CareInsite, Inc., the Healthcare E-Commerce Subsidiary of Synetic, Inc., Files a Registration Statement to Offer Shares of Common Stock in an Initial Public Offering.ELMWOOD PARK Elmwood Park, village (1990 pop. 23,206), Cook co., NE Ill., a suburb of Chicago; inc. 1914. It is chiefly residential. , N.J.--(BUSINESS WIRE)--March 26, 1999--Synetic, Inc. (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 : SNTC SNTC System for Naval Target Control ), announced that CareInsite, Inc., the Company's healthcare electronic commerce subsidiary, has filed a registration statement with the Securities and Exchange Commission today relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the initial public offering by CareInsite of shares of its Common Stock. Merrill Lynch & Co. will be a managing underwriter Managing underwriter The leading firm in an underwriting group, which originates the deal and acts as an agent for the group. managing underwriter See lead underwriter. of the offering. The timing and completion of the initial public offering will be dependent on any delay or unanticipated adverse result caused by the litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute. When a person begins a civil lawsuit, the person enters into a process called litigation. involving Merck & Co., Inc. discussed below and prevailing market conditions. CareInsite is developing and intends to provide an Internet-based healthcare electronic commerce network for interactive use by physicians, payers, suppliers and patients. Prospectuses with respect to the offering may be obtained, when available, from: Merrill Lynch & Co. World Financial Center North Tower 250 Vesey Street 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 , New York 10281 Attention: Preliminary Prospectus Preliminary Prospectus A first draft registration statement filed by a firm prior to proceeding with an initial public offering of securities. The document, filed with the Securities & Exchange Commission, is intended to provide pertinent information to prospective shareholders Department A registration statement relating to these securities has been filed with the Securities and Exchange Commission, but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This communication shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any State in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such State. As previously announced, on February 18, 1999, Merck & Co., Inc. and Merck-Medco Managed Care, L.L.C. filed a complaint in the Superior Court of New Jersey against Synetic, Synetic Healthcare Communications, Inc. (since renamed CareInsite, Inc.), Martin J. Wygod, Chairman of Synetic and CareInsite, and three officers and/or directors of Synetic and CareInsite, Paul C. Suthern, Roger C. Holstein and Charles A. Mele. The plaintiffs assert that Synetic, CareInsite and the individual defendants are in violation of certain non-competition, non-solicitation and other agreements with Merck and Merck-Medco, and seek to enjoin To direct, require, command, or admonish. Enjoin connotes a degree of urgency, as when a court enjoins one party in a lawsuit by ordering the person to do, or refrain from doing, something to prevent permanent loss to the other party or parties. Synetic, CareInsite and the individual defendants from conducting the Company's healthcare e-commerce business and from soliciting Merck-Medco's customers. The Synetic and Wygod agreements provide an expiration date Expiration Date The day on which an options or futures contract is no longer valid and, therefore, ceases to exist. Notes: The expiration date for all listed stock options in the U.S. of May 24, 1999. The other individuals' agreements provide for expiration in December 1999, in the case of Mr. Suthern, March 2000, in the case of Mr. Mele, and September 2002, in the case of Mr. Holstein. A preliminary injunction A temporary order made by a court at the request of one party that prevents the other party from pursuing a particular course of conduct until the conclusion of a trial on the merits. A preliminary injunction is regarded as extraordinary relief. hearing relating to this litigation was held on March 22, 1999. Following the hearing, the Court took the matter under submission. The Company believes that Merck's and Merck-Medco's positions in relation to the Company and the individual defendants are without merit, and intends to vigorously defend the litigation. If the Company is unsuccessful in defending this litigation, the Company could be prevented indefinitely from pursuing the development and deployment of its healthcare e-commerce services. Any unanticipated adverse result could have a material adverse effect on Synetic's and CareInsite's business. Certain statements contained in this press release are forward looking statements that involve risks and uncertainties including, but not limited to, risks and uncertainties associated with the interpretation of the non-competition and other agreements referred to above, risks and uncertainties inherent in the outcome of the litigation referred to above and risks and uncertainties associated with the timing and completion of the initial public offering of the Company's healthcare e-commerce business. These statements are based on the Company's current beliefs. However, actual events or results may be different from those described or implied by such forward looking statements. The Company expressly disclaims any intent or obligation to update these forward looking statements. |
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