American Enterprise.com, National Diagnostics, Inc. and Optimark Data Systems, Inc. Make Announcement.TAMPA, Fla.--(BUSINESS WIRE)--Nov. 30, 1999-- American Enterprise.com ("AESI AESI Associated Engineering Sciences Inc "), National Diagnostics, Inc. ("NATD NATD Network Address Translation Daemon NATD National Association of Test Directors NATD North American Association of Telecommunications Dealers NATD National Association of Teachers of Dance (UK) NATD National Association of Trainers and Developers ") (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :NATD), Optimark Data Systems, Inc. (OTCBB:OPMK) (VSE See DOS/VSE. VSE - Virtual Storage Extended :ODS (Operational Data Store) A database designed for queries on transactional data. An ODS is often an interim or staging area for a data warehouse, but differs in that its contents are updated in the course of business, whereas a data warehouse contains static data. ) jointly announced today the following: -- AESI has received a $25 million Private Placement Memorandum private placement memorandum The documentation that provides information on a new security issue. It is similar to but less extensive than a prospectus. engagement agreement from a tier-one New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of investment banking firm; -- AESI has received a $2 million commitment from a Florida investment firm; -- AESI has a $3 million convertible bridge loan pending; -- AESI has pending $15 million debt refinancing for all subsidiary companies; -- AESI has entered into a $6 million investment memorandum of understanding with Unibased Systems Architecture ("USA") of St. Louis. USA is implementing its most advanced enterprise scheduling system in the United States (which is an integral part of VitalTrust.com Internet utility) as part of the agreement; -- In December of this year, AESI is filing an Information Statement with the SEC detailing the reverse merger into NATD, its 90% owned subsidiary under following terms: -- NATD's existing public trading shareholders (representing about 10% of the outstanding shares) will be credited $3.50 for each NATD share held in exchange for AESI publicly trading stock. At the fixed price of $10 per share; -- NATD will reverse its stock four to one; -- As part of the Information Statement filing, AESI will also be filing for NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on National Board status; -- AESI Information Statement filing will also include the closing of pending acquisitions of Florimed, Inc., Capra Technologies, Inc., Optimark Data Systems, Inc., and Total Employment Company, Inc. Upon the completion of the merger, the combined companies year 2000 run-rate is estimated to be $152 million with earnings of $13 million (based of fourth quarter 1999); -- Further, AESI owns 100% of VitalTrust.Com, which is a business healthcare multi-media Internet utility being developed in concert with MCI (1) (Media Control Interface) A high-level programming interface from Microsoft and IBM for controlling multimedia devices. It provides commands and functions to open, play and close the device. (2) (Microwave Communications Inc. WorldCom, UU Network, IDX (IDX Systems Corporation, South Burlington, VT, www.idx.com) One of the largest health care information systems companies in the country, acquired in 2006 by GE Healthcare (www.gehealthcare.com), a unit of the General Electric Company. , 3M, USA, InfoGear, along with 18 other companies. -- AESI has acquired over 51% of Optimark Data Systems, Inc. ("Optimark"). Upon completion of the public merger, AESI will submit a tender offer to acquire all outstanding shares of Optimark Data Systems, Inc., at $1 Canadian (converted at the current U.S. exchange rate) into AESI trading stock at the fixed price of $10 per share. Chuck Broes, CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of AESI is quoted as saying, "Upon acceptance and approval by our board, and subject to the final terms and conditions of all parties, the tier-one lead Underwriter of the $25 million Private Placement Memorandum will be entitled to become the lead underwriter of the Initial Public Offering ("IPO (Initial Public Offering) The first time a company offers shares of stock to the public. While not a computer term per se, many founders, employees and insiders of computer companies have found this acronym more exciting than any tech term they ever heard. ") of VitalTrust.Com, a totally owned subsidiary of AESI. VitalTrust.Com is anticipated to be spun off from AESI to the benefit of the AESI shareholders-of-record sometime during year 2000." Mr. Broes went on to state that AESI is conducting a press conference call tomorrow at 2:00 pm EST EST electroshock therapy. EST abbr. electroshock therapy . Anyone interested in participating may call (800) 288-8967. Your call should be received ten minutes prior to the scheduled conference. The call will be limited to 75 participants. A question and answer session will be included. Paradigm One, "Health Centers of Excellence" (Care1.Com), implements community health enterprises (a relationship enterprise) by establishing partnerships with "best of breed" provider groups in each of the 262 market service areas (MSAs) in the United States. Paradigm Two, involves the creation of "VitalTrust.Com." This Internet utility is an industrial grade, multi-media Internet/intranet system capable of practically eliminating paper transactions. The new information flow -- like that in banking and travel -- creates real time transactions with data repository and mining capability. Opportunity is created to reduce costs, enhance efficiency and create an infinite variety of e-content and e-commerce opportunities. Mr. James Whitmire, C.E.O. of VitalTrust.Com, said, "We are introducing one of the largest Internet facilities in the world, which can receive, move, store and manipulate billions of multi-media transactions a day to and from anywhere in the world." He further stated: "It is being built in Tampa, Fla. by AESI in concert with eighteen international and national Internet firms. The utility is designed with five major gateways and hubs that link thousands of portals to each other, linking all the healthcare trading partners in a real-time interactive network." Benedict Maniscalco, M.D. and C.E.O. of "Health Centers of Excellence" (Care1.Com) stated: "VitalTrust.Com's healthcare Internet utility and the combined companies' high-tech and high-touch Internet appliances, including remote digital telemetry systems, will allow physicians and other caregivers to reach out virtually to the consumer/patient anywhere in the world, thereby empowering the patients with their physician in the management of their health." Safe Harbor Statement under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995: The statements which are not historical facts contained in this press release are forward-looking statements that involve certain risks and uncertainties including but not limited to risks associated with the uncertainty of future financial results, additional financing requirements, development of new products, government-approval processes, the impact of competitive products or pricing, technological changes, the effect of economic conditions and other uncertainties detailed in the Company's filings with the Securities and Exchange Commission. |
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