peter,
Here's the latest:
NESS just made a lot of money
RTIN Holdings Announces Acquisition of
MedEx Systems, Inc. & Pegasus Pharmacy, Inc.
Longview, TX - November 14, 2001 RTIN Holdings (NASD OTC BB: RTIN), announced today, pending the execution of final documentation, that it has acquired 100% of the stock of MedEx Systems Inc. ("MedEx") & Pegasus Pharmacy Inc. ("Pegasus"), both are privately held New Orleans based Louisiana corporations. RTIN Holdings is paying the cash equivalent of $25 Million dollars of post reverse split RTIN common stock for it's 100% ownership of MedEx & Pegasus. As of the close of business on Tuesday November 13, 2001 it has been established that RTIN shall issue the principals of MedEx and Pegasus 3,333,333 shares of post reverse split stock at $7.50 per share to fulfill this purchase price. The result of these acquisitions is that MedEx and Pegasus will be wholly owned subsidiaries of RTIN Holdings.
MedEx is a medical communications/technology company that provides state-of-the-art, hand-held prescription units that are loaded with patent-pending software and utilizes secure, broadband, wireless technology. Pegasus is the preferred retail pharmacy provider that specializes in filling prescriptions generated by the MedEx technology. Because pain management specialists and their patients have been under-served by the pharmacy industry and annual expenditures for pain management is approaching $100 billion in the U.S. (and is expected to grow), MedEx, who co-brands with AT&T (NYSE: T), is initially targeting physicians who frequently treat chronic pain. For additional information on both MedEx and Pegasus see our web site at rteams.com
Curtis A. Swanson, President & Chief Operating Officer of RTIN Holdings stated, "We are excited to have completed this acquisition at this pivotal time in our company's development. This acquisition provides us with the fundamental values and long term growth potential to excel in the public sector."
Stanley L. Swanson, Chief Executive Officer of RTIN stated, "In addition to the tremendous earnings potential that these subsidiaries bring we are also very pleased that both the MedEx and Pegasus divisions have strong management teams and all top managers will remain in place as a result of new three-year employment contracts."
Ann Rau, President & Chief Operating Officer of MedEx Systems Inc. and Pegasus Pharmacy, Inc. stated, "We are very pleased to be a part of RTIN Holdings and the mutually beneficial agreements which we have reached to further develop the Company. This venture enables all of us to concentrate on the growth of MedEx & Pegasus while relying upon the management of RTIN Holdings to administer the growth in the public sector."
Curtis A. Swanson, additionally stated, "Based on these acquisitions we are in the final stages of completing our earnings guidance report for 2002. Based on our experience, existing operations and generally accepted industry standards; we anticipate this report will reflect fully diluted earnings per share in excess of $1.50 per share for year end 2002. This report will be released at our annual shareholders meeting on December 6, 2001 and will also be available for download from our web site on December 7, 2001."
The company further announced that it will be holding its annual shareholder meeting in New Orleans, Louisiana on December 6, 2001 where among other issues the company will be formally changing its name to RTIN Holdings to more accurately reflect its business model. For those unable to attend the meeting, a Live Web Cast will be available. For additional information on this topic please go to our web site rteams.com
Restaurant Teams International, Inc., d.b.a. RTIN Holdings, is a public holding company whose stock trades on the fully reporting NASD OTC BB.
Contact: Tom Aigner / Director of Investor Relations for RTIN tomaigner@rteams.com
Certain statements in this news release may constitute "forward-looking" statements within the meaning of section 21E of the securities and Exchange Act of 1934. Such forward-looking Statements involve risks, uncertainties and other factors, which may cause the actual results, performance, or achievement expressed or implied by such forward-looking statements to differ.
ragingbull.lycos.com
Of course, the tout is neglecting to point out that after the 50:1 reverse split, NESS will hold less than 20,000 shares of RTIN. The Swansons have "Class B" shares that have anti-dilution protection and 50x voting power. These were issued back in March according to a recent filing:
In March 2001, the Board of Directors of the Company approved the issuance of
1,000,000 shares of Series B Convertible Preferred stock ("Series B") in
exchange for 1,000,000 shares of common stock owned by Curtis A. Swanson and
Stanley L. Swanson. The Series B stock has no par value, has full voting
power with respect to all actions taken by shareholders, carries a 50 to 1
voting right as compared to common shares with anti-dilution rights, is
convertible into 1 share of Common Stock and is non transferable prior to
conversion into Common Stock.
sec.gov
Regards,
John Sladek |
