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):
MAY 31, 1996
PROXYMED, INC.
(Exact name of registrant as specified in its charter)
Florida 0-22052 65-0202059
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2501 Davie Road, Suite 230, Ft. Lauderdale, Florida
33317-7424
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code (954) 473-1001
<PAGE>
Item 5. Other Events.
On May 31, 1996, ProxyMed, Inc. (the "Company") entered into
a five-year Electronic Commerce and Healthcare Information
Licensing Agreement (the "Agreement") with Personalized
Programming, Inc., a Florida corporation ("Personalized
Programming"). The following is a summary of the Agreement, which
summary is qualified in its entirety by reference to the
Agreement which will be filed as an exhibit to this report.
Pursuant to the Agreement, the Company is to provide
Personalized Programming with a "software developer's toolbox"
containing various software and documentation to enable
Personalized Programming to develop interfaces for its physician
practice management software program called The Medical Manager.
The interfaces will enable users of The Medical Manager
prescription module to access the Company's prescription network,
ProxyNet, (the "Rx Interface") and the Company's formulary
databases.
In consideration for development of the interfaces by
Personalized Programming, the Company has agreed to pay
Personalized Programming certain undisclosed development fees. In
addition, ProxyMed granted to Personalized Programming a five-
year warrant for the purchase of 100,000 shares of ProxyMed's
Common Stock exercisable at $5.25 per share, the market price on
the date an agreement in principal was reached between the
parties (April 11, 1996), subject to negotiation of the
definitive agreement. ProxyMed also agreed to use its best
efforts to register the shares of Common Stock issuable upon
exercise of the warrant by July 30, 1996. Personalized
Programming has agreed to refrain from selling any of the
underlying shares of Common Stock until 180 days from May 7,
1996.
The Agreement grants to Personalized Programming a non-
exclusive license to sell access to the Company's network
services and formulary databases to users of The Medical Manager
directly and through its distributors. The Company and
Personalized Programming will share revenues derived from the
services, databases and transaction fees as well as other
transaction fees in certain cases, the terms of which were not
disclosed.
Item 7. Financial Statements and Exhibits.
(c) The following exhibit will be filed by amendment.
- Electronic Commerce and Healthcare Information
Licensing Agreement dated May 31, 1996 by and between the Company
and Personalized Programming.
<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.
ProxyMed, Inc.
Date June 17, 1996 /s/ Bennett Marks
Bennett Marks, Executive Vice
President - Finance, Chief
Financial Officer and Director