Medical Industries of America Signs
Definitive Agreement to Merge with
American Enterprise Solutions Inc.
-- Merger Creates $100 Million Platform Company
Upon Which the Company Intends to Focus on Health-E-Commerce
Designed to Link the Universal Healthcare Community --
BOYNTON BEACH, Fla.--(BW HealthWire)--April 6, 1999-- Medical Industries of America Inc.
(Nasdaq:MIOA - news) and American Enterprise Solutions Inc. (AESI) Tuesday jointly announced
that the companies have signed a Definitive Agreement to merge and will, upon completion of the
merger, change the name of the newly formed company.
The merger is subject to the approval of the shareholders of each company, final due diligence, and
completion of audited financial statements.
Michael F. Morrell, chairman and CEO of MIOA, stated: ''According to an industry report
published by Hambrecht & Quist, 'The health.net industry stands at the confluence of healthcare and
the Internet; health.net companies are leveraging the growth of the Internet and capitalizing on huge
opportunities in the changing world of healthcare. These companies are innovators, and, in our
opinion, will drive significant change in healthcare during the coming years.' MIOA and AESI
recognize this opportunity and, together, intend to combine our collective businesses and our
management teams with our medical and Health-E-Commerce experts to develop new proprietary
technologies and electronic operations systems -- with the ultimate goal of improving the quality
while lowering the cost of healthcare.''
Bill Gates, in his new book titled, Business @ The Speed of Thought, devoted an entire chapter
relating to the healthcare community and the need to improve technology in this industry sector.
Continuing, Morrell added: ''We are assembling a family of outstanding healthcare and technology
businesses positioned to accept the challenges of healthcare in the future and complement one
another to create a solid infrastructure and take advantage of Health-E-Commerce opportunities. It
is truly an exciting period of transformation for the company - one in which we hope to take the lead
in the changing healthcare industry.''
Morrell concluded by stating: ''The merger with AESI creates a platform company that will generate
approximately $100 million (and growing) in traditional healthcare business in 1999. This is
impressive in light of the fact that just two and a half years ago MIOA generated only $1.2 million in
revenue. From this point forward, the company will be positioning itself to be a leader in what is now
being defined by Wall Street as the health.net industry.''
The new management team of the combined companies is expected to be as follows: Michael
Morrell will become chairman of the board; Dr. Benedict Maniscalco, a leading cardiologist and one
of the founders of AESI as well as its current chairman, will serve as vice-chairman of the board; and
Chuck Broes, current CEO of AESI, will become CEO of the combined companies.
A conference call will be held on Thursday, April 8, 1999 at 4:05 P.M. Eastern Standard Time. To
participate, simply call 1-800-526-7151 at 4:00 P.M. Eastern Standard Time and request the
''MIOA/AESI Conference Call.''
AESI is a Florida corporation that designs, develops, implements and operates Internet multi-media
healthcare networks called ''Community Health Information Utilities'' (''CHIUs''). These
Internet-based utilities allow for the electronic connecting of all healthcare-trading partners. These
partners include doctors, hospitals, consumers, patients, employers, government agencies, managed
care companies, insurance companies and all other providers and organizations. AESI is developing
and managing community healthcare delivery systems called ''Community Health Enterprises''
(''CHEs''). The CHEs are healthcare enterprises that create a single-source delivery system by
incorporating and integrating healthcare delivery systems. At the core of each enterprise is a CHIU.
The CHIU provides, over the Internet, clinical pathways and quality assurance applications and
systems to maximize the flow of patient data and increase the ability of the physician, hospital,
ancillary service and diagnostic center to service the patient. ''The integration of the entire healthcare
delivery system, through the use of the company's technologies, creates substantial reductions in
healthcare costs and provides improved profits over existing healthcare models,'' said Charles
(''Chuck'') Broes, chief executive officer of AESI. Broes is a recognized healthcare visionary and
believes that the development of the CHIU utilizing the Internet will be the formula for success by the
healthcare industry in the 21st Century. Dr. Maniscalco, AESI chairman and visionary of the
community healthcare enterprise model, is quoted as saying, ''Until you re-empower the patient and
physician, you cannot delivery quality healthcare at the appropriate costs with measurable and
meaningful outcomes.''
Headquarter in Palm Beach County, Fla., Medical Industries of America Inc. is currently in the
business of developing integrated medical delivery services by providing diversified medical
technologies, physical and pain rehabilitation, occupational and speech therapy, sleep apnea,
diagnostic and treatment services, pharmaceutical services and international air ambulance transport.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: The statements
which are not historical facts contained in this press release are forward-looking statements that
involve certain risks and uncertainties including but not limited to risks associated with the uncertainty
of future financial results, additional financing requirements, development of new products,
government-approved processes, the impact of competitive products or pricing, technological
changes, the effect of economic conditions and other uncertainties detailed in the company's filings
with the Securities and Exchange Commission.
Contact:
Medical Industries of America Inc., Boynton Beach
Linda Moore, 561/737-2227
or
Continental Capital & Equity Corp., Longwood, Fla.
Dodi B. Zirkle, 407/682-2001
dodi@insidewallstreet.com |
