8-K 1 int9032003.txt INTERCARE DX, INC., 8K FOR PERIOD 9-03-03 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): September 3, 2003 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) 1 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 Not Applicable ITEM 6. Resignation of Registrant's Directors Not Applicable ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED. (None) (b) EXHIBITS. (None) ITEM 8: Change in Fiscal year Not Applicable ITEM 9: Regulation FD Disclosure On September 3, 2003, the registrant issued a press release announcing The signing of product partnering and marketing agreement with Meganet Corporation. EXHIBIT ITEM. DESCRIPTION ------------ ------------- Exhibit 99.1 - Copy of the Press Release of September, 2003 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: September 3, 2003 By:/s/ Anthony C. Dike ------------------------- Anthony C. Dike (Chairman and CEO) 2 FOR IMMEDIATE RELEASE: Wednesday September 3, 2003, 6AM EST INTERCARE ENTERS INTO A PRODUCT PARTNERING AND MARKETING AGREEMENT WITH MEGANET CORPORATION LOS ANGELES, September 3 2003- Anthony C. Dike, MD, Chairman and CEO of InterCare DX, Inc, . (OTCBB: ICCO), announced today that InterCare has entered into a product partnering and marketing agreement with Meganet Corporation based in Encino, California. The parties entered into this partnership agreement for the purpose of integrating Meganet's Virtual Matrix Crypto System Technology into ICE Medical Information System. Under the terms of this agreement, Meganet and InterCare will undertake to customize the ICE software and product line to accommodate all the following Meganet's Technologies: VME Sign for data authenticity; VME Mail for encryption of e-mail at the end-user level; VME BioDrive-for portable patient data storage on a USB drive with biometric authentication. Each party will cooperatively market and co-brand the products and services that are subject to this agreement to appropriate prospective buyers worldwide. "We have great confidence in the talents and synergies presented by this strategic relationship with Meganet, whose innovative technology and experience in data security were major considerations underlying this agreement. We believe that by integrating Meganet's Virutal Matrix Crypto System Technology, into ICE , we would have achieved a great milestone in accommodating one of the most critical requirements of HIPAA, with respect to electronic data confidentiality and security, from a software vendor perspective.'' said Dike. "This partnership will open up a new market that will answer the security needs of our healthcare customers, in this era of HIPAA," said Michael Vaknin, executive vice president, Meganet. ABOUT MEGANET CORPORATION Meganet Corporation is a client-focused data security company committed to the continual development of revolutionary technologies and innovative information security solutions. Meganet has developed a revolutionary symmetric encryption algorithm coined as Virtual Matrix Encryption (VME). The power of VME results from a unique data mapping technology that creates exceptionally random cipher text and from its ability to use up to a million-bit key. Meganet aims at propelling VME to be the industry's standard for encryption. Established in 1997, Meganet is a privately held California corporation headquartered in Encino, Calif., with offices in New York, Washington and Tel Aviv. (URL:http://www.meganet.com) -------------- ABOUT INTERCARE DX, INC. INTERCARE DX, is an innovative software products development and services company, specializing in developing healthcare management and information systems solutions. The Company develops, markets and resells the InterCare Clinical Explorer (ICE ), which is designed to integrate every aspect of the healthcare enterprise. For additional information, visit www.intercare.com. ----------------- 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. # # #