CYBEX and Trotter merger creates first global, public fitness equipment powerhouse.

COLORADO SPRINGS, Colo. & MEDWAY, Mass.--(BUSINESS WIRE)--Dec. 30, 1996--CYBEX International Inc. (AMEX: CYB) a leading manufacturer and marketer of strength and fitness equipment, and Trotter Inc., a leading manufacturer of treadmills and other fitness equipment, jointly announced that they have signed a definitive agreement with respect to a merger of Trotter Inc. and CYBEX International Inc.

Under the terms of the agreement, UM Holdings Ltd., the parent company of Trotter Inc., will receive CYBEX shares, resulting in a 50.001 percent pro forma ownership position in CYBEX International Inc. UM Holdings Ltd. (formerly United Medical), is a privately held holding company controlled by John Aglialoro and Joan Carter. The existing shareholders of CYBEX will continue to own the remaining 49.999 percent of the combined companies.

"We are very enthusiastic about the potential this business combination presents for our two companies," commented John C. Spratt, chairman of CYBEX International Inc. "The combination of the leading strength equipment company with a leading manufacturer of treadmills and other fitness equipment will create the only fitness equipment company capable of providing customers with `wall to wall' product offerings including the premier brand names in both strength and cardiovascular fitness equipment. From a financial standpoint, we believe this is an excellent transaction for our shareholders that will significantly enhance earnings per share in 1997 and 1998 and our growth prospects for the future. The transaction positions CYBEX International Inc. to be the clear leader in the rapidly consolidating fitness equipment sector and confirms the strategic direction taken last spring with the divestiture of the Lumex home health care equipment business."

Having completed the corporate restructuring of Lumex, Inc., the turnaround at CYBEX and strategic repositioning of CYBEX International, Inc., Spratt and Ray Elliott, currently president and CEO of CYBEX International, Inc., will both be leaving the company after the close of the merger. They successfully guided the company through a challenging transformation that included the divestiture of the Lumex health care equipment business, a significant cost reduction program, the creation of a pure play fitness equipment company with an excellent cost position, a major European joint venture with Forza and Reebok and a portfolio of exciting new products due for release in the spring.

Spratt added, "The board of directors is pleased to welcome John Aglialoro, chairman and CEO of UM Holdings, Inc. as chairman and Peter Haines, currently chief executive officer of Trotter Inc. as chief executive officer of the new company. John Aglialoro and Peter Haines bring to us many years of experience in the fitness industry and will be instrumental in guiding the new company as it capitalizes on its unique strengths to lead the ongoing consolidation of the fitness equipment industry."

"We are delighted to have reached this agreement with CYBEX International, Inc.," stated Peter Haines, president and chief executive officer of Trotter Inc. "This combination anticipates a significant shift in our industry as customers increasingly seek to do business with suppliers capable of offering a full range of strength and cardiovascular products. The combination of CYBEX and Trotter will create a truly unique company in our industry with premier products in both strength and cardiovascular fitness. In addition to expected benefits associated with the bundling of our core product lines into a single product offering, we anticipate exceptional synergies from the leveraging of CYBEX's strength in commercial markets and Trotter's strength in consumer markets. From this perspective as well, the combination represents an extraordinary strategic fit."

CYBEX and Trotter are expected to generate combined revenues in 1996 in excess of $110 million prior to the merger. The transaction is expected to be completed late in the first quarter 1997, subject to approval by CYBEX's shareholders as well as other customary conditions, including expiration or termination of requisite waiting periods.

CYBEX International Inc. is a leading manufacturer and marketer of biomechanically correct strength, fitness and rehabilitation equipment serving the fitness, physical therapy, human performance and sports medicine markets worldwide.

Trotter Inc. designs, manufactures and distributes under its own brand name, professional quality, premium-priced cardiovascular and strength training exercise equipment for the home and commercial markets.

CONTACT: CYBEX

Ray Elliott, President/CEO

516/585-9000

719/488-1530

or

Robert McNally, CFO 

516/585-9000

or

Trotter

Peter Haines, President/CEO

800/677-6544

or

Bill Hurley, CFO

800/677-6544