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
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Date of Report (Date of earliest event reported):
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June 5, 2007 |
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CORVEL CORPORATION
(Exact Name of Registrant as Specified in Charter)
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| DELAWARE
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000-19291
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33-0282651 |
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| (State or Other Jurisdiction
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(Commission
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(IRS Employer |
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File Number)
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Identification No.) |
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| 2010 Main Street, Suite 600, Irvine, California
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92614 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
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Registrant’s telephone number, including area code
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(949) 851-1473 |
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N/A
(Former Name or Former 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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. Regulation FD Disclosure.
On June 5, 2007, CorVel Corporation (the “Company”) issued a press release announcing the
acquisition of The Schaffer Companies, Ltd., a Baltimore, Maryland based provider of integrated
medical management, claims processing and technology services for workers’ compensation clients.
The acquisition closed on June 1, 2007. A copy of the press release is furnished herewith as
Exhibit No. 99.1.
The information contained in this report and in the exhibit attached to this report is being
furnished to the Securities and Exchange Commission and shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise
subject to the liabilities of that Section, or incorporated by reference in any filing under the
Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by
specific reference in such a filing.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
This report contains forward-looking statements. Forward-looking statements can often be
identified by words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,”
“seeks,” “estimates,” “may,” “will,” “should,” “would,” “could,” “potential,” “continue,”
“ongoing,” similar expressions, and variations or negatives of these words. These forward-looking
statements are based on the Company’s current expectations, estimates and projections about its
industry, management’s beliefs, and certain assumptions made by the Company, all of which are
subject to change. These forward-looking statements are not guarantees of future results and are
subject to risks, uncertainties and assumptions that could cause the Company’s actual results to
differ materially and adversely from those expressed in any forward-looking statement.
The risks and uncertainties referred to above include, but are not limited to, risks
associated with the Company’s ability to release new software when planned, the Company’s ability
to achieve anticipated results, the success of the Company’s software and services in improving
outcomes and savings for its customers, the Company’s ability to file its Form 10-K, and other
factors described in the Company’s annual reports on Form 10-K, quarterly reports on Form 10-Q and
current reports on Form 8-K filed with the Securities and Exchange Commission. The forward-looking
statements in this report speak only as of the date they are made. The Company undertakes no
obligation to revise or update publicly any forward-looking statement for any reason.
Item 9.01. Financial Statements and Exhibits.
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(a)
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Financial Statements of Business Acquired |
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| Not Applicable |
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(b)
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Pro Forma Financial Information |
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| Not Applicable |
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(c)
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Shell Company Transactions |
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| Not Applicable |
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(d)
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Exhibits |
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| Exhibit No. |
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Description |
99.1
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Press Release, dated June 5, 2007 announcing CorVel
Corporation’s acquisition of The Schaffer Companies, Ltd,
which closed on June 1, 2007. (furnished herewith but not
filed pursuant to Item 12). |