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): September 2, 2005 Commission File Number: 0-30018 MERIDIAN HOLDINGS, INC. (Exact name of registrants specified in its charter) COLORADO 52-2133742 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 900 Wilshire Avenue, Suite 500 Los Angeles, California 90017 (213) 627-8878 Fax: (213) 627-9183 (Address, Including Zip Code, And Telephone Number, Including Area Code, Of Registrant's Principal Executive Offices) 1 SECTION 1. Registrant's Business and Operations Not Applicable SECTION 2. Financial Information Not Applicable SECTION 3. Securities and Trading Markets Not Applicable SECTION 4. Matters Relating to Accountants and Financial Statements SECTION 5. Corporate governance and Management Not Applicable SECTION 6. Reserved Not Applicable SECTION 7. Regulation FD On September 2, 2005, the registrant issued a press release announcing the approval of the board of directors of both Meridian Holdings, Inc., and CGI Communications Services, Inc., a dividend distribution of CGI Communications Services, Inc., Common stock it owns, to all the shareholders of record as of September 26, 2005 SECTION 8: Other Events On August 24,2005, pursuant to the written consent of the board of directors of both Meridian Holdings, Inc., and CGI Communications Services, Inc., (Pink-sheet: CGIC) dated August 24, 2005, in which it was approved that Meridian Holdings, Inc., declare a dividend of shares of CGI Communications Services, Inc., common stock it owns, to each of its shareholders with the exception of all current and past officers, directors and affiliates, by transferring or causing to be issued one (1) share of the CGI Stock for every ten (10) shares of Meridian Holdings, Inc., common stock held by each of such shareholder ("Dividends") of record as of September 26, 2005. SECTION 9: Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits c. Exhibits EXHIBIT ITEM. DESCRIPTION ------------ ------------- Exhibit 99.1 - A copy of the press release announcing the dividend distribution SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Meridian Holdings, Inc. (Registrant) Date: September 2, 2005 By:/s/ Anthony C. Dike ------------------------- Anthony C. Dike (Chairman, Chief Executive Officer) 2 EXHIBIT 99.1 FOR IMMEDIATE RELEASE: Friday, September 2, 2005 CONTACT: Anthony C. Dike, M.D. Meridian Holdings, Inc. 213-627-8878 www.meho.com ------------ Meridian Holdings, Inc., Declares a Dividend Distribution of CGI Communication Services, Inc., Common Stock. LOS ANGELES, CALIF.- Meridian Holdings, Inc. (OTCBB: MRDH), announced today that pursuant to the written consent of the board of directors of both Meridian Holdings, Inc, and CGI Communications Services, Inc., (Pinksheet: CGIC) dated August 24, 2005, in which it was approved that Meridian Holdings, Inc., declare a dividend of shares of CGI Communications Services, Inc., common stock it owns, to each of its shareholders with the exception of all current and past officers, directors and affiliates, by transferring or causing to be issued one (1) share of the CGI Stock for every ten (10) shares of Meridian Holdings, Inc., common stock held by each of such shareholder ("Dividends") of record as of September 26, 2005. Both Meridian Holdings, Inc., and CGI Communications Services Stock Symbol remains the same post dividend distribution. "We wish to seize this opportunity to thank all our shareholders and wish them a happy Labor Day weekend," said Dike, Chairman and CEO. About Meridian Holdings, Inc. Meridian Holdings, Inc. is a healthcare services and technology company. Meridian's network of affiliated companies is designed to encourage maximum leverage of information technology, operational excellence, industry expertise, and synergistic business opportunities. Meridian is committed to building shareholder value by positioning affiliated companies as independent business entities in which Meridian shareholders enjoy equity participation. For more information about the company and its affiliated group of companies, visit www.meho.com. ------- About CGI Communications Services, Inc. CGI Communications Services, Inc., provides comprehensive telemedicine and Telecare solutions, supplying Medical Products, Telecommunications services and InterCare DX, Inc. (OTCBB:ICCO), ICE(tm) software. For more information about our products and services, please visit our website at www.cgics.com. NOTE: Statements in this news release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and any amendments thereto. Material that is forward-looking may contain statements about expected future events and/or financial results that are forward-looking in nature. Editors and investors are cautioned that such forward-looking statements invoke risk and uncertainties that may cause the Company's results to differ from such forward-looking statements. These include, but are not limited to, economic, competitive, governmental, technological, and other factors discussed in the statements and/or in the Company's filings with the Securities and Exchange Commission. # # # 3