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INTEGRATED LABS ISSUES ANNOUNCEMENT

 ANDOVER, Mass., July 21 /PRNewswire/ -- Integrated Labs, Inc. (OTC Bulletin Board: ITLB) an over-the-counter company ("Company"), announced today that it is currently negotiating with its principal shareholder, The Institute for Economic Development, Ltd. ("Institute"), the terms of a recapitalization agreement pursuant to which the Institute would return and surrender to the Company approximately 20,000,000 shares of the Company's common stock currently owned by the Institute. After giving effect to such return and surrender, the Institute would continue to own 26,874,999 shares of the Company's common stock representing 73 percent of the Company's total outstanding shares.
 Upon surrender of the returned shares, the Company has proposed to issue to the Institute 200,000 shares of a new class of Series A Voting Preferred Stock ("Series A Shares"). The Series A Shares would carry a non-cumulative dividend of $1.00 per share; be entitled to vote as a class to elect a majority of the Board of Directors of the Company so long as any Series A Shares remained outstanding; be entitled to liquidation preferences over common shares in the amount of $1.00 per share plus all declared and unpaid dividends. The Series A Preferred Shares would be subject to redemption by the Company at any time for a five year period at a price to be negotiated. The terms of the Series A Preferred Shares would further prohibit the Company from issuing additional shares of its common stock or securities convertible into shares of the common stock without the prior consent of the Institute. Each Series A Share would carry one vote on all matters submitted to stockholders except for Board elections where Series A Shareholders would be entitled to elect a majority of the Board.
 The Institute has advised the Company that it is in approval of the foregoing recapitalization plan, subject to review of the terms of a formal recapitalization agreement and Series A Preferred stock certificate. The Company is in the process of delivering the formal recapitalization agreement and form of preferred stock certificate to the Institute, whose offices are located in Central Hong Kong.
 In the event that the Institute consents to the foregoing plan, the total amount of shares of the Company's common stock outstanding would be reduced from its current level of 56,808,699 shares to 36,808,699 shares. The recapitalization plan would not have any effect upon the number of shares of the Company's common stock owned by any shareholder of the Company other than the Institute. There can be no assurance that the Institute will approve the recapitalization plan as proposed. The Company will release an additional announcement upon execution of the recapitalization agreement and/or any material changes to the recapitalization plan.
 /delval/
 -0- 7/21/93
 /CONTACT: John LaFrance of On-Time Communications, 609-795-3678, or fax, 609-795-1053, for Integrated Labs; or Paul Grillo, president of Integrated Labs, 508-470-3377, or fax, 508-470-0084/
 (ITLB)


CO: Integrated Labs, Inc. ST: Massachusetts IN: CHM SU:

CC -- PH020 -- 3928 07/21/93 12:08 EDT
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Publication:PR Newswire
Date:Jul 21, 1993
Words:505
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