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
Date of Report (Date of Earliest Event Reported): November 3, 2004
Commission File Number: 333-57780
INTERCARE DX, INC.
(Exact name of registrants specified in its charter)
California 95-4304537
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
900 Wilshire Avenue, Suite 500
Los Angeles, California 90017
(213) 627-8878 Fax: (213) 627-9183
(Address, Including Zip Code, And Telephone Number, Including Area Code,
Of Registrant's Principal Executive Offices)
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ITEM 1. Changes in Control of Registrant Not Applicable
ITEM 2. Acquisition or Disposition of Assets Not Applicable
ITEM 3. Bankruptcy or Receivership Not Applicable
ITEM 4. Changes in Registrant's Certifying Accountant Not Applicable
ITEM 5. Other Materially Important Events
On November 3, 2004, the board of directors approved the appointment of
Mr. Donald Stanford, as a new member of the Board of Directors, of the
registrant, following the acceptance of the resignation of Mr. Russ Lyon,
as a member of the board of directors.
ITEM 6. Resignation of Registrant's Directors
On November 3, 2004, the registrant accepted the resignation of Mr. Russ
Lyon as a member of the Board of Directors.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED. (None)
(b) EXHIBITS.
ITEM 8: Change in Fiscal year Not Applicable
ITEM 9: Regulation FD Disclosure
On November 3, 2004, the registrant issued a press release announcing the
appointment of Mr. Donald Stanford, as the new member of the board
of directors, as well as the resignation of Mr. Russ Lyon from the board of
directors of the registrant.
EXHIBIT ITEM. DESCRIPTION
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Exhibit 99.1 - Copy of the Press Release of November 3, 2004 announcing the
appointment of Mr. Donald Stanford as a new board member.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
InterCare DX, Inc.
(Registrant)
Date: November 3, 2004 By:/s/ Anthony C. Dike
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Anthony C. Dike MD, FACP
(Chairman, Chief Executive Officer)
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE: Wednesday, November 3, 2004
INTERCARE DX, INC. NAMES NEW BOARD MEMBER
LOS ANGELES, CALIF.--Anthony C. Dike, MD, Chairman and CEO of InterCare DX, Inc.
(OTC BB: ICCO; www.intercare.com) announced today the appointment of Mr. Donald
Stanford to the company's board of directors. Mr. Stanford's appointment
fills the vacancy created by the resignation of Mr. Russ Lyon.
Mr. Stanford is a seasoned executive who has spent the last 23 years in Senior
Management of a successful technology company that has enjoyed considerable
success in growth, industry leadership and creating value for its shareholders.
He possesses the rare combination of technology skills, hands-on P&L expertise,
corporate leadership and customer communications with the ability to work in a
team environment and achieve extraordinary results under challenging conditions.
He was formerly the Senior Vice President and Chief Technology officer of GTECH
Holdings, Inc., a multi-national information technology company. During his
twenty-two years with GTECH, the Company has grown from a market share of 5%
and sales of less than $1 million to a dominant worldwide market share of 70%
and sales in excess of $1 billion as of the end of 2002. The Company has been
consistently profitable and has been the driving force in the last decade in
the development and installation of on-line lottery systems in North America,
Europe, South America, Africa and Asia, and employs over 4,500 people worldwide.
As an important factor in this success, Mr. Stanford has traveled extensively
and collaborated with a large number of domestic and international customers and
partners.
In addition to being the Company's chief technical strategist, he was also a
vital part of the sales and marketing and project management activities that
were critical to the Company's overall success
As a recently retired employee and GTECH Holdings Fellow, he advises the GTECH
Holdings Corporation in the areas of future technologies and architectures that
may be of value to the Company's future growth strategies.
Mr. Stanford earned a Bachelor of Arts in International Relations in 1972 and a
Master's in Computer Science/Applied Math in 1977 from Brown University. He has
recently been appointed Adjunct Professor of Computer Science at Brown
University and in 1999 received the Black Engineer of the Year Award for
Professional Achievement.
"We are very delighted that Mr. Stanford has agreed to join us as a new board
member, his in-depth knowledge in capital market and Information technology
industry will be a great asset to our Company. He brings a wealth of expertise
and experience to InterCare, which we believe will help our Company accomplish
our business objectives with respect to growth and international alliances. "
said Dike.
InterCare DX, Inc. an affiliate of Meridian Holdings, Inc., (OTCBB:MRDH)
developed and markets under an exclusive value-added reseller agreement
InterCare Clinical Explorer(tm) (ICE(tm)), an innovative, robust and totally
scalable software application designed to integrate every aspect of the
healthcare enterprise. InterCare provides implementation and support for the
ICE(tm), which is used to document and track inpatient and outpatient
diagnoses and treatment modalities in various healthcare environments,
ranging from individual practices to entire hospital systems.
NOTE: Statements in this news release that are not purely historical are
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and are made
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995 and any amendments thereto. Material that is forward-looking
may contain statements about expected future events and/or financial results
that are forward-looking in nature. Editors and investors are cautioned that
such forward-looking statements invoke risk and uncertainties that may cause the
company=s results to differ from such forward-looking statements. These include,
but are not limited to, economic, competitive, governmental, technological and
other factors discussed in the statements and/or in the company=s filings with
the Securities and Exchange Commission.
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CONTACT: Anthony C. Dike, M.D.
Chairman/CEO
InterCare DX, Inc.
213-627-8878
www.intercare.com
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