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
February 24, 2004
Date of report (date of earliest event reported)
QUADRAMED CORPORATION
(Exact Name of Registrant as Specified in Charter)
| Delaware | 0-21031 | 52-1992861 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
12110 Sunset Hills Road, Suite 600, Reston, VA 20190
(Address of Principal Executive Offices)
(703) 709-2300
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or Former address, if Changed Since Last Report)
The following information is being furnished pursuant to Item 5.
On March 1, 2004, Quadramed Corporation issued a press release announcing that it had agreed with plaintiffs’ counsel to settle the shareholders’ derivative litigation filed in October 2002 against QuadraMed and certain of its officers and directors. A copy of the press release is furnished as exhibit 99.1 to this report.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The following information is being furnished pursuant to Item 12.
On February 24, 2004, QuadraMed Corporation held a call in which it discussed earnings and other financial results for its fiscal year ended December 31, 2003. A copy of the transcript of this call is attached as Exhibit 99.2. To hear a replay of the call, visit http://www.quadramed.com/Investors/Conference_Calls_and_Presentations.jsp
The information in this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
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.
Dated: March 3, 2004
| QuadraMed Corporation |
| /s/ |
| John C. Wright, Executive Vice President and Corporate Secretary |
| Exhibit No. |
Description | |
| 99.1 | Press Release, issued March 1, 2004, by QuadraMed Corp. | |
| 99.2 | Transcript of earnings release call dated February 24, 2004. | |