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Saturday, 01/05/2002 11:04:24 AM

Saturday, January 05, 2002 11:04:24 AM

Post# of 54402
I've consoladated some of the news over the last 3 months. Just the highlights- Tim

MED News

ANDOVER, Mass.--(BUSINESS WIRE)--Dec. 27, 2001--Med Diversified (AMEX: MED - news), today announced that it has executed a definitive agreement for the issuance of bonds over the next year in the maximum amount of US $1 billion with a minimum guaranteed commitment of $300 million.

Stockholders approved the
(1) election of Frank P. Magliochetti, Jr., John F. Andrews, Sam J. W. Romeo and Donald H. Ayers to the Board of Directors
(2) increase in the number of authorized shares of Common Stock from 200,000,000 to 400,000,000,
(3) the change of the Company's name from e-MedSoft.com to ``MED Diversified, Inc.'',
(4) the issuance of 50,000,000 of Common Stock upon conversion of the Company's Series A Preferred Stock issued in connection with the acquisition of Chartwell Diversified Services, Inc. in August, 2001,
(5) the issuance of up to 58,777,672 shares of Common Stock under various arrangements with Societe Financiere du Seujet Limited,
(6) amendments to the 1999 Stock Compensation Plan including an increase in the number of shares issuable under the Plan from 7,000,000 shares to 14,000,000 shares and an increase in the number of options issuable to any participant in any given fiscal year from 1.5 million to 4 million, and
(7) the appointment of KPMG, LLP as the Company's independent auditors for the fiscal year ending March 31, 2002.

Bought these guys for $1 a share
http://biz.yahoo.com/p/t/tlcs.ob.html


New Debentures are expected to carry an interest rate of 7% per annum and will be due on June 28, 2002. The New Debentures will be convertible after January 1, 2002, at the option of the holder, into an aggregate of 13.2 million shares of Med Diversified common stock, or a resultant conversion price of approximately $3.00 per share.
http://biz.yahoo.com/bw/011219/190274_1.html

On November 5, 2001, Med Diversified announced that Trestle, as an extension of its Internet telemedicine product line, had completed design of this bioagent detection system that was expected to reduce the time required to evaluate the presence of bioagents, such as anthrax and smallpox

Trestle(TM) Corporation subsidiary plans to integrate its previously announced bioagent detection capability as a feature in an upcoming version of its MedMicroscopy(TM) product line. The new version, expected to be released by the fall of 2002, is planned to provide bioagent functionality and address the needs of the general microbiology and hematopathology market segments

On August 6, 2001 the Company completed its merger with Chartwell
Under the plan of merger, the Chartwell shareholders received 500,000 shares of a newly created convertible preferred stock of the Company ("Preferred Stock"). The Chartwell shareholders also received warrants to purchase common stock exercisable over 5 years with a limit of 4,000,000 per year at a strike price $4.00 per share.
The Preferred Stock has a liquidation preference of $100 per share in the event the Company liquidates and dissolves, and thereafter is entitled to participate with the Company's common stock in any remaining distributions.


Network Pharmaceuticals, Inc. ("Network") is a wholly-owned subsidiary of PrimeRx.com, a closely held pharmacy management company of which we own 29% and have managed pursuant to a Management Services Agreement since April 2000. As described in the Form 10-K as of and for the period ended March 31, 2001, we have included Network in our consolidated financial statements as of and for the period ended March 31, 2001. As described in our 10-K, our relationship with PrimeRx and Network has been a troubled one characterized by numerous disputes, some of which have resulted in litigation. The most recent dispute involves a lawsuit brought by Network on July 16, 2001, alleging various breaches of a Settlement and Mutual General Release Agreement between the Company and the principal shareholder of PrimeRx dated March 26, 2001.
reevaluated its relationship with Network and the numerous historical and current disputes with PrimeRx, its principal shareholders and Network. Accordingly, the Company has decided to suspend consolidating Network in its financial statements effective August 1, 2001 and cease consolidation of Network until all disputes with the shareholders of PrimeRx have been resolved. The settlement of these disputes may result in terms that might preclude the Company's consolidation of Network subsequent to August 1, 2001. The Company is presently unable to evaluate the ultimate outcome


Nov. 14, 2001--e-Medsoft.com, dba Med Diversified (AMEX:MED - news), announced today that it has strengthened its board of directors with the addition of Jack Derby, founder of Derby Management, a leading management consulting firm. Derby will complement the Company's existing directors and will provide Med Diversified with strong, objective contributions as the Company continues to execute on its business strategy. Daniel T. Roble, partner in the nationally recognized Health Care practice for Boston-based law firm Ropes & Gray, will serve as a legal advisor to the board.




Small Cap plays: #board-865
Big Board plays: #board-711

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