-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QVsNNa4yQQIzBerUeC1b/X0NxvK/KvacxG5Q0x1Ph+ViYl4UuCRsskjK3tIK2bY2 EcvkJv0dpb2TpJS5ODAfDA== 0000912057-00-019651.txt : 20000427 0000912057-00-019651.hdr.sgml : 20000427 ACCESSION NUMBER: 0000912057-00-019651 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000404 ITEM INFORMATION: FILED AS OF DATE: 20000426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MEDICALOGIC INC CENTRAL INDEX KEY: 0000923899 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 930890696 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-28285 FILM NUMBER: 608631 BUSINESS ADDRESS: STREET 1: 20500 NW EVERGREEN PARKWAY STREET 2: STE 400 CITY: HILLSBORO STATE: OR ZIP: 97124 BUSINESS PHONE: 5036456442 MAIL ADDRESS: STREET 1: 20500 NW EVERGREEN PARKWAY CITY: HILLSBORO STATE: OR ZIP: 97124 8-K 1 FORM 8-K 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): April 4, 2000 MEDICALOGIC, INC. (Exact name of registrant as specified in its charter) OREGON 000-28285 93-0890696 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification No.) 20500 NW EVERGREEN PARKWAY HILLSBORO, OREGON 97124 (Address of principal executive offices) (503) 531-7000 (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS. On April 4, 2000, MedQuist Transcriptions, LTD. filed a suit in the Delaware Court of Chancery, MEDQUIST TRANSCRIPTIONS, LTD. V. JOHN H. DAYANI, TOTAL EMED, INC. AND MEDICALOGIC, INC. against Dr. John H. Dayani, Total eMed, Inc. and MedicaLogic, Inc. MedQuist alleges that Total eMed misappropriated its trade secrets through Dr. Dayani, the founder of Total eMed and a former director and employee of MedQuist. This suit is related to other litigation between MedQuist and Dr. Dayani. MedQuist seeks to enjoin Total eMed and MedicaLogic from taking any action to consummate the MedicaLogic/Total eMed merger, and seeks to enjoin MedicaLogic and Total eMed from aiding and abetting Dr. Dayani's alleged breach of his fiduciary duties and the further dissemination or misappropriation of MedQuist's trade secrets. Total eMed does not believe that it has misappropriated any trade secrets, nor does Total eMed or MedicaLogic believe that it has aided or abetted any alleged breach of Dr. Dayani's fiduciary duties or further dissemination or misappropriation of MedQuist's trade secrets. Each intends to make a vigorous defense. If MedicaLogic and Total eMed are unsuccessful and MedQuist obtains an injunction, the MedicaLogic/Total eMed merger may be delayed or may not occur. On April 18, 2000, the court denied MedQuist's motion for expedited consideration of its request for a preliminary injunction. As a result, it is unlikely that a preliminary injuction hearing will be held prior to the May 10, 2000 special meeting of Total eMed shareholders at which the merger proposal is to be acted upon. It is uncertain as to whether or not MedQuist will seek to file additional motions to delay or otherwise impede the proposed merger. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: April 25, 2000 MEDICALOGIC, INC. By /s/ FRANK J. SPINA ------------------------------- Frank J. Spina Senior Vice President and Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----