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Exhibit 99.2
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Press Release
IVAX Corporation Creates Publicly Traded Diagnostic
Products Company
MIAMI and LONG BEACH, Calif.--(BUSINESS WIRE)--Nov. 21, 2000--IVAX Diagnostics,
Inc., a leading developer, manufacturer and marketer of diagnostic products and
a wholly-owned subsidiary of IVAX Corporation (AMEX:IVX - news), and
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b2bstores.com (Nasdaq:BTBC - news), today announced a definitive agreement to
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merge. Upon completion of the transaction, b2bstores.com and IVAX Diagnostics
will merge to form a publicly traded company that will operate under the name
IVAX Diagnostics, Inc. Dr. Phillip Frost, Chairman and Chief Executive Officer
of IVAX Corporation, will serve as Chairman of the newly combined company, and
Giorgio D'Urso, the current President and Chief Executive Officer of IVAX
Diagnostics, will be the Chief Executive Officer of the combined Company. Under
the terms of the merger agreement, b2bstores.com will issue 20 million shares of
newly issued common stock to IVAX Corporation in exchange for all outstanding
shares of IVAX Diagnostics, giving IVAX Corporation approximately 68% of the
combined company's equity on a fully diluted basis. The transaction has been
approved by the companies' boards of directors and is subject to approval by the
shareholders of b2bstores.com. Additional financial terms of the transaction
were not disclosed.
Dr. Frost commented, "This transaction is consistent with our strategy over the
last several years of focusing our efforts on our pharmaceutical businesses. By
nurturing and supporting the development of IVAX Diagnostics, we have brought it
to a point where it can stand on its own and continue to grow in its focused
business. The transaction announced today will benefit IVAX Diagnostics by
providing it with an immediate cash infusion and direct access to the capital
markets to accelerate its future growth. At the same time, the shareholders of
b2bstores will benefit by receiving a stake in the future growth of a proven
company in a $19 billion industry with an experienced and highly motivated
management team."
Mr. D'Urso commented, "I am pleased to be leading IVAX Diagnostics during this
important stage of growth. This transaction will provide our shareholders with
valuable liquidity, as well as the opportunity for our new shareholders to
participate in the strong growth and profits of the dynamic healthcare
diagnostics marketplace."
Richard Kandel, Chairman of b2bstores.com, stated, "As previously announced, we
retained the services of an investment bank to explore strategic alternatives
that would enhance shareholder value. Simultaneously, we embarked upon a
corporate reorganization that included a significant reduction in the Company's
overhead and service contracts to streamline operations, allowing us to preserve
capital, maintain a strong cash position, and assume no debt obligations."
IVAX Diagnostics develops, manufactures and markets proprietary diagnostic
reagents, instrumentation and software on a direct basis in the United States
and Italy through its three subsidiaries: Diamedix Corporation, Delta
Biologicals S.r.l. and ImmunoVision, Inc.
-- Diamedix Corporation, established in 1986 following a transaction with Cordis
Laboratories, develops and manufactures in vitro diagnostic kits. It markets
these in conjunction with its Mago(R) instruments for use in clinical and
hospital laboratories.
-- Delta Biologicals, S.r.l., headquartered in Pomezia (Rome), Italy, develops
scientific instrumentation, manufactures the Mago(R) instruments and distributes
in vitro diagnostic products to public hospitals and private medical
laboratories in Italy. IVAX Corporation acquired Delta Biologicals in 1991.
-- ImmunoVision, Inc. develops, manufactures and markets autoimmune reagents and
research products for use in clinical laboratories, research laboratories and
other diagnostic manufacturing companies.
IVAX Corporation, headquartered in Miami, Florida, is a holding company with
subsidiaries engaged in the research, development, manufacture, and marketing of
branded and generic pharmaceuticals and veterinary and diagnostic products in
the U.S. and international markets.
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Except for the historical matters contained herein, statements in this press
release are forward-looking and are made pursuant to the safe harbor provisions
of the Securities Litigation Reform Act of 1995. Investors are cautioned that
forward-looking statements involve risks and uncertainties that may affect the
business and prospects of IVAX Corporation and b2bstores.com (the "Companies"),
including the risks that the merger of IVAX Diagnostics, Inc. and b2bstores.com
may not be completed; that the earnings and profits of the combined company may
not continue to grow or may decline; that the combined company may not be able
to raise additional capital on favorable terms, or at all; that the Companies'
shareholder value will not be enhanced following the merger; and other risks and
uncertainties that may cause results to differ materially from those set forth
in the forward-looking statements. In addition to the risk factors set forth
above, investors should consider the economic, competitive, governmental,
technological and other factors discussed in the Companies' Annual Reports on
form 10K and other filings with the Securities and Exchange Commission.
Contact:
IVAX Corporation, Miami
Tabitha H. Licea
Investor Relations
305/575-6043
or
b2bstores.com:
Morgen-Walke Associates, New York
Investor Relations:
Hulus Alpay/Brian Schaffer
Media Relations:
Greg Tiberend/Ellen Paz
212/850-5600
