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): March 5, 2005
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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SECTION 1. Registrant's Business and Operations Not Applicable
SECTION 2. Financial Information Not Applicable
SECTION 3. Securities and Trading Markets Not Applicable
SECTION 4. Matters Relating to Accountants and
Financial Statements Not Applicable
SECTION 5. Corporate governance and Management Not Applicable
SECTION 6. Reserved Not Applicable
SECTION 7. Regulation FD
On march 9, the registrant issued a press release announcing the result
Of the shareholder vote, and the signing of a letter of intent
with Saudi German Hospital Group.
SECTION 8: Other Events
On March 5, the following individuals were elected to serve as directors of
the company until the next annual meeting: Jude Uwaezoke, Karunyan Arulanantham,
Donald Stanford, and Wesley Bradford.
Additionally, shareholders ratified the reappointment of Madsen Associates CPAs,
as the independent auditor for the fiscal year ending December 31, 2004 and
reapproved the Company's 2001 Joint Incentive and Non-Qualified Stock Option
Plan for fiscal year 2005.
SECTION 9: Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
c. Exhibits
EXHIBIT ITEM. DESCRIPTION
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Exhibit 99.1
1) Copy of the press release announcing the result of the
shareholder vote, and the signing of a letter of intent with Saudi German
Hospital Group.
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: March 9, 2005 By:/s/ Anthony C. Dike
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Anthony C. Dike
(Chairman, Chief Executive Officer)
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Exhibit 99.1
FOR IMMEDIATE RELEASE: Wednesday, March 9, 2004
CONTACT: Anthony C. Dike
Chairman/CEO
InterCare DX, Inc
213-627-8878
www.intercare.com
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INTERCARE DX, INC. HOLDS ANNUAL MEETING,
ENTERS INTO LETTER OF INTENT WITH SAUDI GERMAN HOSPITALS GROUP
LOS ANGELES, CALIF--At the annual meeting of InterCare DX, Inc. (OTCBB: "ICCO"),
which was held on Saturday, March 5, 2005, the following individuals were
elected to serve as directors of the company until the next annual meeting: Jude
Uwaezoke, Karunyan Arulanantham, Donald Stanford, and Wesley Bradford.
Additionally, shareholders ratified the reappointment of Madsen Associates CPAs,
as the independent auditor for the fiscal year ending December 31, 2004 and
reapproved the Company's 2001 Joint Incentive and Non-Qualified Stock Option
Plan for fiscal year 2005.
A copy of the company's Notice of Annual Meeting and Proxy Statement, which
details each of the aforementioned approved proposals, may be viewed on the
SEC's EDGAR System at www.sec.gov.
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At the meeting, following a demonstration of the latest version of the ICE
software, running on Microsoft Windows XP, the Company also announced that it
has entered into a letter of intent with the Saudi German Hospitals Group
(SGHG), for installation and pilot testing of the InterCare Clinical Explorer
in hospital facilities managed by SGHG in Jeddah, Saudi Arabia. Under the terms
of a contemplated formal agreement, InterCare, DX, Inc. and SGHG will cooperate
in marketing and the implementation of the ICE software in hospitals and health
care systems throughout Saudi Arabia and other countries in the Middle East and
North Africa. Toward that end, InterCare DX and SGHG intend to form a 50/50
joint venture business entity in the region.
InterCare DX, Inc. an affiliate of Meridian Holdings, Inc.(OTCBB:MRDH),
developed and markets under an exclusive value-added reseller agreement
InterCare Clinical Explorer (ICE ), an innovative, robust and totally
scalable software application designed to integrate every aspect of the
healthcare enterprise. More information about the company and its products
and services, visit www.intercare.com.
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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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