Nyer to acquire minority interest in pharmacy chain subsidiary

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 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 CEO 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.

The new agreement also calls for Nyer to simultaneously acquire 100% of its outstanding shares of class A and B preferred stock owned by Samuel Nyer in exchange for a $400,000 promissory note. In addition, the minority shareholders of D A W have agreed to purchase 597,827 shares of Nyer common stock owned by Nyle International for $1.84 per share. The change of control that would be caused by these transactions is subject to Nyer shareholder approval and other closing conditions.

Karen Wright, current president of Nyer Medical Group, said: “This is an important time for the company as we strive to increase profitability and increase shareholder value.”