Medicore Inc. Announces Letter of Intent for Proposed Merger of Its Public Subsidiary, Dialysis Corporation of America, and Medicore's Purchase of Dialysis' Assets.

HIALEAH, Fla.--(BUSINESS WIRE)--June 11, 1999--

Medicore, Inc. ("Medicore") (Nasdaq:MDKI) announced it has entered into a letter of intent with its 68% owned public subsidiary, Dialysis Corporation of America ("DCA") and MainStreet IPO, LLC.

The letter of intent provides for two simultaneous transactions. One, the merger of MainStreet into DCA, the surviving company, with its name change to MainStreet.com, and with the MainStreet.com shareholders to own approximately 80% of the company. As part of the consideration for the proposed merger, additional shares are to be issued to the founders of MainStreet.com for continued operation of MainStreet.com's affiliate, The CEO Letter, LLC (The CEO Letter.com).

The second simultaneous transaction is Medicore's acquisition of DCA's assets in consideration for Medicore's return to DCA of all but 250,000 shares of DCA common stock owned by Medicore and Medicore's assumption of all DCA's debt and liabilities up through the closing date of the proposed merger. Medicore's ownership of MainStreet.com, if the merger is completed, would represent approximately 2% of that company. In addition, to the extent any of DCA's outstanding 2,300,000 warrants are exercised, Medicore will retain 20% of the net proceeds up to a maximum of $1,000,000. The remainder of the net warrant proceeds will remain with DCA, with any such proceeds to be restricted for MainStreet.com's use. If the proposed merger is not completed then the net warrant proceeds will be available to DCA. The exercise price of the DCA warrants is $4.50 per share and the warrants expire October 16, 1999. Other than the first quarter of 1997, the market price of the DCA common stock has been substantially below the DCA warrant exercise price and no DCA warrants have been exercised to date.

The proposed merger and acquisition are subject to a variety of contingencies, including, among others, due diligence by all parties, the negotiation and completion of a merger and acquisition agreement, and most importantly, DCA shareholder approval exclusive of any vote of Medicore's present 68% equity ownership of DCA.

MainStreet.com is a recently established internet company which is developing a central website to provide any company with the necessary tools to perform registered primary or secondary self-underwritten offerings of their securities. MainStreet.com's website will enable the companies using its facilities, through the mechanics of a "Dutch Auction," to maximize the amount of capital they will receive from selling registered securities directly to the public. The Dutch Auction allows investors to bid for the offered securities at prices and amounts investors believe are worth purchasing. MainStreet.com believes this method makes the entire securities distribution process fairer, lowers the cost of the offering process to the issuer, has the price set by the investor bidders and provides greater proceeds to the issuer.

The CEO Letter.com provides chief executive officers of public companies the forum to discuss their companies to the multitude of potential internet investors. The CEO Letter.com has an exclusive arrangement with Freeride.com, an unaffiliated website with extensive membership, to use Freeride's point reward system as an incentive for potential investors to read the CEO letters.

Dialysis Corporation of America owns and operates free standing kidney hemodialysis centers to provide patients with their choice of a full range of in-center, acute or at-home hemodialysis services.

This release contains forward-looking statements that are subject to risks and uncertainties, including certain delays beyond Medicore's and DCA's control with respect to future business events. In particular, the letter of intent is not a binding agreement and is subject to a variety of contingencies, primarily the satisfactory conclusion of a merger and acquisition agreement and, assuming that is accomplished, shareholder approval, and qualification for continued listing on the Nasdaq SmallCap Market.