Wednesday March 10, 7:59 am Eastern Time...NEWS
Company Press Release
Court Dismisses Action Against Systems Communications, Inc., Clearing the Way for Merger With Hitsgalore.com
CLEARWATER, Fla.--(BUSINESS WIRE)--March 10, 1999--Systems Communications, Inc. announced today that on Tuesday the U.S. Bankruptcy Court dismissed in its entirety the involuntary bankruptcy proceeding against Systems Communications, Inc., brought in part by disgruntled ex-employees of former subsidiaries of SCMI. The Court noted the Company's pending merger with Hitsgalore.com and that the Company has made substantial progress toward paying all of its obligations to all parties.
The matter was a contingency in the merger agreement as provided in the Company's recent 8-K filing. Edwin B. Salmon, Jr., Chairman of SCMI, stated that ''the dismissal of the involuntary bankruptcy proceeding removes a major obstacle to the plan of merger and reorganization.'' In the hours following dismissal, trading volume in SCMI stock increased dramatically. Nearly 3.7 million shares were traded on March 9th and the closing price was up 63% from the morning low prior to the court's ruling. Further confirmation that the legal proceeding was weighing on the minds of potential investors was shown in the flurry of positive postings about the dismissal, and the merger with Hitsgalore.com, on investment-related websites such as www.ragingbull.com and www.siliconinvestor.com.
Steve Bradford, CEO of Hitsgalore.com expressed his satisfaction with the ruling, and noted that confidence had been so high in the outcome that the previously announced closing of the merger had been moved up to March 12, 1999. Hitsgalore.com is a high-traffic Internet search engine catering to businesses and business individuals. Its website is located at hitsgalore.com.
With the dismissal of the court proceeding, SCMI will continue to pay down its remaining liabilities. When the merger is completed, SCMI shareholders will have stock in both Hitsgalore.com, expected to be a profitable public company with virtually no debt, and in International Healthcare Solutions, Inc. Salmon said: ''With this dismissal, IHSI will be able to focus on its future business strategies and on the registration of the shares of IHSI, which are to be distributed as a dividend to SCMI's current stockholders.''
Financial Statements in this press release other than historical facts are ''forward looking'' statements within the meaning of section 27A of the Securities Act of 1933, section 21E of the Securities Exchange Act of 1934, and as that term is defined in the Private Securities Litigation Reform Act of 1995. The Company intends that such statements about the Company's future expectations, including future revenues and earnings, and all other forward-looking statements be subject to the safe harbors created thereby. Since these statements (future operational results and sales) involve risks and uncertainties and are subject to change at any time, the Company's actual results could differ materially from expected results.
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Contact:
Systems Communications Inc., Clearwater
Edwin B. Salmon, Jr., Chairman of the Board
727/530-4800
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