Misys PLC – ‘SC TO-T/A’ on 7/30/01 re: Sunquest Information Systems Inc, et al.

On:  Monday, 7/30/01, at 5:22pm ET   ·   Accession #:  950123-1-504846   ·   File #s:  5-61695 (SC 13D/A), 5-61695

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Amendment to Tender-Offer Statement — Third-Party Tender Offer   —   Schedule TO
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC TO-T/A   Amendment #4 to Sc To-T: Sunquest/Misys Plc Etal       5     15K 
 2: EX-99.A.1.L  Press Rlease                                          2      9K 
 3: EX-99.A.1.M  Press Rlease                                          2      9K 

SC TO-T/A   —   Amendment #4 to Sc To-T: Sunquest/Misys Plc Etal
Document Table of Contents

SC TO-T/A
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--------------------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 SCHEDULE TO

 TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
 (AMENDMENT NO. 4)
 (Final Amendment)

SUNQUEST INFORMATION SYSTEMS, INC.
 (Name of Subject Company)

SUNSHINE ACQUISITION CORPORATION
KIRSTY, INC.
 MISYS PLC
(Names of Filing Persons (Offerors))

COMMON STOCK, NO PAR VALUE PER SHARE
(Title of Class of Securities)

 867654105
 (CUSIP Number of Class of Securities)

 PAUL WATERS
 MISYS PLC
BURLEIGH HOUSE
SALFORD PRIORS
EVESHAM, WORCESTERSHIRE WR11 5SH
 ENGLAND
 011-44-1386-871-373
 (Name, Address and Telephone Number of Person
 Authorized to Receive Notices and Communications On Behalf of Filing Persons)

COPY TO:

 PAUL H. WILSON, JR.
DEBEVOISE & PLIMPTON
919 THIRD AVENUE
NEW YORK, NY 10022
(212) 909-6000

[X]      Check the box if any part of the fee is offset as provided by Rule     
      0-11(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the                                 

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  previous filing by registration statement number, or the Form of
Schedule and the date of its filing.                          

Amount Previously Paid:     $80,868                           
Form or Registration No.:   Schedule TO                       
Filing Party:               Misys plc                         
Date Filed:                 June 29, 2001                     

[ ]      Check the box if the filing relates solely to preliminary              
communications made before the commencement of a tender offer.

    Check the appropriate boxes below to designate any transactions to
which the statement relates:                                  

[X] third-party tender offer subject to Rule l4d-1.           

[ ] Issuer tender offer subject to Rule l3e-4.                

[ ] going-private transaction subject to Rule 13e-3.          

[X] amendment to Schedule 13D under Rule 13d-2.               

Check the following box if the filing is a final amendment reporting the results
of the tender offer: [X]                                                        

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AMENDMENT NO. 4 TO SCHEDULE TO

        This Amendment No. 4 amends and supplements the Tender Offer Statement
on Schedule TO originally filed with the Securities and Exchange Commission on  
June 29, 2001, as amended by Amendment No. 1 filed on July 10, 2001, Amendment  
No. 2 filed on July 18, 2001 and Amendment No. 3 filed on July 25, 2001 (as     
amended, the "Schedule TO") by Misys plc, a public company organized under the  
laws of England ("Misys"), Kirsty, Inc., a Delaware corporation and an indirect 
wholly-owned subsidiary of Misys ("Kirsty"), and Sunshine Acquisition           
Corporation, a Pennsylvania corporation and a wholly-owned subsidiary of Kirsty 
(the "Purchaser"). The Schedule TO relates to the third-party tender offer by   
the Purchaser to purchase all of the outstanding shares of common stock, no par 
value (the "Shares"), of Sunquest Information Systems, Inc. (the "Company") for 
a price of $24.00 per Share, net to the seller in cash, without interest        
thereon, upon the terms and subject to the conditions set forth in the Offer to 
Purchase dated June 29, 2001 (the "Offer to Purchase") and in the related Letter
of Transmittal, copies of which are attached as Exhibits (a)(1)(A) and          
(a)(1)(B), respectively, to the Schedule TO. The information in the Offer to    
Purchase is incorporated herein by reference. Capitalized terms used and not    
defined herein shall have the meanings ascribed to such terms in the Offer to   
Purchase.                                                                       

ITEM 11.  ADDITIONAL INFORMATION                                                

      The response to Item 11 is hereby amended and supplemented by adding
the following information thereto:                                              

     "At 12:00 midnight, New York City time, on July 27, 2001, the Offer
expired. The Purchaser was informed by the Depositary that a total of 15,495,456
Shares (including Shares tendered by guaranteed delivery) were validly tendered 
and accepted for payment, representing approximately 91.1% of the Shares        
outstanding on a fully-diluted basis.                                           

   On July 30, 2001, Misys and the Company issued two press releases
announcing the successful completion of the Offer and Misys' and Kirsty's       
intention to complete the acquisition of the Company promptly by effecting a    
merger between the Purchaser and the Company. Copies of the press releases are  
attached hereto as Exhibits (a)(1)(L) and (a)(1)(M) and are incorporated herein 
by reference."                                                                  

ITEM 12.  EXHIBITS                                                              

         Item 12 of the Schedule TO is hereby amended and supplemented by adding
thereto the following exhibits:                                                 

    "(a)(1)(L) Press Release dated July 30, 2001, issued by Misys plc.
        (a)(1)(M) Press Release dated July 30, 2001, issued by Misys plc and
Sunquest Information Systems, Inc."                         

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 SIGNATURE

         After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct. 

Date: July 30, 2001                                                             
            SUNSHINE ACQUISITION CORPORATION

      By:     /s/ Ross K. Graham
                 ---------------------
                 Name:  Ross K. Graham
                 Title: Vice President

KIRSTY, INC.        

            By:     /s/ Charles John Colwell
                       ---------------------------
                       Name:  Charles John Colwell
            Title: President

MISYS PLC           

      By:     /s/ Ross K. Graham
                                 -------------------------------------
                 Name:  Ross K. Graham
                                 Title: Corporate Development Director

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 EXHIBIT INDEX

Exhibit No.              Description                  
-----------              -----------                  
            (a)(1)(L)                Press Release dated July 30, 2001, issued
         by Misys plc.
            (a)(1)(M)                Press Release dated July 30, 2001, issued
                                 by Misys plc and Sunquest Information
         Systems, Inc.

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Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘SC TO-T/A’ Filing		Date		First		Last			Other Filings
Filed on:		7/30/01		3		5
		7/27/01		3					8-K
		7/25/01		3					SC 14D9/A,  SC TO-T/A
		7/18/01		3					SC TO-T/A
		7/10/01		3					SC TO-T/A
		6/29/01		2		3			SC 14D9,  SC TO-T
									List all Filings