<PAGE>
Filed by HealthAxis Inc. pursuant to
Rule 425 and deemed filed pursuant to
Rule 14a-12 of the Securities
Exchange Act of 1934.
Subject Company: HealthAxis.com, Inc.
Registration No.: 333-30256
HealthAxis
[logo]
FOR IMMEDIATE RELEASE:
Investor and Media Contact:
Steven M. Kaplan
HealthAxis Inc.
610-275-3800
[email protected]
----------------------
HEALTHAXIS INC. ANNOUNCES DATE FOR ANNUAL MEETING
PROXIES RELEASED TO STOCKHOLDERS DEC 22nd
EAST NORRITON, PA. Dec 26, 2000--HealthAxis Inc. (NASDAQ: HAXS) today announced
that it will hold its annual meeting on January 26, 2001, where its shareholders
will consider and vote on a proposal to approve its proposed merger with
HealthAxis.com, a leading provider of Web-enabling software solutions for
healthcare payers and intermediaries, and a subsidiary of HealthAxis Inc.
Through the proposed merger HealthAxis Inc. will acquire all of the outstanding
shares of HealthAxis.com common stock it does not presently own. Completion of
the planned merger is expected as soon as practical, following the shareholders'
meeting.
Shareholders will also be requested to elect eight directors. The board of
directors selected close of business, November 29, 2000, as the record date for
the determination of shareholders entitled to notice of, and to vote at, the
meeting.
"This merger will provide a less complex, more direct means for shareholders to
participate in the growth of HealthAxis.com. Operationally, it means all aspects
of the Company will reside under one name--HealthAxis Inc.", said Michael
Ashker, chief executive officer of HealthAxis Inc.
Shareholders are urged to vote their proxies immediately upon receipt of their
package. There are three alternative 3 alternative ways to vote:
If your shares are held in an account or brokerage firm or bank
participating in the ADP Investor Communications Services, you may vote
those shares by: 1) calling the telephone number referenced on the
voting form included in the package sent to you or 2) via the internet
24 hours a day, 7 days a week at http://www.proxyvote.com. In order to
vote via either of these methods, the control number on the voting form
is needed.
<PAGE>
Page 2
HealthAxis, Inc.
Annual Meeting; Proposed Merger
12-26-00
If your shares are held in certificate form, you may vote those shares
by: 1) calling the telephone number referenced on the voting form or 2)
via the internet, 24 hours a day, 7 days a week at
http://www.eproxy.com/HAXS. In order to vote via either of these
methods, the control number on the voting form is needed.
By mailing back the proxy card you receive in the packet of
information.
HealthAxis Inc.'s annual meeting will be held at 2 p.m. on Friday January 26,
2001 at its executive offices located at 2500 DeKalb Pike, E. Norriton,
Pennsylvania.
Additional Information and Where to Find it:
HealthAxis Inc. has filed a Registration Statement on SEC Form S-4 in connection
with the merger and has mailed a Joint Proxy Statement/Prospectus to
stockholders of HealthAxis Inc. and HealthAxis.com, Inc. containing information
about the merger. Investors and security holders are urged to read the
Registration Statement and the Joint Proxy Statement/Prospectus carefully. The
Registration Statement and the Joint Proxy Statement/Prospectus contain
important information about HealthAxis Inc. and HealthAxis.com, Inc., the merger
and related matters. Investors and security holders may obtain free copies of
these documents through the website maintained by the U.S. Securities and
Exchange Commission at http://www.sec.gov. Free copies of the Joint Proxy
Statement/Prospectus and these other documents may also be obtained from
HealthAxis Inc. by directing a request by mail to: Steven M. Kaplan, Investor
and Media Contact, HealthAxis Inc., 2500 DeKalb Pike, East Norriton, PA 19401,
or by calling Steven M. Kaplan at (610) 275-3800.
In addition to the Registration Statement and the Joint Proxy
Statement/Prospectus, HealthAxis Inc. files annual, quarterly and special
reports, proxy statements and other information with the Securities and Exchange
Commission. You may read and copy any reports, statements or other information
filed by HealthAxis Inc. at the SEC public reference rooms at 450 Fifth Street,
N.W., Washington, D.C. 20549 or at any of the Commission's other public
reference rooms in New York, New York and Chicago, Illinois. Please call the
Commission at 1-800-SEC-0330 for further information on the public reference
rooms. HealthAxis Inc.'s filings with the Commission are also available to the
public from commercial document-retrieval services and at the website maintained
by the Commission at http://www.sec.gov.
HealthAxis Inc., its directors, executive officers and certain other members of
management and employees may be soliciting proxies from HealthAxis Inc.'s
stockholders in favor of the approval of the merger and for each of the nominees
for director. A description of any interests that HealthAxis Inc.'s directors
and executive officers have in the merger is available in the Joint Proxy
Statement/Prospectus.
<PAGE>
Page 3
HealthAxis, Inc.
Annual Meeting; Proposed Merger
12-26-00
About HealthAxis Inc.
---------------------
HealthAxis.com, a subsidiary of HealthAxis Inc., is a leader in Web-enabling
both healthcare payers and the intermediaries through which product is sold and
serviced. The Company's proprietary Insur-Web(TM), Insur-Enroll(R), and
Insur-Admin(TM) product line allows clients to participate in the emerging
digital economy by integrating client legacy systems into the World Wide Web.
HealthAxis customers enjoy reduced costs and enhanced productivity in their core
business operations -- including plan rating, distribution, enrollment, and
member services -- through the integration of the Company's advanced,
XML-enabled product line. Additionally, HealthAxis provides payers with software
and services for claims processing, plan administration, and imaging through the
following products: Insur-Claims(TM), Insur-Dental(TM), Insur-Image(TM), and
Insur-Voice(TM). The Company's customers include leading health insurers, Blue
Cross/Blue Shield organizations, third-party administrators, and Web-based
insurance and benefits marketers. HealthAxis.com is headquartered in suburban
Philadelphia, with significant operations in Dallas, as well as offices in eight
additional locations both domestic and abroad. The company employs over 350 IT
professionals.
Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995: Certain statements made which are not historical facts may be considered
forward-looking statements, including, without limitation, statements as to
trends, management's beliefs, expectations and opinions, which are based upon a
number of assumptions concerning future conditions that ultimately may prove to
be inaccurate. Such forward-looking statements are subject to risks and
uncertainties and may be affected by various factors, which may cause actual
results to differ materially from those in the forward-looking statements. For
further information which could cause actual results to differ from the Company
's expectations, as well as other factors which could affect the Company 's
financial statements, please refer to HealthAxis Inc.'s reports filed with the
Securities and Exchange Commission.
###
