UNITED STATES
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Delaware (State or Other Jurisdiction of Incorporation) |
0-28740 (Commission File Number) |
05-0489664 (IRS Employer Identification No.) |
100 Clearbrook Road,
Elmsford, New York (Address of Principal Executive Offices) |
10523 (Zip Code) |
Registrant's telephone number, including area code (914) 460-1600 |
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(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: | |
Written communications pursuant to Rule 425 under the Section Act (17 CFR 230.425) | |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12). | |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240-14d-2(b)). | |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)). |
Item 1.01 |
Entry into a Material Definitive
Agreement. |
On January 3, 2005, MIM Corporation, a Delaware corporation ("MIM"), entered into Amendment No. 1 (the
"Amendment") to the Agreement and Plan of Merger, dated August 9, 2004 (the "Merger Agreement"), by and among MIM,
Chronimed Acquisition Corp., a Minnesota corporation and a wholly owned subsidiary of MIM ("Merger Sub"), and
Chronimed Inc. ("Chronimed"). The combined company will be named BioScrip Inc. ("BioScrip").
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Item 9.01 |
Financial Statements and Exhibits.
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(c) Exhibits. |
The following Exhibits are filed with this Report:
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Exhibit No. |
Description |
10.1 |
Amendment No. 1 dated January 3, 2005 to Agreement and Plan of Merger dated August 9, 2004 by and among MIM Corporation, Chronimed Acquisition Corp. and Chronimed Inc. |
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 duly authorized. |
Date: January 5, 2005 | MIM CORPORATION By: /s/ Barry A. Posner Barry A. Posner, Executive Vice President, Secretary and General Counsel |