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Microcap & Penny Stocks : Global Intellicom--Symbol GBIT -- Ignore unavailable to you. Want to Upgrade?

To: Jim Kay who wrote (791)	9/17/1998 10:04:00 AM
From: PaulB	Respond to of 1096

(COMTEX) B: Integrated Healthcare Systems Makes Offer to Global Intel B: Integrated Healthcare Systems Makes Offer to Global Intellicom RESTON, VA. (Sept. 17) BW HEALTHWIRE -Sept. 17, 1998--Integrated Healthcare Systems, Inc. (OTC Bulletin Board: IGHS), a national developer of integrated quality improvement, risk management and case management software systems for the healthcare industry, today announced that the Company has made a formal offer to Global Intellicom, Inc. (Nasdaq:GBIT) to acquire 100% of its outstanding common stock and common stock equivalents for Common Stock and Warrants of Integrated Healthcare Systems, Inc. ("Integrated"). The Offer will be a package of Integrated's securities in the form of a Unit ("the Unit") that will include: one share of common stock; one Class A Warrant to purchase one share of the Integrated's common stock at a purchase price of $3.00 per share exercisable twelve months from the issuance of the Unit; and one Class B Warrant to purchase one share of the Integrated's common stock at a purchase price of $5.00 per share exercisable twenty four months from the issuance of the Unit. It is contemplated that the Units will be publicly traded as a separate security and their component securities will not be allowed to be detached from the Unit for a period of twenty four months following their issuance. In the event that the market price of Integrated's Common Stock exceeds the warrant exercise price of either Class of Warrants by at least 20% for a period of five successive trading days, that Class of Warrants will be subject to call by Integrated at a call price of $.10 per Warrant for the succeeding 30 day period. The conditions to Integrated's publication of the tender offer are (i) the effective registration under the Securities Act of 1933 and any applicable state securities laws of the Integrated shares and Warrants offer to Global shareholders; (ii) compliance with any other federal and state laws applicable to the tender offer; and (iii) recommendation by the Board of Directors of Global to its shareholders that they accept the offer. In addition, Integrated will accept shares of Global tendered only if (a) shares equal to at least a majority of Global's outstanding common stock are tendered, and (b) prior acceptance of such shares the boards of Integrated and Global approve a merger of the two companies in which the remaining untendered shares of Global will be exchanged for Units of Integrated on the same terms of exchange as apply to the tender offer. Integrated Healthcare Systems, Inc. designs, develops, markets and maintains integrated quality, risk and case management systems for the healthcare industry. The Company's systems are helping hospitals all over the country build focused quality improvement and risk reduction programs by identifying inconsistent elements and trends, and in developing effective process improvement strategies. In addition to I-Link 32, an integrated suite of independent systems and modules is available for Quality Management, Risk Management, Staff Credentialing, Case/Utilization Management and Infection Control under the DataQual System. Integrated Healthcare Systems, Inc. is a publicly owned company that is traded on the OTC Bulletin Board under the symbol -- IGHS. This announcement may contain, in addition, to historical information, certain forward-looking statements that involve risks and uncertainties. Such statements reflect management's current views and are based on certain assumptions. Actual results could differ materially from the assumptions currently anticipated. -0- sw/ny* CONTACT: Vincent Bocchimuzzo, 914/699-2020 KEYWORD: VIRGINIA INDUSTRY KEYWORD: COMPUTERS/ELECTRONICS COMED MEDICINE Today's News On The Net - Business Wire's full file on the Internet with Hyperlinks to your home page. URL: businesswire.com * end of story *