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MHI GROUP ANNOUNCES ATLANTA CEMETERY ACQUISITION AND PROPOSED PRIVATE EQUITY PLACEMENT

 MHI GROUP ANNOUNCES ATLANTA CEMETERY ACQUISITION
 AND PROPOSED PRIVATE EQUITY PLACEMENT
 TALLAHASSEE, Fla., Jan. 24 /PRNewswire/ -- MHI Group, Inc. (NYSE: MH) announced today that it has entered into a Letter of Intent for the acquisition, for common and preferred stock and cash, of Arlington Memorial Park, a 126-acre nonsectarian cemetery in Atlanta.
 "Arlington Memorial Park is one of the leading cemeteries in the Atlanta area and one of the largest cemeteries in the state of Georgia, in terms of revenues," Robert Serres, MHI's president, said.
 MHI also announced that it had engaged a Nork York-based investment banking firm to arrange a private placement of a significant amount of MHI convertible preferred stock. The proceeds of the private placement would be used to fund the cash portion of the Arlington acquisition, to repay bank debt, and for general corporate purposes, including possible future acquisitions. The terms of the preferred stock to be issued in the private placement have yet to be finalized, and may differ from the terms of the preferred stock issued in the acquisition.
 Consummation of the Arlington transaction is subject to a number of conditions, including negotiation of definitive agreements, arrangement of the private placement of MHI preferred stock, improvements in the terms, or a refinancing on more favorable terms, of MHI's existing revolving credit agreement, and approval of the proposed issuance of equity by MHI stockholders.
 The purchase price for the proposed Arlington acquisition is to be $1,200,000 in cash, 2 million shares of common stock and 4,500 shares of MHI 8 percent cumulative convertible preferred stock (convertible into 2,400,000 shares of common stock). MHI would also pay $2,500,000 in respect of certain noncompetition and personal services agreements. Due to the need for stockholder approval, the acquisition is not expected to close until May or June of this year.
 "The Arlington acquisition is in keeping with our strategy of acquiring the premier property in a given trade area. This is the first acquisition for us outside the state of Florida. We chose Atlanta because it has a growing population, including a growing retirement community, both of which add value to the transaction," Serres added.
 "When we complete this acquisition and our planned private placement of new equity, we will be well positioned to continue to pursue our corporate goal of growth through carefully planned acquisitions in the funeral and cemetery industry," Serres stated.
 MHI currently owns and operates five funeral homes and four cemeteries in Florida.
 -0- 1/24/92
 /CONTACT: Fred O. Drake of MHI Group, 904-385-8883/
 (MH) CO: MHI Group, Inc. ST: Florida IN: SU: TNM


TS-OS -- NY019 -- 3162 01/24/92 09:38 EST
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Publication:PR Newswire
Date:Jan 24, 1992
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