBIH@ONHEALTH.COM or GARYB@ONHEALTH.COM FOR IMMEDIATE RELEASE ONHEALTH ANNOUNCES MANAGEMENT CHANGES RON STEVENS PROMOTED TO PRESIDENT, REPLACING ROBERT GOODMAN MARY BRUNO PROMOTED TO GENERAL MANAGER, EXECUTIVE VICE PRESIDENT, REPLACING REBECCA FARWELL SEATTLE, WA, JUNE 14, 2000 - OnHealth Network Company (Nasdaq: ONHN), a leading consumer health and wellness Internet destination (WWW.ONHEALTH.COM), today announced changes in the company's management team effective immediately. Ron Stevens, currently the Chief Financial Officer, has been appointed President and will assume responsibilities for Robert Goodman, who has resigned his position as President and Chief Executive Officer and as a director of the Company. Mr. Goodman will continue to provide consulting services to OnHealth while he is pursuing other interests. Mr. Stevens joined OnHealth in August 1999 as Chief Financial Officer and will continue in this role in addition to having responsibility for all aspects of the daily operations of the company. OnHealth does not have plans to fill the position of CEO prior to the pending acquisition. In addition, Mary Bruno will replace Rebecca Farwell as Executive Vice President and General Manager. Ms. Bruno joined OnHealth in September 1999 as Senior Vice President of Publishing. In her new role, she will continue to provide the creative and editorial direction for onhealth.com and oversee the daily operations of the site's content management, which has led OnHealth to be the leading health site destination according to Media Metrix. On February 15, the Company signed a definitive agreement to be acquired by Healtheon/WebMD subject to shareholder and regulatory approval. The Company expects this transaction to be completed in the third quarter of 2000. ABOUT ONHEALTH NETWORK COMPANY Headquartered in Seattle, Washington, OnHealth Network Company (Nasdaq: ONHN) is a leading Internet health information and services resource that empowers consumers with integrated solutions to effectively manage their health and well being. In association with leading medical institutions, OnHealth's seasoned health journalists and medical contributors offer unbiased and trusted health resources via reference guides, up-to-date news feeds, deep research, personalization and interactive tools. onhealth.com is the single most trafficked health site on the Web with 4.9 million unique users and the 47th largest property online, according to the April 2000 Media Metrix report. The award-winning site was recently named "Best Health & Medicine Web Site" by US News & World Report, "Best Overall Health Content Site" by Gomez Advisors, and won three gold medals including "The Best Consumer Healthcare Portal Site" at the November 1999 eHealthcare World Awards. Over 500 different sites drive traffic to onhealth.com through various strategic alliances including AOL's Digital City, Inc., Ask Jeeves, About.com, Better Homes and Gardens, Yahoo! and Microsoft's Hot Mail Web Courier. OnHealth also attracts leading advertisers from Glaxo Wellcome, Johnson & Johnson, Pfizer, Procter & Gamble and SmithKline Beecham to American Express, AIG Insurance, Fidelity Investments, Ford, Kellogg's and Neiman Marcus, among others. As part of strategic expansion, the company acquired Health Decisions International and BabyData.com in 1999. CERTAIN STATEMENTS IN THIS RELEASE, SUCH AS THE COMPANY'S ABILITY TO COMPLETE THE ACQUISITION TRANSACTION BY HEALTHEON/WEBMD AND OTHER STATEMENTS CONTAINING "EXPECTS," "ANTICIPATES," "INTENDS," "HOPES" OR "BELIEVES" OR VARIATIONS OF SUCH WORDS AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS AND ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE PROJECTED. POTENTIAL RISKS AND UNCERTAINTIES INCLUDE SUCH FACTORS AS ACCEPTANCE OF THE COMPANY'S PRODUCTS AND SERVICES, THE COMPANY'S ABILITY TO COMPLETE THE ACQUISITION BY HEALTHEON/WEBMD, THE COMPANY'S RELIANCE ON EXTERNAL FINANCING, COMPETITION AND OTHER RISKS DESCRIBED IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION, INCLUDING THE REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1999. ### -----END PRIVACY-ENHANCED MESSAGE-----