UNITED STATES
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 30, 2006
XCORPOREAL, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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001-31608
(Commission
File Number)
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98-0349685
(IRS Employer
Identification No.) |
11400 W. Olympic Blvd., Suite 200
Los Angeles, California 90064
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (310) 738-5138
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.1 3e-4(c)) |
Item 1.02 Termination of a Material Definitive Agreement
As set forth in our Current Report on Form 8-K dated January 3, 2007, which is incorporated
herein by reference, the Merger Agreement between us and National Quality Care, Inc. (NQCI) dated
September 1, 2006 has been terminated.
Item 7.01 Regulation FD Disclosure.
On November 30, 2006, we served on NQCI the notice which is furnished as Exhibit 99.1
to this report and incorporated herein by reference.
On December 15, 2006, we sent NQCI the letter which is furnished as Exhibit 99.2 to this
report and incorporated herein by reference.
On January 2, 2007, we served on NQCI the notice which is furnished as Exhibit 99.3
to this report and incorporated herein by reference.
On
January 9, 2007, we issued the press release furnished as Exhibit 99.4 to this report and
incorporated herein by reference.
Unless otherwise required by law, we disclaim any obligation to release publicly any updates
or changes in our expectations or any change in events, conditions, or circumstances on which any
forward-looking statements are based.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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Description |
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99.1 |
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Notice dated November 30, 2006 |
99.2 |
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Letter dated December 15, 2006 |
99.3 |
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Notice dated January 2, 2007 |
99.4 |
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Press Release dated January 9, 2007 |