CMDI - CMDI Agrees to Acquire ZA Consulting PRINCETON, N.J., Mar 12, 2001 /PRNewswire via COMTEX/ -- Comprehensive Medical Diagnostics Group, Inc. (OTC Bulletin Board: CMDI) ("Comprehensive Medical") today announced the execution of a Term Sheet for the acquisition and exchange of equity in shares with ZA Consulting LLC ("ZAC"). ZAC is a national healthcare management and consulting organization offering a full scope of services to a broad range of healthcare, senior housing and post acute care providers. Under the terms of the proposed agreement, ZAC will operate as an independent subsidiary of Comprehensive Medical. With gross revenues of over $20 million in the year 2000, ZAC has consistently grown its revenue while building a unique business model capitalizing on its prominence as a leader in healthcare management and consulting services. Headquartered in Jenkintown, Pennsylvania, ZAC has offices in major cities across the United States and has been involved in over $2.5 billion worth of healthcare and senior housing related transactions. ZAC is nationally renowned for its services. Clients include Integrated Provider Systems, Senior Housing and Long Term Care Providers, Developers, Physician Organizations, Hospital and Health Networks, Governmental Agencies, Rehabilitation and Mental Healthcare Providers, Outpatient Providers. ZAC offers a range of services which have been lauded as being on the cutting edge of healthcare management and consulting. Commenting on the proposed acquisition, James H. Clingham, Chairman and President of Comprehensive Medical remarked, "This is a major accomplishment for our company. When we merged with ARMC last July we set out to build a quality healthcare provider. Our acquisition of ZAC will cement our position as the leading healthcare management and consulting service provider nationwide. The substantial revenues, expertise and robust client list ZAC brings will propel us to a position of prominence in the industry." Steven Fishman, Managing Partner of ZAC, will assume the role of President and Chief Executive Officer of Comprehensive Medical. The transaction was structured as a tax-free exchange with ZAC and its Principals obtaining Series A Preferred Convertible Shares with appropriate lockup restrictions. Commenting on the Agreement, Steve Fishman commented, "We are ecstatic about being able to finalize the Term Sheet with Comprehensive Medical. For some time, we have been involved in strategic planning for the Company and we view this as a great opportunity to merge the talents of ZAC with a cutting edge service provider in the healthcare industry. The terms of this Agreement clearly indicate AC's confidence in Comprehensive Medical and in the long-term benefits to its shareholders and to ZAC." Clingham, along with two investment groups, who founded Comprehensive Medical will remain Chairman of the Board until completion of the transition. A principal in a Princeton, New Jersey and Orlando, Florida based management firm, Clingham commented, "ZAC brings Comprehensive Medical to a position where we can make a difference in the quality and focus of our healthcare services. Steve Fishman and his team have a proven track record and the growth and reputation of ZAC match perfectly with the objectives of our Company." About ZA Consulting ZAC's services include financial advisory services, strategy development, marketing, reimbursement and managed care, business planning, compliance consulting and litigation support, HIPAA compliance consulting, clinical management and consulting services, turnaround and operational improvement of physician practices, and hospital/physician affiliation strategies. ZAC provides resources customized to its clients needs including management consulting, interim and crisis management, transactional support, assessment and diagnostic work as well as complete implementation services. With over 160 dedicated professionals across the country, ZAC provides "Results You Can Count On." For further information about ZAC contact www.zaconsulting.com . About Comprehensive Medical Group, Inc. Comprehensive Medical Diagnostics Group, Inc. was formed as a holding company for the purpose of acquiring other operating healthcare service businesses. The Company is a provider of medical treatment, diagnostic testing and ancillary services to the long-term health care business sector and the medical community at large. Presently, the Company conducts its operations through its subsidiaries including Cardiovascular Laboratories Holding, Inc., Comprehensive Medical Group, Ltd., Diagnostic Management Group Holdings, Inc., CAT-ECG, Homeward, Inc., LeaseonLife.com, and DHS, Inc. Except for historical information, all of the expectations and assumptions contained in the foregoing are forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933 and the Securities Act of 1934, involving risks and uncertainties. These statements refer to our plans to implement our growth strategy, improve our financial performance, expand our infrastructure, develop new products and services, expand our customer base and enter new markets. The forward-looking statements also include our expectations concerning factors affecting the markets for our products, including the demand for health, wellness and telemedicine services. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the results that we anticipate. These risks and uncertainties include, but are not limited to, those risks discussed in this release. In addition to the factors specifically noted in the forward-looking statements, other important factors that could result in those differences include (a) general economic conditions in the health, wellness and telemedicine markets, including inflation, recession, interest rates, and other economic factors; (b) casualty to or other disruption of our facilities and operations; (c) those discussed in our Quarterly Report on Form 10Q for the period ended March 31, 2000; and (d) other factors that generally affect the business of health, wellness and telemedicine companies. We assume no obligation to update those forward-looking statements or to update the reasons actual results could differ materially from the results anticipated in the forward-looking statements. SOURCE Comprehensive Medical Diagnostics Group, Inc. CONTACT: Christine Walley for CMDI, 609-924-1001, or fax, 609-924-4442 or WalleyCMG@aol.com URL: zaconsulting.com |