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REGIONAL ROUNDUP

Com Systems Agrees to Merge With Resurgens

April 30, 1991

Com Systems Inc., a struggling Westlake Village long-distance telephone company, said it has agreed to merge with Resurgens Communications Group Inc., an Atlanta telecommunications company that owns a controlling interest in Com Systems.

The merger, which is expected to close by Aug. 31, will take the form of a stock swap, with each share of Com Systems common stock converted into .70 shares of Resurgens common stock. The merger is subject to a definitive agreement between the two companies and other conditions.

Michael P. Marshall, Resurgens' chairman, and Rex A. Licklider, Com Systems' chairman, will become co-chairmen of Resurgens. George J. Vasilakos, Com Systems' president and chief operating officer, will be president and chief operating officer of Resurgens, and John D. Phillips, Resurgens' current president and chief executive officer, will remain chief executive following the merger.

Resurgens, with about $45 million in annual revenues, bought the Com Systems stake for $30 million last month from a unit of the Swiss concern Omni Holding AG. The purchase gave Resurgens a 56% voting interest in Com Systems if all of its holdings were converted into common stock.

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