Orion HealthCorp Announces Results of Special Meeting

  
    
  
  
    
      Orion HealthCorp, Inc. (AMEX: ONH) today announced that its shareholders 
      have approved seven proposals this morning at a special meeting.
    
    
      The following seven proposals were approved by shareholders at today’s 
      meeting:
    
    
      Proposal I – Amendment to Certificate of 
      Incorporation to increase the number of shares of authorized capital 
      stock;
    
    
      Proposal II – Amendment to Certificate of 
      Incorporation to increase the number of authorized shares of Class A 
      Common Stock;
    
    
      Proposal III – Amendment to Certificate of 
      Incorporation to create new class of common stock, Class D Common Stock;
    
    
      Proposal IV – Issuance of shares of Class D 
      Common Stock in a private placement;
    
    
      Proposal V – Issuance of a warrant to purchase 
      shares of Class A Common Stock in a private placement;
    
    
      Proposal VI – Issuance of shares of Class A 
      Common Stock as consideration for an acquisition; and
    
    
      Proposal VII – Amendment to 2004 Incentive 
      Plan.
    
    
      Terrence L. Bauer, chief executive officer of Orion HealthCorp, said, “We 
      are very pleased that our shareholders have chosen to support our 
      company by their affirmative vote of today’s 
      agenda items. The actions taken today will allow us to continue to 
      implement our business plan.”
    
    
      Orion HealthCorp, Inc. provides complementary business services to 
      physicians through two wholly owned subsidiaries: Integrated Physician 
      Solutions, Inc., providing business and management services to physician 
      practices; and Medical Billing Services, Inc., providing physician 
      billing and collection services and practice management solutions to 
      hospital-based physicians. The core competency of the Company is its 
      long-term experience and success in working with and creating value for 
      physicians. For more information on Orion HealthCorp, Inc., visit the 
      Company’s website at www.orionhealthcorp.com.
    
    
      Certain statements in this press release constitute “forward-looking 
      statements” within the meaning of the 
      Securities Act of 1933, as amended, and the Securities Exchange Act of 
      1934, as amended (the “Acts”). 
      Any statements contained herein that are not statements of historical 
      fact are deemed to be forward-looking statements, including all 
      statements regarding improving financial metrics and future growth.
    
    
      The forward-looking statements in this press release are based on 
      current beliefs, estimates and assumptions concerning the operations, 
      future results, and prospects of Orion HealthCorp, Inc. and the other 
      companies described herein. As actual operations and results may 
      materially differ from those assumed in forward-looking statements, 
      there is no assurance that forward-looking statements will prove to be 
      accurate. Forward-looking statements are subject to the safe harbors 
      created in the Acts. Any number of factors could affect future 
      operations and results, including without limitation, changes in federal 
      or state healthcare laws and regulations and third party payer 
      requirements, changes in costs of supplies, the loss of major customers, 
      increases in labor and employee benefit costs, the failure to obtain 
      continued forbearance on the Company's revolving lines of credit as a 
      result of the Company's default of its financial covenants, increases in 
      interest rates on the Company's indebtedness as well as general market 
      conditions, competition and pricing, and the Company's ability to 
      successfully implement its business strategies, including the impact and 
      expense of any potential acquisitions and the ability to obtain 
      necessary approvals and financing. Orion HealthCorp, Inc. undertakes no 
      obligation to update publicly any forward-looking statements, whether as 
      a result of new information or future events.
    
  
Orion HealthCorp, Inc. (AMEX: ONH) today announced that its
shareholders have approved seven proposals this morning at a special
meeting.

   The following seven proposals were approved by shareholders at
today's meeting:

   Proposal I - Amendment to Certificate of Incorporation to increase
the number of shares of authorized capital stock;

   Proposal II - Amendment to Certificate of Incorporation to
increase the number of authorized shares of Class A Common Stock;

   Proposal III - Amendment to Certificate of Incorporation to create
new class of common stock, Class D Common Stock;

   Proposal IV - Issuance of shares of Class D Common Stock in a
private placement;

   Proposal V - Issuance of a warrant to purchase shares of Class A
Common Stock in a private placement;

   Proposal VI - Issuance of shares of Class A Common Stock as
consideration for an acquisition; and

   Proposal VII - Amendment to 2004 Incentive Plan.

   Terrence L. Bauer, chief executive officer of Orion HealthCorp,
said, "We are very pleased that our shareholders have chosen to
support our company by their affirmative vote of today's agenda items.
The actions taken today will allow us to continue to implement our
business plan."

   Orion HealthCorp, Inc. provides complementary business services to
physicians through two wholly owned subsidiaries: Integrated Physician
Solutions, Inc., providing business and management services to
physician practices; and Medical Billing Services, Inc., providing
physician billing and collection services and practice management
solutions to hospital-based physicians. The core competency of the
Company is its long-term experience and success in working with and
creating value for physicians. For more information on Orion
HealthCorp, Inc., visit the Company's website at
www.orionhealthcorp.com.

   Certain statements in this press release constitute
"forward-looking statements" within the meaning of the Securities Act
of 1933, as amended, and the Securities Exchange Act of 1934, as
amended (the "Acts"). Any statements contained herein that are not
statements of historical fact are deemed to be forward-looking
statements, including all statements regarding improving financial
metrics and future growth.

   The forward-looking statements in this press release are based on
current beliefs, estimates and assumptions concerning the operations,
future results, and prospects of Orion HealthCorp, Inc. and the other
companies described herein. As actual operations and results may
materially differ from those assumed in forward-looking statements,
there is no assurance that forward-looking statements will prove to be
accurate. Forward-looking statements are subject to the safe harbors
created in the Acts. Any number of factors could affect future
operations and results, including without limitation, changes in
federal or state healthcare laws and regulations and third party payer
requirements, changes in costs of supplies, the loss of major
customers, increases in labor and employee benefit costs, the failure
to obtain continued forbearance on the Company's revolving lines of
credit as a result of the Company's default of its financial
covenants, increases in interest rates on the Company's indebtedness
as well as general market conditions, competition and pricing, and the
Company's ability to successfully implement its business strategies,
including the impact and expense of any potential acquisitions and the
ability to obtain necessary approvals and financing. Orion HealthCorp,
Inc. undertakes no obligation to update publicly any forward-looking
statements, whether as a result of new information or future events.