NHLT PRESS RELEASE! News July 26, 17:11 Eastern Time
National Health & Safety Files Proposed Third Amended Joint Plan of Reorganization
HORSHAM, Pa., Jul 26, 2000 /PRNewswire via COMTEX/ -- National Health & Safety
Corporation (OTC Bulletin Board: NHLT) announced today that it has filed a Third
Amended Disclosure Statement With Respect to the Third Amended Joint Plan of
Reorganization for approval by the Bankruptcy Court and consideration by its
Creditors and Stockholders.
For some time National Health & Safety Corp. ("the Company") and MedSmart
Healthcare Network, Inc. together with KJE, Ltd. (the Companies "Co-Proponents")
have experienced delays in the Court's approval of a Plan that would lead to the
Reorganization of the Company. During this time the Co-Proponents have
implemented changes to their businesses. The Company and the Co-Proponents have
entered into an in-depth reevaluation and renegotiation of terms that would lead
to a successful restructuring of the Company. A key component was the
realization of the value that NHLT is a fully reporting public Corporation. The
results of these considerations are outlined below.
Under this current amended Plan, the Debtor has focused on reacquiring POWERx,
now that MedSmart Healthcare Network, Inc. has completed the technological
development of the support systems for POWERx and is now positioned to begin
implementation of new Marketing programs. Under the Plan, MedSmart (including
POWERx) would become a wholly owned subsidiary of the Reorganized Debtor. The
existing owners of MedSmart will receive stock in the reorganized Debtor in
exchange for contributing MedSmart to the Debtor. In addition, KJE will
contribute approximately $600,000.00 in working capital to the Debtor in
exchange for stock in the Reorganized Debtor. Current shareholders will no
longer be subject to a 10-for-1 reverse split.
MedSmart has greatly improved, streamlined and further developed POWERx. In
short, MedSmart has, at a cost of approximately $1.4 million, turned POWERx into
a turnkey Internet eCommerce business-to-business and business-to-consumer
service provider. MedSmart has also established in Dallas, Texas a new
state-of-the-art customer service facility equipped and furnished for 16
customer service representatives. The Company believes that this joining of
resources and technology produces the basis for an exciting and dynamic
reorganization. The economics are extremely compelling. POWERx is well
positioned for a major Market Launch.
Under this proposed Plan of Reorganization the Unsecured Creditors will receive
Series A Equity Units in exchange for their claims. Each creditor will receive
one Equity Unit for each $1.00 allowed claim. Each Equity Unit consists of one
(1) share of Preferred Stock and one (1) Class A Warrant. Each share of the
Preferred Stock is convertible into five (5) shares of Common Stock. The Class A
warrant can be exercised (at $1.00) for a share of Common Stock and an
additional Class B Warrant for another share of Common Stock (at $1.50). Details
are included in the Disclosure Statement.
After this proposed reorganization, the Reorganized Debtor will have a
restructured balance sheet taking it from its current stockholder's deficiency
of approximately $4.5 million (as set forth in the Debtor's most recent 10KSB)
to a post-reorganization positive net book value of approximately $2.4 million,
while carrying essentially no debt. This represents a net positive change of
approximately $6.9 million.
The Court has set a hearing for August 21, 2000 to review the Disclosure
Statement describing this most recent proposal. Upon approval of this Disclosure
Statement and its Related Plan of Reorganization, the Company will then be
permitted to distribute and solicit acceptances of the PLAN by its creditors and
shareholders.
The Management of the Company believes that this Plan represents a viable
business opportunity for all interested parties and an exciting future for
National Health & Safety Corp.
For further information please visit the Company's web sites at
nhlt.com and powerx.net.
Safe Harbor Statement
Investors should carefully consider the preceding information as well as other
information contained in this press release before making an investment in the
Common Stock. Information contained in this press release contains
"forward-looking statements" which can be identified by the use of
forward-looking terminology such as "believes," "expects," "may," "should," or
"anticipates" or the negative thereof or given that the future results covered
by such forward-looking statements will be achieved. The preceding matters
constitute cautionary statements identifying important factors with respect to
such forward-looking statements, including certain risks and uncertainties that
could cause actual results to vary materially from the future results covered in
such forward-looking statements. Other factors could also cause actual results
to vary materially from the future results covered in such forward-looking
statements.
SOURCE National Health & Safety Corporation
CONTACT: James Kennard of National Health & Safety, 215-682-7114
URL: powerx.net
nhlt.com
http://www.prnewswire.com
(C) 2000 PR Newswire. All rights reserved.
KEYWORD: Pennsylvania
INDUSTRY KEYWORD: HEA
SUBJECT CODE: RCN |
