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[OPTICARE LOGO]
Contact:
Steven L. Ditman
Executive Vice President and
Chief Financial Officer
OptiCare Health Systems, Inc.
(203) 596-2236
Investor Relations:
Robert P. Jones/Ephie Bernstein/Dory
Lombardo
Media: Stacey Nield, Emy McCord
Morgen-Walke Associates
(212) 850-5600
OPTICARE HEALTH SYSTEMS, INC. TERMINATES MERGER WITH
VISION TWENTY-ONE, INC.
Waterbury, Connecticut, June 20, 2000 - OptiCare Health Systems, Inc.
(AMEX: OPT) announced today that it has notified Vision Twenty-One, Inc. of its
intent to terminate its previously announced merger as a result of, among other
things, Vision Twenty-One and its banks' failure to timely enter into the
Standstill Agreement and the Letter of Intent for a replacement credit facility,
on terms satisfactory to OptiCare, as required by the merger agreement.
Dean Yimoyines, CEO of OptiCare stated "We are disappointed that the inability
of Vision Twenty-One and its banks to reach agreement on continued financing of
Vision Twenty-One will have deprived the stockholders and customers of both
companies the benefits anticipated from the merger. OptiCare remains interested
in certain assets of Vision Twenty-One. Nonetheless, OptiCare's management
expects continued growth from continuing operations through the rest of 2000 and
shall continue its efforts to enhance shareholder value."
OptiCare Health Systems, Inc. is an integrated eye care services company focused
on providing laser vision correction, managed care, and professional eye care
services. It currently owns, operates, and develops laser and ambulatory surgery
centers and provides systems, including Internet-based solutions to eye care
professionals.
Forward-looking statements (statements which are not historical facts) in
this release are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. OptiCare Health Systems' actual
results could differ materially from those expressed or indicated by
forward-looking statements. Factors that could cause or contribute to such
differences include but are not limited to, regulatory changes, risks related to
the eye care industry, the Company's ability to successfully integrate and
profitably operate its operations, and other factors. Investors are cautioned
that all forward-looking statements involve risks and uncertainties, including
those risks and uncertainties detailed in the Company's filings with the
Securities and Exchange Commission.
