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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) ........... February 19, 1998
KAIRE HOLDINGS INCORPORATED.
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(Exact name of registrant as specified in its charter)
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Delaware 0-15501 13-3367421
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(State or other jurisdiction of (Commission (I.R.S. employer
incorporation or organization) file number) identification number)
2139 Pontius, Los Angeles, California 90021
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(Address of principal executive offices) (Zip Code)
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Registrant's Telephone number, including area code: (310) 312-9652
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INTERACTIVE MEDICAL TECHNOLOGIES, LTD.
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(former, name, address and former fiscal year, if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On or about March 19, 1998 the Registrant's Board of Director's approved
the engagement of Singer Lewak Greenbaum & Goldstein to serve as the Company's
independent public accountants and to be the principal accountants to conduct
the audit of the Company's financial statements for the fiscal year ending
December 31, 1997, replacing the firm of Beckman & Associates, who had been
engaged to audit the Company's financial statements for the fiscal years ended
December 31, 1995 and 1996. The former accountant's opinion contained a going
concern disclaimer. Management of the Company knows of no past disagreements
with the former accountants on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope.
ITEM 5. OTHER EVENTS.
a. NAME CHANGE. On or about February 19, 1998, Kaire Holdings
Incorporated changed its name from Interactive Medical Technologies, Ltd.
b. REVERSE STOCK SPLIT. On or about February 19, 1998 Kaire Holdings
Incorporated executed a seventy-five (75) to one (1) reverse common stock split.
c. PURCHASE OF MINORITY INTEREST IN SINGAPORE COMPANY AND ITS MAINLAND
CHINA MULTI LEVEL MARKETING SUBSIDIARY. On March 6, 1998, Kaire Holdings
Incorporated acquired thirty-five (35%) percent interest in Newel Resource
Trading Pte. Ltd. and its sole subsidiary - Nanjing Potomac Beauty & Health Care
Co., Ltd., for debt and registered shares of common stock of the Company equal
to twenty-five (25%) percent of the Total Shares of Kaire Holdings Incorporated.
ITEM 7(c) EXHIBITS.
The following exhibit is filed as part of this report in accordance with the
provision of Item 601 of Regulation S-B:
Exhibit Name of Exhibit
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16 Letter of Change in certifying accountant
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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 thereunto duly authorized.
Dated: March 20, 1998 Kaire Holdings Incorporated
By: /s/ Owen M. Naccarato
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Owen M. Naccarato
(Chief Financial Officer and Director)
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EXHIBIT 16
[LETTERHEAD OF BECKMAN KIRKLAND & WHITNEY]
March 19, 1998
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants of Kaire Holdings Incorporated
(formerly known as Interactive Medical Technologies, Ltd.), file number 0-15501,
and, under the date of April 10, 1997, we reported on the consolidated financial
statements of Interactive Medical Technologies Ltd. and Subsidiaries as of and
for the years ended December 31, 1996 and 1995. On March 19, 1998, our
appointment as principal accountants was terminated. We have read Kaire
Holdings Incorporated statements included under Item 4 of its Form 8-K dated
February 19, 1998, and we agree with such statements.
Sincerely,
/s/ Beckman Kirkland & Whitney
Beckman Kirkland & Whitney