HEALTHPLEX, INC. (OTCBB: HPLX)PINK!! announced that it has signed a Merger Agreement with Dent Acquisition Inc., whereby Dent Acquisition Inc. will be merged with and into Healthplex, Inc. Pursuant to the Merger Agreement, the stockholders of Healthplex, other than officers and directors of Healthplex and their affiliates who in the aggregate own 2,011,036 shares, or approximately 76%, of Healthplex's Common Stock, will receive $2.75 per share in cash in exchange for their shares of common stock. Accordingly, the total acquisition price for the 637,183 shares of Common Stock held by non-affiliated stockholders will be approximately $1,750,000.
The Merger Agreement was approved by Healthplex's Board of Directors on
January 26, 2000 and will be voted upon by Healthplex's stockholders at
a Special Meeting of the Stockholders to be held on March 9, 2000. By
virtue of their ownership of approximately 76% of the outstanding
shares of Common Stock, the management group has the power to approve
the merger and the Merger Agreement without the vote of any other
stockholders of Healthplex.
Consummation of the proposed Merger at this time would permit
Healthplex's minority stockholders to receive a fixed cash payment for
their shares at a premium to the current market price. On January 31,
2000, Healthplex's common stock closed at $2.00 per share on the OTC
Bulletin Board.
Healthplex provides marketing, claims processing, electronic data
processing, printing and related services to certain dental health
companies, and administrative services to certain dental plans.
|
