SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 14, 2002
COVALENT GROUP, INC.
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(Name of Small Business Issuer in Its Charter)
Delaware 0-21145 56-1668867
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(State or Other (Commission (I.R.S. Employer
Jurisdiction file Identification
of Incorporation or number) Number)
Organization)
One Glenhardie Corporate Center
1275 Drummers Lane
Suite 100
Wayne, Pennsylvania 19087
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(Address of principal executive offices)
(610) 975-9533
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(Registrant's telephone number, including area code)
Item 5. Other Events.
On June 14, 2002, Covalent Group, Inc., a Nevada Corporation,
("Covalent") merged with and into (the "Merger") Covalent Group (Delaware),
Inc., a Delaware corporation and wholly-owned subsidiary of Covalent. The
surviving corporation in the Merger is Covalent Group (Delaware), Inc., a
Delaware corporation (the "Surviving Corporation"). Simultaneously with the
Merger, the Surviving Corporation changed its name to Covalent Group, Inc. The
sole purpose of the Merger was to change the state of incorporation of Covalent
from the State of Nevada to the State of Delaware. Each of the Certificate of
Incorporation and the Bylaws of the Surviving Corporation are filed as an
exhibit hereto and is incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
Exhibit No. Exhibit
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Exhibit 3.1 Articles of Incorporation of Covalent Group,
Inc., a Delaware corporation, filed with the
Secretary of State of the State of Delaware on
April 16, 2002.
Exhibit 3.2 Bylaws of Covalent Group, Inc., a Delaware
corporation.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned duly authorized.
Date: July 1, 2002 Covalent Group, Inc.
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By: /s/ Jorge A. Leon
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Jorge A. Leon
Chief Financial Officer and
Executive Vice President
INDEX OF EXHIBITS
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Exhibit No. Exhibit
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Exhibit 3.1 Articles of Incorporation of Covalent Group, Inc., a Delaware
corporation, filed with the Secretary of State of the State of
Delaware on April 16, 2002.
Exhibit 3.2 Bylaws of Covalent Group, Inc., a Delaware corporation.