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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): June 19, 2000
OPTICARE HEALTH SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-15223 76-0453392
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
87 Grandview Avenue, Waterbury, Connecticut 06708
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 596-2236
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(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS.
On June 19, 2000, OptiCare Health Systems, Inc. (the "Company")
notified Vision Twenty-One, Inc. ("Vision Twenty-One") that the Company is
terminating its previously announced merger agreement with Vision Twenty-One
pursuant to which the Company would have acquired Vision Twenty-One, effective
June 29, 2000, unless certain defaults have been cured to the Company's
satisfaction on or prior to such date. On June 20, 2000, the Company issued a
press release. Vision Twenty-One has also notified the Company of the Company's
alleged failure to satisfy certain conditions of the merger agreement. A copy of
the press release is filed herewith as Exhibit 99.1 and incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
99.1 Press Release, dated June 20, 2000.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
OPTICARE HEALTH SYSTEMS, INC.
Dated: June 20, 2000
By: /s/ Steven L. Ditman
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Name: Steven L. Ditman
Title: Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Description
Exhibit Number Description
99.1 Press Release, dated June 20, 2000.