EMDEON CORPORATION
 

 
 
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
September 26, 2006
 
Date of Report (Date of earliest event reported)
EMDEON CORPORATION
 
(Exact name of registrant as specified in its charter)
         
Delaware   0-24975   94-3236644
         
(State or other jurisdiction of
incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)
669 River Drive, Center 2
Elmwood Park, New Jersey 07407-1361
 
(Address of principal executive offices, including zip code)
(201) 703-3400
 
(Registrant’s telephone number, including area code)
 
(Former name or address, if changed since last report)
     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
þ   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 8.01. Other Events
     On September 26, 2006, the Registrant issued a press release announcing its intention to commence a tender offer within approximately two weeks to purchase up to 100,000,000 shares of its common stock at a price per share of $12.25 in cash. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. In addition, on September 26, 2006, the Registrant issued a press release announcing that it had agreed to sell to General Atlantic LLC a 52% interest in a limited liability company that will own the Registrant’s Emdeon Business Services segment (other than VIPS, Inc. and its subsidiaries). A copy of that press release, which is referred to in Exhibit 99.1, is attached as Exhibit 99.2 hereto and is incorporated herein by reference.
                 
Item 9.01.   Financial Statements and Exhibits
 
               
 
  (c)   Exhibits    
 
               
        The following exhibit is filed herewith:
 
               
 
      99.1       Press Release, dated September 26, 2006, announcing that the Registrant intends to commence a tender offer for up to 100,000,000 shares of its common stock
 
               
 
      99.2       Press Release, dated September 26, 2006, announcing agreement to sell a 52% interest in the Registrant’s Emdeon Business Services segment to General Atlantic LLC

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SIGNATURE
     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 thereunto duly authorized.
         
  EMDEON CORPORATION
 
 
Dated: September 26, 2006  By:   /s/ Lewis H. Leicher    
    Lewis H. Leicher   
    Senior Vice President   
 

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EXHIBIT INDEX
     
Exhibit    
Number   Description
99.1
  Press Release, dated September 26, 2006, announcing that the Registrant intends to commence a tender offer for up to 100,000,000 shares of its common stock
 
   
99.2
  Press Release, dated September 26, 2006, announcing agreement to sell a 52% interest in the Registrant’s Emdeon Business Services segment to General Atlantic LLC

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