MEDIQ INC
8-K, 1995-01-26
MISC HEALTH & ALLIED SERVICES, NEC
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<PAGE>
                       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 --January 20, 1995
                       (Date of earliest event reported)
 
                               MEDIQ INCORPORATED
             (Exact name of Registrant as specified in its charter)
 
<TABLE>
<S>                                   <C>                                   <C>
              DELAWARE                               1-8147                              51-0219413
      (State of incorporation)              (Commission file number)                   (IRS employer
                                                                                   identification number)
</TABLE>
 
                     ONE MEDIQ PLAZA, PENNSAUKEN, NJ 08110
               (Address of principal executive offices, zip code)
 
                            AREA CODE (609) 665-9300
                               (Telephone number)
<PAGE>

ITEM 5. OTHER EVENTS.

     The Registrant announced on January 20, 1995 that its Board of Directors
has formed a Special Committee for the purpose of exploring alternate ways
to maximize shareholder value. Among those matters to be considered by the
Special Committee are the possible sale of all or substantially all the
stock or assets of MEDIQ, its wholly-owned subsidiaries or its interests
in its partially owned subsidiaries to a buyer or group of buyers,
which may include members of the management of MEDIQ and its subsidiaries.
The Special Committee has retained the investment banking firm of
Lazard Freres & Co. to act as its exclusive financial advisor to assist
it in considering these alternatives.

     MEDIQ does not presently intend to make any additional public
announcements with respect to these matters until such time as its Special
Committee concludes its review of the alternative ways to enhance
shareholder value.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
 
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<CAPTION>
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<S>        <C>                                                                                                      <C>
(c)        Exhibits
99         Press Release, dated January 20, 1995.                                                                         3
</TABLE>
 
<PAGE>
                                   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.
 
                                          MEDIQ Incorporated____________________
                                          (Registrant)
 
                                          /S/__MICHAEL F. SANDLER_______________
                                          Michael F. Sandler
                                          Senior Vice President -- Finance
                                            & Chief Financial Officer
 
Date: January 25, 1995

<PAGE>


NEWS RELEASE
 
                                                           January 20, 1995

BERNARD J. KORMAN
President/Chief Executive Officer
MEDIQ Incorporated
(609) 665-9300
 
MEDIQ INCORPORATED ANNOUNCES FORMATION OF
SPECIAL COMMITTEE TO EXPLORE WAYS TO ENHANCE
SHAREHOLDER VALUE

     PENNSAUKEN, NJ -- MEDIQ Incorporated, a healthcare services company, today
announced that its Board of Directors has formed a Special Committee for
the purpose of exploring alternative ways to maximize shareholder value.
Among those matters to be considered by the Special Committee are the
possible sale of all or substantially all the stock or assets of MEDIQ, its
wholly-owned subsidiaries or its interests in its partially owned
subsidiaries to a buyer or group of buyers, which may include members of
the management of MEDIQ and its subsidiaries. The Special Committee has
retained the investment banking firm of Lazard Freres & Co. to act as
its exclusive financial advisor to assist it in considering these
alternatives.

    MEDIQ does not presently intend to make any additional public
announcements with respect to these matters until such time as its Special
Committee concludes its review of the alternative ways to enhance
shareholder value.

    MEDIQ Incorporated, whose shares (MED and MED:Pr) and debentures
(MED:C and MED:NP) are traded on the American Stock Exchange, provides
essential healthcare services in a cost effective manner to a variety of
healthcare providers. MEDIQ's principal business is MEDIQ/PRN, the
country's leading provider of life support and critical care medical
equipment on a rental basis. Other MEDIQ operations include portable
x-ray, nuclear imaging and ultrasound services; healthcare facility
planning, design and project management and utilization review of
medical claims made to insurance companies. MEDIQ also owns 47% of
PCI Services, Inc. (NASDAQ:PCIS), a leading independent provider of
pharmaceutical packaging services; 47% of NutraMax Products, Inc.
(NASDAQ:NMPC), a leading health and personal care products company,
marketing products in the feminine needs, cough/cold, baby care,
eye care and personal care categories; and 40% of MMI Medical,
Inc. (NASDAQ:MMIM), a leading independent provider of cost-effective
specialized services to hospital radiology departments and other
healthcare providers.


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