Nyer Medical Group Reaches Agreement to Acquire Minority Interest in Pharmacy Chain ...( Former Minority Shareholders of Subsi...),Health

Former Minority Shareholders of Subsidiary to Invest in Nyer Medical Group; President of subsidiary to become CEO and President of Nyer Medical Group

BANGOR, Maine, Dec. 26 /PRNewswire-FirstCall/ -- Nyer Medical Group, Inc. (Nasdaq: NYER) today announced that it has reached agreement with the minority shareholders of its subsidiary, D.A.W., Inc. d/b/a Eaton Apothecary to acquire the remaining 20% interest in the pharmacy chain in fulfillment of Nyer's obligation pursuant to a 1996 shareholder agreement.

By agreeing to a series of transactions, the minority shareholders will immediately assume management of Nyer and will control approximately 58% of the voting power of Nyer. Karen Wright will resign her position as President of Nyer, while continuing as Vice-President-Finance. She, Donald Lewis and Dr. Kenneth Nyer will resign their board positions while the Nyer board will elect Mark and David Dumouchel to the board. Mark Dumouchel, president of the pharmacy subsidiary since 1990, will be appointed Chief Executive Officer and President of Nyer. Upon closing, certain former subsidiary minority shareholders will sign three-year employment agreements to serve as executive pharmacy managers. As conditions of the buyout are met, all preferred shares of the company will be retired.

Over time and when fully realized upon, Nyer will satisfy its $4 million obligation through a series of transactions. The agreement provides for a $1.75 million cash payment, the issuance of a new class B2 convertible preferred shares to the minority shareholders, and the issuance of two notes, a $350,000 promissory note bearing interest at a rate of 7% per annum maturing in 5 years and a $1.5 million convertible promissory note bearing interest at
'/>"/>