BGTI Acquires Home Health Care Company; The Purchase Enables Biogenetic to Shift to an Acquisition-Based Growth Company.TAMPA, Fla.--(BW HealthWire)--Aug. 13, 1998--BioGenetic Technologies, Inc., (CDN (Content Delivery Network) A system of distributed content on a large intranet or the public Internet in which copies of content are replicated and cached throughout the network. :BGTI) recently acquired, on an arm's length arm's length adj. the description of an agreement made by two parties freely and independently of each other, and without some special relationship, such as being a relative, having another deal on the side or one party having complete control of the other. basis, 100 percent of the outstanding shares of the ninth largest (in terms of patient visits) South Florida home health care company. The purchase price for the acquisition was 850,000 common shares, (the "Consideration Shares") of BioGenetic bi·o·gen·e·sis also bi·og·e·ny n. 1. The principle that living organisms develop only from other living organisms and not from nonliving matter. 2. Generation of living organisms from other living organisms. 3. Technologies, Inc. The company is known as Tri-County Home Health Care Services, Inc. and its affiliates, Tri-County Specialty Medical Equipment and Supplies, Inc., and Tri-County Healthcare Network, Inc. In fiscal year 1997, Tri-County had gross revenue of $3,324,503 and an operating loss operating loss The excess of operating expenses over revenue. As with operating income, operating losses exclude revenues and expenses from operations that are not considered a regular part of the business. Also called deficit. Compare operating income. of $840,980. In connection with the acquisition of Tri-County, BioGenetic has granted to the vendor a "put right" enabling the vendor, at its sole discretion, to sell the Consideration Shares to BioGenetic for a price of $2 (U.S.) per share. The put right is exercisable in monthly installments over a four-year period commencing December 15, 1998, on which date 100,000 shares may be put. Thereafter, another 100,000 shares may be put on October 15, 1999. Beginning on November 15, 1999 and for each month thereafter for thirty-four months, 18,000 shares may be put each month. A final put of 20,000 shares may be made on September 15, 2002. According to according to prep. 1. As stated or indicated by; on the authority of: according to historians. 2. In keeping with: according to instructions. 3. a 1997 list in the South Florida Business Journal, Tri-County earned its rank as the ninth largest home health care company in South Florida. In 1996 alone, Tri-County had 235,000 visits, a figure that increased to 250,000 in 1997. Tri-County has 35 full-time administrative employees and more than one thousand nursing field personnel. Included in Tri-County's services are highly technical service, home health aides, respiratory, physical and occupational therapy as well as speech therapy and specialized spe·cial·ize v. spe·cial·ized, spe·cial·iz·ing, spe·cial·iz·es v.intr. 1. To pursue a special activity, occupation, or field of study. 2. nursing. Management's intention is to operate Tri-County as a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of BioGenetic. From 1994 to the end of 1997, BioGenetic's business strategy was primarily focused as a medical products and services company. In November 1997, BioGenetic completed a 2-for-1-share consolidation, which had the effect of strengthening the value of the company's shares and positioning BioGenetic for future acquisitions. "This strategic move enabled BioGenetic to shift in focus from its core business of research and development and an OEM (Original Equipment Manufacturer) The rebranding of equipment and selling it. The term initially referred to the company that made the products (the "original" manufacturer), but eventually became widely used to refer to the organization that buys the products and manufacturing resource to become an acquisition-based growth company. The acquisition of Tri-County is in furtherance fur·ther·ance n. The act of furthering, advancing, or helping forward: "Pakistan does not aspire to any . . . role in furtherance of the strategies of other powers" Ismail Patel. of this goal." explained Gene Zamba, the company's founder. As of today's date, BioGenetic has 13,269,171 shares issued and outstanding. For more information on BioGenetic visit www.eibj.com.
CONTACT: BioGenetic Technologies
Gene Zamba
727-855-2388
or
Investor Relations:
Karin Case or Cathy Hirko,
888-777-4202
Ibj@gte.net
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