Mecon Inc – STOCK OPTION AGREEMENT (December 1st, 1999)
EXECUTION COPY STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT, dated as of November 29, 1999 (the "AGREEMENT"), between General Electric Company, a New York corporation ("PARENT"), and Mecon, Inc., a Delaware corporation (the "COMPANY"). W I T N E S S E T H: WHEREAS, simultaneously with the execution and delivery of this Agreement, Parent, Diamond Merger Corp., a newly formed Delaware corporation and a direct wholly owned subsidiary of Parent ("SUB"), and the Company are entering into an Agreement and Plan of Merger, dated as of the date hereof (the "MERGER AGREEMENT"), which provides for the merger of Sub with and into the Company (the "Merger"); WHEREAS, as a condition to Parent's willingness to enter into the Merger Agreement, Parent has requested that the Company grant to Parent an option to purchase up to 1,435,843 shares of Company Common
Mecon Inc – AGREEMENT AND PLAN OF MERGER (December 1st, 1999)
EXECUTION COPY AGREEMENT AND PLAN OF MERGER AMONG GENERAL ELECTRIC COMPANY, DIAMOND MERGER CORP. AND MECON, INC. DATED AS OF NOVEMBER 29, 1999 TABLE OF CONTENTS AGREEMENT AND PLAN OF MERGER PAGE -------- ARTICLE I THE MERGER........................................ 1 Section 1.1 The Merger................................. 1 Section 1.2 Effective Time............................. 1 Section 1.3 Effects of the Merger....................
Mecon Inc – PREFERRED SHARES RIGHTS AGREEMENT AMENDMENT (December 1st, 1999)
PREFERRED SHARES RIGHTS AGREEMENT AMENDMENT This Amendment, dated as of November 29, 1999, to the Preferred Shares Rights Agreement, dated as of April 9, 1997 (the "Rights Agreement"), is between Mecon, Inc., a Delaware corporation (the "Company"), and ChaseMellon Shareholder Services, L.L.C. (the "Rights Agent"). The Company and the Rights Agent have heretofore executed and entered into the Rights Agreement. Pursuant to Section 27 of the Rights Agreement, the Company and the Rights Agent may from time to time supplement or amend the Rights Agreement in accordance with the provisions of Section 27 thereof. All acts and things necessary to make this Amendment a valid agreement according to its terms have been done and performed, and the execution and delivery of this Agreement by the Company and the Rights Agent have been in all respects authorized by the Company and the Rights Agent. In consideration of the foregoing premises and m
Mecon Inc – GE MEDICAL SYSTEMS SIGNS DEFINITIVE AGREEMENT TO ACQUIRE HEALTHCARE DATA (December 1st, 1999)
FOR IMMEDIATE RELEASE Contact: Charles Young, GE Medical Systems November 29, 1999 Pager: 888-864-3332 Mobile: 414-870-f2866 Email: firstname.lastname@example.org Contact: David Allinson, CFO, MECON, Inc. Phone: 925-552-6960 Email: email@example.com GE MEDICAL SYSTEMS SIGNS DEFINITIVE AGREEMENT TO ACQUIRE HEALTHCARE DATA MINING LEADER MECON, INC. MILWAUKEE, Wis. And SAN RAMON, Calif., Nov. 29 - GE Medical Systems, a business of General Electric Company (NYSE: GE) and MECON, Inc. (Nasdaq: MECN) announced today that the companies have signed a definitive agreement for MECON to merge its operations with GE Medical. MECON is a leading provider of Internet-based benchmarking and cost management solutions for healthcare systems. In th
Mecon Inc – ASSET PURCHASE AGREEMENT (April 15th, 1999)
EXHIBIT 2.1 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this "Agreement") is made as of this 31st day of March, 1999, by and between MECON, INC., a Delaware corporation (the "Purchaser"), and HCIA INC., a Maryland corporation (the "Seller"). RECITALS A. The Purchaser desires to acquire and the Seller wishes to sell certain designated assets of the Seller in exchange for cash and other good and valuable consideration. B. The terms and conditions relating to the acquisition of such assets are expressly set forth below. NOW, THEREFORE, in consideration of the representations, warranties and covenants set forth herein, the parties hereby mutually agree as follows: 1. DEFINITIONS. The following words shall have the following meanings when used in this Agreement. 1.1 "ACQUIRED ASSETS"