POMPANO BEACH, Fla., July 6, 2007 (PRIME NEWSWIRE) -- MEDirect Latino Inc. (Pink Sheets:MLTO), the first national provider of direct-to-consumer Medicare reimbursed medical products focused exclusively on chronic diseases afflicting the Hispanic community, announces a loan in the amount of $1.1 million from the Company's lenders, changes in Management and litigation against its former CEO and its Executive Vice-President.
The Company and its lenders have executed an amendment to the Company's existing $8,250,000 senior secured convertible loan. The amendment calls for immediate funding of $1,100,000 for inventory, the repayment of certain short-term obligations and to support the Company's marketing and media initiatives. The amendment was conditioned, among other things, on the termination of CEO, Debra Towsley and Executive Vice President, Raymond Talarico as officers and employees of the Company. Ms. Towsley was terminated by the Board at a special meeting of the Board on June 25, 2007, and Mr. Talarico was terminated by the Board at a special meeting of the Board on June 28, 2007. In addition, the amendment requires that the Company maintain a minimum of $100,000 in cash and to adjust and set the price at which the lenders may convert a portion of their loan into equity. The Company can give no assurances that it will meet the conditions necessary to borrow these funds.
Director, and Chief Operating Officer Mr. Charles W. Hansen, III has been elected interim-CEO by the board. The board of directors has authorized a subcommittee to begin a search for a permanent CEO.
Ms. Towsley and Mr. Talarico, directly and through counsel, have advised the Board that they do not believe the June 25, 2007, Special Meeting of the Board was properly called under the By-Laws and the Board could not accept the resignation of Rubin King-Shaw as chairman, the appointment of Mr. Webb as new chairman, the termination of Ms. Towsley as CEO and the appointment of Mr. Charles W. Hansen III as interim CEO. The Company believes the actions of the Board were proper, legal and taken in the best interest of the Company.
Counsel for Ms. Towsley and Mr. Talarico have advised the Company's counsel that they are preparing to file an Information Statement for the Company Shareholders of record as of June 30, 2007, to remove Board members Lautz, Webb, Gordon and Charles W. Hansen III under the Company's By-Laws allowing Board members to be removed by 2/3 vote of shareholders without a meeting. The Company's records reflect that Ms. Towsley and Mr. Talarico do not, in and among themselves, have the required 2/3 shares of the Company's outstanding stock and may be soliciting proxies for others to join in their activities. The Company intends to investigate this activity and to bring appropriate legal action if the applicable provisions of the federal securities laws have been violated.
In announcing the changes at MEDirect Latino, Interim-CEO Charles Hansen stated, "We are singularly focused on executing our operating plan to achieve profitability and providing excellent service to our customers. With the support of our lenders and the Board of Directors we hope to accomplish that mission."
ABOUT MEDIRECT LATINO:
MEDirect Latino, Inc. (www.medirectlatino.org) is the first national provider of direct-to-consumer Medicare reimbursed medical products focused exclusively on chronic diseases afflicting the Hispanic community. MEDirect Latino is rapidly growing and uniquely positioned to service the Hispanic community in the United States and Puerto Rico. MEDirect is the only Company currently positioned to serve the U.S. Hispanic healthcare market as a direct-to-consumer Medicare provider on an authentically national level. Type II diabetes was targeted because of its unique status within the Medicare reimbursement regime and due to its high degree of correlation to other chronic conditions such as high blood pressure and heart disease. These and other conditions represent considerable future market potential. MEDirect will scale its model by leveraging its existing client base and infrastructure in introducing new products and services to existing customers as they are identified.
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Safe Harbor Disclosure:
This press release includes "forward-looking statements" within the meaning of the federal securities laws, commonly identified by such terms as "believes," "looking ahead," "anticipates," "estimates" and other terms with similar meaning. Although the Company believes that the assumptions upon which its forward-looking statements are based are reasonable, it can give no assurance that these assumptions will prove to be correct. Important factors that could cause actual results to differ materially from the Company's projections and expectations are disclosed in the Company's filings with the Securities and Exchange Commission. All forward-looking statements in this press release are expressly qualified by such cautionary statements and by reference to the underlying assumptions.